8-K

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)

(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:

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

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. ☐

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.

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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.

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