8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 19, 2020

National Storage Affiliates Trust

(Exact name of registrant as specified in its charter)

Maryland	001-37351	46-5053858
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

8400 East Prentice Avenue, 9th Floor

Greenwood Village, Colorado 80111

(Address of principal executive offices)

(720) 630-2600

(Registrant's telephone number, including area code)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbols	Name of each exchange on which registered
Common Shares of Beneficial Interest, $0.01 par value per share	NSA	New York Stock Exchange
Series A Cumulative Redeemable Preferred Shares of Beneficial Interest, par value $0.01 per share	NSA Pr A	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 5.07 Submission of Matters to a Vote of Security Holders.

(a) The 2020 annual meeting of shareholders (the “Annual Meeting”) of National Storage Affiliates Trust (the “Company”) was held on May 19, 2020, at which 60,310,530 of the Company's 68,027,212 common shares of beneficial interest, par value $0.01 per share (the "Shares"), issued and outstanding as of the record date, March 31, 2020, were represented in person via the live webcast or by proxy representing approximately 88.66% of the issued and outstanding Shares of the Company entitled to vote.

(b) At the Annual Meeting, the Company’s shareholders (1) elected the ten trustees below to serve on the Company’s board of trustees until the Company’s 2021 annual meeting of shareholders and until their respective successors are duly elected and qualify, (2) ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020 and (3) approved, on an advisory basis, the compensation of the Company's named executive officers. The proposals are described in detail in the Company’s 2020 Proxy Statement. The final results for the votes regarding each proposal are set forth below.

(i) The voting results with respect to the election of each trustee were as follows:

Name	Votes For	Votes Against	Abstain	Broker Non-Votes
Arlen D. Nordhagen	55,993,105	649,013	12,821	3,655,591
George L. Chapman	54,165,460	2,464,912	24,567	3,655,591
Tamara D. Fischer	56,317,428	322,825	14,686	3,655,591
Paul W. Hylbert, Jr.	54,631,733	1,997,935	25,271	3,655,591
Chad L. Meisinger	54,636,329	1,994,212	24,398	3,655,591
Steven G. Osgood	56,415,549	215,606	23,784	3,655,591
Dominic M. Palazzo	56,414,336	214,581	26,022	3,655,591
Rebecca L. Steinfort	55,957,290	343,766	353,883	3,655,591
Mark Van Mourick	53,430,003	3,204,339	20,597	3,655,591
J. Timothy Warren	51,858,443	4,782,348	14,148	3,655,591

(ii) The voting results with respect to the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020 were as follows:

Votes For	Votes Against	Abstain
60,213,852	90,491	6,187

(iii) The voting results with respect to a non-binding advisory vote on executive compensation of the Company's named executive officers were as follows:

Votes For	Votes Against	Abstain	Broker Non-Votes
55,872,714	699,043	83,182	3,655,591

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

NATIONAL STORAGE AFFILIATES TRUST
By:	/s/ TAMARA D. FISCHER
	Tamara D. Fischer
	President and Chief Executive Officer

Date: May 26, 2020

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XML

Document and Entity Information Document	May 19, 2020
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	May 19, 2020
Entity Registrant Name	National Storage Affiliates Trust
Entity Central Index Key	0001618563
Amendment Flag	false
Entity Incorporation, State or Country Code	MD
Entity File Number	001-37351
Entity Tax Identification Number	46-5053858
Entity Address, Address Line One	8400 East Prentice Avenue, 9th Floor
Entity Address, City or Town	Greenwood Village
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80111
City Area Code	720
Local Phone Number	630-2600
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Shares of Beneficial Interest, $0.01 par value per share [Member]
Entity Information [Line Items]
Security Exchange Name	NYSE
New York Stock Exchange [Member] | Common Shares of Beneficial Interest, $0.01 par value per share [Member]
Entity Information [Line Items]
Title of 12(b) Security	Common Shares of Beneficial Interest, $0.01 par value per share
Trading Symbol	NSA
New York Stock Exchange [Member] | Series A Cumulative Redeemable Preferred Shares of Beneficial Interest, par value $0.01 per share [Member]
Entity Information [Line Items]
Title of 12(b) Security	Series A Cumulative Redeemable Preferred Shares of Beneficial Interest, par value $0.01 per share
Trading Symbol	NSA Pr A