0001561894-21-000089.txt : 20210518 0001561894-21-000089.hdr.sgml : 20210518 20210518162301 ACCESSION NUMBER: 0001561894-21-000089 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210515 FILED AS OF DATE: 20210518 DATE AS OF CHANGE: 20210518 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eckel Jeffrey CENTRAL INDEX KEY: 0001574200 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35877 FILM NUMBER: 21936275 MAIL ADDRESS: STREET 1: 1906 TOWNE CENTRE BLVD. STREET 2: SUITE 370 CITY: ANNAPOLIS STATE: MD ZIP: 21401 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Hannon Armstrong Sustainable Infrastructure Capital, Inc. CENTRAL INDEX KEY: 0001561894 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 461347456 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1906 TOWNE CENTRE BLVD, SUITE 370 CITY: ANNAPOLIS STATE: MD ZIP: 21401 BUSINESS PHONE: (410) 571-9860 MAIL ADDRESS: STREET 1: 1906 TOWNE CENTRE BLVD, SUITE 370 CITY: ANNAPOLIS STATE: MD ZIP: 21401 4 1 wf-form4_162136927115255.xml FORM 4 X0306 4 2021-05-15 0 0001561894 Hannon Armstrong Sustainable Infrastructure Capital, Inc. HASI 0001574200 Eckel Jeffrey 1906 TOWNE CENTRE BLVD. SUITE 370 ANNAPOLIS MD 21401 1 1 0 0 President and CEO Common stock, par value $0.01 per share 2021-05-15 4 F 0 14537 48.30 D 107113 D Common stock, par value $0.01 per share 581087 I By Jeffrey W. Eckel Revocable Trust Common stock, par value $0.01 per share 94327 I By Chesapeake Power LLC Common stock, par value $0.01 per share 45220 I By Chesapeake Power Foundation Common stock, par value $0.01 per share 37000 I By spouse Common stock, par value $0.01 per share 2536 I By grandson LTIP Units Common stock, par value $0.01 per share 508026.0 508026 I By HASI Management HoldCo LLC Consists of shares of Common Stock withheld by the issuer, with approval of the issuer's Board of Directors, in order to satisfy the tax withholding obligation of the reporting person in connection with the vesting of 30,096 shares of Common Stock. Represents the closing price of the Common Stock on May 14, 2021, the first trading day on or prior to the vesting date. These shares are held by the Jeffrey W. Eckel Revocable Trust, of which Jeffrey W. Eckel is the sole trustee and beneficiary. These shares are held by Chesapeake Power, LLC, of which Jeffrey W. Eckel is the sole member. These shares are held by the Chesapeake Power Foundation, the activities of which Jeffrey W. Eckel has the sole ability to direct. These shares are held by the reporting person's spouse. The reporting person disclaims ownership other than to the extent of his pecuniary interest. The reporting person acts as custodian for his grandson under the Uniform Gifts to Minors Act. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. 508,026 units of limited partner interest ("OP Units") in Hannon Armstrong Sustainable Infrastructure, LP (the "Partnership") are issuable upon the vesting and conversion of 508,026 long-term incentive plan units ("LTIP Units") in the Partnership. The LTIP Units were granted to the Reporting Person under the Issuer's 2013 Equity Incentive Plan, as amended. Vested LTIP Units, after achieving parity with OP Units (as described in the Partnership's Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement")), are eligible to be converted into OP Units on a one-for-one basis upon the satisfaction of conditions set forth in the Partnership Agreement. Upon conversion of LTIP Units into OP Units, the Reporting Person will have the right to cause the Partnership to redeem a portion of the Reporting Person's OP Units for cash in an amount equal to the market value (as defined in the Partnership Agreement) of an equivalent number of shares of common stock, par value $0.01 per share, of Hannon Armstrong Sustainable Infrastructure Capital, Inc. (the "Issuer"), or at the Issuer's option, shares of the Issuer's common stock on a one-for-one basis, subject to certain adjustments. N/A These LTIP Units are held by HASI Management HoldCo LLC ("HoldCo LLC"). The Reporting Person is a member of HoldCo LLC. The LTIP Units reported represent only the number of LTIP Units in which the Reporting Person has a pecuniary interest in accordance with his proportionate interest in HoldCo LLC. The Reporting Person is voluntarily reporting his proportionate interest in HoldCo LLC's ownership of LTIP Units. The Reporting Person disclaims beneficial ownership other than to the extent of his pecuniary interest. /s/ Jeffrey Eckel 2021-05-18