0001561894-20-000069.txt : 20200403 0001561894-20-000069.hdr.sgml : 20200403 20200403174052 ACCESSION NUMBER: 0001561894-20-000069 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200401 FILED AS OF DATE: 20200403 DATE AS OF CHANGE: 20200403 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: 20775003 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_158595003538743.xml FORM 4 X0306 4 2020-04-01 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 2020-04-01 5 J 0 E 212744 0 D 191633 D Common stock, par value $0.01 per share 2020-04-01 5 J 0 E 212744 0 A 865394 I By Jeffrey W. Eckel Revocable Trust Common stock, par value $0.01 per share 107661 I By Chesapeake Power LLC Common stock, par value $0.01 per share 42000 I By spouse Common stock, par value $0.01 per share 15000 I By Chesapeake Power Foundation Common stock, par value $0.01 per share 2536 I By grandson LTIP Units 2020-04-01 4 A 0 144750 0 A Common stock, par value $0.01 per share 144750.0 372750 I By HASI Management HoldCo LLC 212,744 were transferred into the Jeffrey W. Eckel Revocable Trust on April 1, 2020. 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 reporting person's spouse. The reporting person disclaims ownership other than to the extent of his pecuniary interest. These shares are held by the Chesapeake Power Foundation, the activities of which Jeffrey W. Eckel has the sole ability to direct. 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. 228,000 units of limited partner interest ("OP Units") in Hannon Armstrong Sustainable Infrastructure, LP (the "Partnership") are issuable upon the vesting and conversion of 228,000 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. Of the 144,750 LTIP Units reported herein, 48,250 are scheduled to vest in equal annual installments of one-third of the full amount on May 15, 2021, March 5, 2022, and March 5, 2023, subject to continued employment by the Reporting Person, and 96,500 represent the maximum amount of LTIP Units that can vest on March 5, 2023 contingent upon the achievement of certain performance criteria ("Vested LTIP Units"). 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 2020-04-01