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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 30, 2024

 

 

Public Storage

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Maryland   001-33519   93-2834996
(State or Other Jurisdiction
of Incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

 

701 Western Avenue, Glendale, California   91201-2349
(Address of Principal Executive Offices)   (Zip Code)

(818) 244-8080

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

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 Class

 

Trading
Symbol

 

Name of Exchange
on Which Registered

Common Shares, $0.10 par value   PSA   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 5.150% Cum Pref Share, Series F, $0.01 par value   PSAPrF   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 5.050% Cum Pref Share, Series G, $0.01 par value   PSAPrG   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 5.600% Cum Pref Share, Series H, $0.01 par value   PSAPrH   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 4.875% Cum Pref Share, Series I, $0.01 par value   PSAPrI   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 4.700% Cum Pref Share, Series J, $0.01 par value   PSAPrJ   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 4.750% Cum Pref Share, Series K, $0.01 par value   PSAPrK   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 4.625% Cum Pref Share, Series L, $0.01 par value   PSAPrL   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 4.125% Cum Pref Share, Series M, $0.01 par value   PSAPrM   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 3.875% Cum Pref Share, Series N, $0.01 par value   PSAPrN   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 3.900% Cum Pref Share, Series O, $0.01 par value   PSAPrO   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 4.000% Cum Pref Share, Series P, $0.01 par value   PSAPrP   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 3.950% Cum Pref Share, Series Q, $0.01 par value   PSAPrQ   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 4.000% Cum Pref Share, Series R, $0.01 par value   PSAPrR   New York Stock Exchange
Depositary Shares, Each Representing 1/1,000 of a 4.100% Cum Pref Share, Series S, $0.01 par value   PSAPrS   New York Stock Exchange
Guarantee of 0.875% Senior Notes due 2032 issued by Public Storage Operating Company   PSA/32   New York Stock Exchange
Guarantee of 0.500% Senior Notes due 2030 issued by Public Storage Operating Company   PSA/30   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. ☐

 

 

 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 30, 2024, the Board of Trustees of Public Storage appointed Christopher Sambar, the Company’s Chief Operating Officer, as an executive officer of the Company to serve as its principal operating officer, effective immediately. Mr. Sambar, age 51, joined the Company on October 14, 2024.

Prior to joining Public Storage, Mr. Sambar held various roles of increasing responsibility at AT&T Communications since 2002, most recently as President, AT&T Network, where he led approximately 27,000 employees across network operations. Mr. Sambar has extensive operations, business development, financial planning and analysis, and corporate strategy experience. He has served as a director of AST SpaceMobile, Inc. (NASDAQ: ASTS) since June 2024.

Mr. Sambar will participate in the Company’s executive compensation program, as described in the Company’s proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on March 25, 2024. He will receive an initial annual base salary of $800,000, and beginning in 2025, he will be eligible to receive an annual cash incentive award and annual equity awards as established by the Compensation and Human Capital Committee. Additionally, Mr. Sambar received a make-whole new hire cash bonus of $1,000,000, and he will be granted make-whole new hire equity awards consisting of a number of fully vested Company common shares equal to $2,500,000 and a number of time vesting LTIP Units in the Company’s operating partnership equal to $5,000,000. The LTIP Unit award will vest in three equal annual installments following the grant date.

In connection with his appointment, the Company will enter into an indemnification agreement with Mr. Sambar similar to the indemnification agreement entered into with all other executive officers of the Company, the form of which is filed as an exhibit to the Company’s Form 10-K for the year ended December 31, 2023.

There are no family relationships between Mr. Sambar and any trustee or executive officer, and there have been no transactions between Mr. Sambar or any of his immediate family members and the Company or any of its subsidiaries that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Exchange Act at this time.

* * * * *

 

1


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.

 

    PUBLIC STORAGE
    By:  

/s/ Nathaniel A. Vitan

Date: October 31, 2024       Nathaniel A. Vitan
      Senior Vice President, Chief Legal
Officer and Corporate Secretary

 

2