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): September 4, 2025

Strategic Storage Trust VI, Inc.

(Exact name of registrant as specified in its charter)

Maryland	000-56545	85-3494431
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10 Terrace Road, Ladera Ranch, California 92694

(Address of principal executive offices, including zip code)

(877) 327-3485

(Registrant’s telephone number, including area code)

Not Applicable

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

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:

☐ 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 Symbol(s)	Name of Each Exchange on Which Registered
None	None	None

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 1.01. Entry into a Material Definitive Agreement.

Series D Cumulative Redeemable Preferred Unit Purchase Agreement

On September 4, 2025, SSSR Preferred Investor, LLC (the “Series D Preferred Investor”), an affiliate of SmartStop Self Storage REIT, Inc. (NYSE: SMA), which is the ultimate parent company of the Company’s sponsor, agreed to purchase up to 1,400,000 Series D Cumulative Redeemable Preferred Units (the “Series D Preferred Units”) of limited partnership interest in Strategic Storage Operating Partnership VI, L.P. (the “Operating Partnership”), the operating partnership of Strategic Storage Trust VI, Inc. (the “Company”), in consideration for up to $35 million pursuant to a Series D Cumulative Redeemable Preferred Unit Purchase Agreement (the “Series D Preferred Unit Purchase Agreement”) dated September 4, 2025 by and among the Company, the Operating Partnership, and the Series D Preferred Investor.

The Series D Preferred Unit Purchase Agreement provides that the purchase price for the Series D Preferred Units shall be equal to $25 per share (the “Purchase Price”). The Series D Preferred Units require an investment fee equal to 1.0% of the amount invested at any closing. The terms of the Series D Preferred Units includes certain rights, preferences, powers, privileges and restrictions, qualifications and limitations as are set forth in Amendment No. 5 to the Second Amended and Restated Limited Partnership Agreement of the Operating Partnership (the “OP Agreement Amendment”), which amended the Second Amended and Restated Limited Partnership Agreement of the Operating Partnership, as amended (the “Operating Partnership Agreement”), which are described in more detail below under the heading “Terms of the Series D Cumulative Redeemable Preferred Units.”

The Company intends to use the net proceeds from the issuance of the shares to pay down indebtedness (including amounts owed to the Company’s sponsor), to fund development and improvement pipelines, for working capital or for other general corporate purposes.

On September 4, 2025, the Operating Partnership issued 200,000 Series D Preferred Units in exchange for the initial $5 million investment by the Series D Preferred Investor pursuant to the Series D Preferred Unit Purchase Agreement.

The foregoing summary of the material terms of the Series D Preferred Unit Purchase Agreement is qualified in its entirety by references to the Series D Preferred Unit Purchase Agreement, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Amendment No. 5 to the Second Amended and Restated Limited Partnership Agreement of Strategic Storage Operating Partnership VI, L.P.

Concurrent with its entry into the Series D Preferred Unit Purchase Agreement, the Company and the Operating Partnership entered into the OP Agreement Amendment. The foregoing summary of the OP Agreement Amendment is qualified in its entirety by reference to the OP Agreement Amendment, which is attached hereto as Exhibit 10.2 and is incorporated herein by reference.

Terms of the Series D Cumulative Redeemable Preferred Units

As set forth in the OP Agreement Amendment, the Series D Preferred Units have the following characteristics:

Ranking: The Series D Preferred Units, with respect to distribution rights and rights upon liquidation, dissolution, or winding up of the operating partnership, rank: (a) senior to all common units, and to all equity securities issued by the Operating Partnership the terms of which provide that such equity securities shall rank junior to such Series D Preferred Units; (b) on a parity with all equity securities issued by the operating partnership other than those referred to in clauses (a) and (c); and (c) junior to all equity securities issued by the Operating Partnership the terms of which provide that such equity securities shall rank senior to the Series D Preferred Units, including the Series B Preferred Units issued by the Operating Partnership. The term “equity securities” shall not include convertible debt securities.

Distribution Rate: Outstanding Series D Preferred Units receive current distributions at a rate of 6.0% per annum on the liquidation amount until the second anniversary of the date of issuance, 7% per annum commencing thereafter until the third anniversary of the date of issuance, 8.0% per annum commencing thereafter until the fourth

anniversary of the date of issuance, and 9% per annum thereafter, payable monthly and calculated on an actual/360 basis.

Liquidation Rights: Upon any voluntary or involuntary liquidation, dissolution or winding up of the Operating Partnership, before any distribution or payment to holders of common units or any Junior Units and after any distribution to Senior Units, the holders of Series D Preferred Units are entitled to receive a payment equal to $25.00, plus an amount equal to any accrued and unpaid distributions (whether or not accumulated or authorized and declared) to the date of payment, subject to appropriate adjustment in relation to any recapitalizations, unit distribution, unit splits, unit combinations, reclassifications or other similar events which affect the Series D Preferred Units, plus an amount equal to accrued but unpaid cash distributions thereon, if any, to but not including the date of payment.

Redemptions; Repurchases: The Operating Partnership may redeem the Series D Preferred Units in whole or in part at the option of the Operating Partnership at any time or from time to time following the second anniversary of the initial issuance of the Series D Preferred Units at a redemption price equal to 100% of the Liquidation Preference, plus an amount equal to accrued but unpaid cash distributions thereon to the date of redemption. In addition, following an Optional Repurchase Event (as defined in the OP Agreement Amendment) and for a period of 90 days thereafter, holders of Series D Preferred Units may request a repurchase of Series D Preferred Units at a repurchase price equal to 100% of the Liquidation Preference, plus an amount equal to accrued but unpaid cash distributions thereon, to the date of repurchase.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

10.1 Series D Cumulative Redeemable Preferred Unit Purchase Agreement, dated as of September 4, 2025, by and among Strategic Storage Trust VI, Inc., Strategic Storage Operating Partnership VI, L.P. and SSSR Preferred Investor, LLC

10.2 Amendment No. 5 to Second Amended and Restated Limited Partnership Agreement of Strategic Storage Operating Partnership VI, L.P.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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

	STRATEGIC STORAGE TRUST VI, INC.
Date: September 5, 2025	By: /s/ Matt F. Lopez
	Matt F. Lopez
	Chief Financial Officer and Treasurer

EX-10.1

Exhibit 10.1

STRATEGIC STORAGE OPERATING PARTNERSHIP VI, L.P.

Series D Cumulative Redeemable Preferred Unit PURCHASE AGREEMENT

THIS Series D Cumulative Redeemable Preferred Unit PURCHASE AGREEMENT (this “Agreement”) is made and entered into this 4th day of September, 2025, by and among Strategic Storage Operating Partnership VI, L.P., a Delaware limited partnership (the “Operating Partnership”), Strategic Storage Trust VI, Inc., a Maryland corporation and the sole general partner of the Operating Partnership (the “Company”), and SSSR Preferred Investor, LLC, a Delaware limited liability company (the “Purchaser”).

WHEREAS, the Operating Partnership proposes to issue and sell to the Purchaser up to an aggregate of 1,400,000 Series D Cumulative Redeemable Preferred Units of Limited Partnership Interest at a liquidation preference of $25.00 per unit (the “Series D Preferred Units”) in consideration for the Purchaser making a capital contribution to the Operating Partnership in an amount up to an aggregate of $35,000,000 (the “Total Investment”), which Total Investment may be made in one or more tranches (each an “Investment,” and collectively, the “Investments”);

WHEREAS, subject to the terms and conditions and representations and warranties set forth in this Agreement, the Purchaser hereby agrees to purchase up to an aggregate of 1,400,000 Series D Preferred Units in one or more Closings (as defined below);

WHEREAS, the terms and provisions of the Series D Preferred Units shall be set forth and established in Amendment No. 5 (the “Amendment No. 5”), dated as of the date hereof, to the Second Amended and Restated Limited Partnership Agreement of the Operating Partnership, effective as of March 17, 2022, as amended by (i) Amendment No. 1 dated January 30, 2023, (ii) Amendment No. 2 dated May 1, 2023, (iii) Amendment No. 3 dated November 1, 2023, and (iv) Amendment No. 4 dated September 19, 2024 (the “Partnership Agreement”), which Amendment No. 5 shall be substantially in the form attached hereto as Exhibit A-1 and which Partnership Agreement is attached hereto as Exhibit A-2;

WHEREAS, the Series D Preferred Units are being offered and sold by the Operating Partnership to the Purchaser without being registered with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “1933 Act”), in reliance upon the Section 4(a)(2) private placement exemption therefrom;

WHEREAS, SmartStop Self Storage REIT, Inc. (“SmartStop”), the ultimate parent company of the Purchaser, and the Company each qualify as a real estate investment trust (a “REIT”) under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”); and

WHEREAS, certain terms used in this Agreement are defined in Section 14 hereof.

NOW, THEREFORE, in consideration of the promises and the mutual covenants contained herein, the parties hereby agree as follows:

• Representations and Warranties of the Operating Partnership and the Company. Except as set forth in the disclosure schedules hereto, the Operating Partnership and the

Exhibit 10.1

• Company, jointly and severally, represent and warrant to the Purchaser, as of the date hereof and as of each Closing Date (as defined below) and agree with the Purchaser, as follows:
• As of August 6, 2025, the only subsidiaries of the Operating Partnership and the Company are the subsidiaries listed on Schedule I hereto (the “Subsidiaries”).
• Each of the Operating Partnership and the Company has been duly organized and is validly existing as a limited partnership or corporation, as the case may be, in good standing under the laws of the jurisdiction of its organization. Each Subsidiary has been duly organized and is validly existing as a corporation, general or limited partnership, or limited liability company, as the case may be, in good standing under the laws of the jurisdiction of its organization, except where the failure to be in good standing would not, individually or in the aggregate, result in a Material Adverse Effect. Each of the Operating Partnership, the Company and the Subsidiaries has full power and authority (limited partnership, corporate and other) to own or lease, as the case may be, and operate its properties and to conduct its business, and in the case of each of the Operating Partnership and the Company, to enter into and perform its obligations under this Agreement and to consummate the transactions contemplated hereby. Each of the Operating Partnership, the Company and the Subsidiaries is duly qualified or registered to do business in each jurisdiction in which it owns or leases real property or in which the conduct of its business requires such qualification or registration, except where the failure to be so qualified or registered would not, individually or in the aggregate, result in a Material Adverse Effect; and, as of the date hereof and as of each Closing, neither the Operating Partnership nor the Company owns or will own any stock or other beneficial interest in any corporation, partnership, joint venture or other business entity, other than the interests held in the Subsidiaries.
• The Company is the sole general partner of the Operating Partnership and, as of the date hereof, holds all of the general partnership interest of the Operating Partnership. As of September 4, 2025: there were a total of approximately 27.3 million common limited partnership units of the Operating Partnership outstanding, consisting of approximately 12.0 million outstanding Class P units, approximately 3.2 million outstanding Class A units, approximately 5.4 million outstanding Class T units, approximately 0.7 million outstanding Class W units, approximately 5.4 million outstanding Class Y units and approximately 0.6 million outstanding Class Z units, approximately 26.7 million of which Class A, Class P, Class T, Class W units, Class Y units and Class Z units are owned by the Company, approximately 220 of which Class P units are owned by SmartStop Storage Advisors, LLC, approximately 549,451 of which Class P units are owned by SmartStop OP, L.P., and approximately 549 of which Class P units are owned by H. Michael Schwartz, Chief Executive Officer of the Company; there were approximately 1.1 million Series C Subordinated Convertible Units of the Operating Partnership issued and outstanding; and there were approximately 150,000 Series B Convertible Preferred Units of the Operating Partnership issued and outstanding. All of the issued and outstanding general partnership interests in the Operating Partnership and all of the issued and outstanding capital stock or ownership interests of each Subsidiary have been duly authorized and are validly issued, fully paid and non-assessable and, except as set forth on Schedule I hereto, are wholly-owned by the Company, directly or indirectly through Subsidiaries, free and clear of any Lien. All of the issued and outstanding Partnership Units have been duly authorized and are validly issued, and holders of Partnership Units do not have any obligation to make payments to the Operating Partnership or its creditors (other than the purchase price for the Partnership Units) or contributions to the Operating Partnership or its creditors solely by reason of such holders’ ownership of Partnership Units. All

Exhibit 10.1

• issued and outstanding Partnership Units held by the Company are wholly-owned free and clear of any Lien. None of the outstanding Partnership Units was issued in violation of preemptive or other similar rights of any security holder or partner of the Operating Partnership arising by operation of law, under the Partnership Agreement, or any agreement to which the Operating Partnership is a party. All of the issued and outstanding Partnership Units have been offered, sold and issued in compliance with all applicable laws, including without limitation, federal and state securities laws.
• As of September 4, 2025, the authorized capital stock of the Company consists solely of 700,000,000 shares of common stock (the “Common Stock”), and 200,000,000 shares of preferred stock (“Preferred Stock”). The aggregate par value of all authorized shares of Common Stock and Preferred Stock is $900,000. As of September 4, 2025, there were approximately 11.4 million outstanding shares of Class P Common Stock, approximately 3.2 million outstanding shares of Class A Common Stock, approximately 5.4 million outstanding shares of Class T Common Stock, approximately 0.7 million outstanding shares of Class W Common Stock, approximately 5.4 million outstanding shares of Class Y Common Stock, approximately 0.6 million outstanding shares of Class Z Common Stock, and 150,000 outstanding shares of Series B Convertible Preferred Stock. All of the issued and outstanding shares of capital stock of the Company have been duly authorized and are validly issued, fully paid and non-assessable. None of the outstanding shares of capital stock of the Company was issued in violation of preemptive or other similar rights of any security holder of the Company arising by operation of law, under the First Articles of Amendment and Restatement of the Company, as amended and supplemented (the “Charter”), the bylaws of the Company, or any agreement to which the Company is a party. All of the issued and outstanding shares of capital stock of the Company have been offered, sold, and issued in compliance with all applicable laws, including without limitation, federal and state securities laws, except as would not have a Material Adverse Effect.
• Other than the Series C Subordinated Convertible Units of the Operating Partnership and the Series B Convertible Preferred Stock of the Company, there is no outstanding option, warrant, or other right requiring the issuance of, and no commitment, plan, or arrangement to issue, any equity interests in the Operating Partnership or any shares of capital stock of the Company or any equity interests in any Subsidiary or any security convertible into or exchangeable for such interests or shares.
• This Agreement has been duly authorized, executed, and delivered by each of the Operating Partnership and the Company and constitutes the legal, valid, and binding obligation of each of the Operating Partnership and the Company, enforceable against each of the Operating Partnership and the Company in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting creditors’ rights generally or by general principles of equity.
• The Partnership Agreement has been duly authorized and executed by the Company, in its capacity as general partner of the Operating Partnership, and constitutes a legal, valid, and binding obligation, enforceable in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting creditors’ rights generally or by general principles of equity. The Partnership Agreement is in full force and effect as of the date hereof and the Partnership Agreement shall be in full force and effect as of each Closing Date.

Exhibit 10.1

• The Amendment No. 5 has been duly authorized by the Company, in its capacity as general partner of the Operating Partnership, and, when executed and delivered by the Company, in its capacity as general partner of the Operating Partnership, will constitute a legal, valid, and binding obligation, enforceable in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting creditors’ rights generally or by general principles of equity.
• The Series D Preferred Units have been duly and validly authorized by the Operating Partnership for issuance and sale pursuant to this Agreement and, when issued and delivered by the Operating Partnership pursuant to the terms of this Agreement against payment of the consideration therefor specified herein, will be validly issued, and the Purchaser will not have any obligation to make payments to the Operating Partnership or its creditors (other than the purchase price for the Series D Preferred Units) or contributions to the Operating Partnership or its creditors solely by reason of the Purchaser’s ownership of Series D Preferred Units. The issuance of the Series D Preferred Units will not be subject to the preemptive or other similar rights of any security holder or partner of the Operating Partnership arising by operation of law, under the Partnership Agreement or any agreement to which the Operating Partnership is a party.
• There are no transfer taxes or other similar fees or charges under federal law or the laws of any state, or any political subdivision thereof, or any other Governmental Authority required to be paid in connection with the execution and delivery of this Agreement or the issuance and sale by the Operating Partnership of the Series D Preferred Units.
• The execution, delivery, and performance by each of the Operating Partnership and the Company of this Agreement and consummation of the transactions contemplated hereby: (i) have been duly authorized by all necessary limited partnership or corporate action, as applicable, and will not result in any Default (as defined below) under the certificate of limited partnership of the Operating Partnership or the Partnership Agreement, the Charter or bylaws of the Company or any organizational document of any Subsidiary; (ii) will not conflict with or constitute a breach of, or default (or, with the giving of notice or lapse of time, would be in default) (“Default”) or a Debt Repayment Triggering Event (as defined below) under, or result in the creation or imposition of any Lien upon any property or assets of the Operating Partnership, the Company, or the Subsidiaries pursuant to, or require the consent of any other party to, any indenture, mortgage, loan, or credit agreement, deed of trust, note, contract, franchise, lease, or other agreement, obligation, condition, covenant, or instrument to which the Operating Partnership, the Company or any Subsidiary is a party or by which it or any of its respective properties or assets may be bound (collectively, “Agreements or Instruments”), and provided, that none of the Operating Partnership, the Company, or any Subsidiary shall enter into any Agreement or Instrument that would restrict or limit in any respect the rights of the Purchaser as set forth in this Agreement; and (iii) will not result in any violation of any statute, law, rule, regulation, judgment, order, or decree applicable to the Operating Partnership, the Company, or the Subsidiaries of any court, regulatory body, administrative agency, governmental body, arbitrator, or other authority having jurisdiction over the Operating Partnership, the Company, or the Subsidiaries or any of their respective properties or assets. No consent, approval, authorization, or other order of, or registration or filing with, any Governmental Authority is required for the execution, delivery, and performance by each of the Operating Partnership and the Company of this Agreement or the transactions contemplated hereby, except such as have been obtained or made by the Operating Partnership or the Company and are in full force and effect or as may be required under the 1933 Act, the 1934 Act or applicable

Exhibit 10.1

• state securities or blue sky laws. As used herein, a “Debt Repayment Triggering Event” means any event or condition which gives, or with the giving of notice or lapse of time would give, the holder of any note, debenture, or other evidence of indebtedness (or any person acting on such holder’s behalf) the right to require the repurchase, redemption, or repayment of all or a portion of such indebtedness.
• The Operating Partnership, the Company, and the Subsidiaries have complied in all respects with all laws, regulations, and orders applicable to them or their respective businesses, except as would not have a Material Adverse Effect; none of the Operating Partnership, the Company, or the Subsidiaries is in default under any indenture, mortgage, deed of trust, voting trust agreement, loan agreement, bond, debenture, note agreement, or evidence of indebtedness, lease, contract, or other agreement or instrument to which it is a party or by which it or any of its respective properties or assets are bound, violation of which would individually or in the aggregate have a Material Adverse Effect, and no other party under any such agreement or instrument to which the Operating Partnership, the Company, or the Subsidiaries are a party is, to the knowledge of the Operating Partnership or the Company, in default in any material respect thereunder; and the Operating Partnership, the Company, and the Subsidiaries are not in violation of their respective certificate of limited partnership, Partnership Agreement, Charter, bylaws, or other organizational documents, as the case may be.
• There is not pending or, to the knowledge of the Operating Partnership or the Company, threatened any action, suit, or proceeding to which the Operating Partnership, the Company, and the Subsidiaries or any of their respective officers, directors, partners, members, or managers is a party, or of which any of their properties or other assets is the subject, before or by any Governmental Authority, that is reasonably likely, individually or in the aggregate, to result in any Material Adverse Effect or to have a material adverse effect on the ability of the Operating Partnership or the Company to perform its obligations under this Agreement or to consummate the transactions contemplated hereby.
• Each of the Operating Partnership, the Company, and the Subsidiaries holds all material licenses, certificates, and permits from Governmental Authorities that are necessary to the conduct of its business and is in compliance with the terms and conditions of such licenses, certificates and permits; and none of the Operating Partnership, the Company or the Subsidiaries has received any notice of proceedings relating to the revocation or modification of any such permits, licenses or certificates that, if determined adversely to the Operating Partnership, the Company, or any Subsidiary, would, individually or in the aggregate, have a Material Adverse Effect.
• There is no claim by any of the Operating Partnership, the Company, or the Subsidiaries pending under any insurance policies which (a) has been denied or disputed by the insurer other than denials and disputes in the ordinary course of business consistent with past practice or (b) if not paid, would have a Material Adverse Effect. With respect to each such insurance policy, except as would not, individually or in the aggregate, have a Material Adverse Effect, (a) the Operating Partnership, the Company, and the Subsidiaries have paid, or caused to be paid, all premiums due under the policy and have not received written notice that they are in default with respect to any obligations under the policy, and (b) to the knowledge of the Operating Partnership and the Company, as of the date hereof no insurer on the policy has been declared insolvent or placed in receivership, conservatorship or liquidation. None of the Operating

Exhibit 10.1

• Partnership, the Company, or the Subsidiaries have received any written notice of cancellation or termination with respect to any existing insurance policy that is held by, or for the benefit of, any of the Operating Partnership, the Company, or the Subsidiaries, other than as would not have, individually or in the aggregate, a Material Adverse Effect.
• There are no contracts, agreements or understandings between or among the Operating Partnership, the Company, or the Subsidiaries and any person that would give rise to a valid claim against the Operating Partnership, the Company, or the Subsidiaries, or the Purchaser for a brokerage commission, finder’s fee, or other like payment in connection with the offering, issuance and sale of the Series D Preferred Units or as a result of any transactions contemplated by this Agreement.
• Each of the Operating Partnership, the Company, and the Subsidiaries has filed all federal, state, local, and foreign income tax returns which have been required to be filed by it, except in any case in which the failure so to file would not have a Material Adverse Effect, and has paid all taxes indicated by said returns and all assessments received by it to the extent that such taxes have become due, except for any such assessment that is currently being contested in good faith or as would not have a Material Adverse Effect. No tax deficiency has been asserted against the Operating Partnership, the Company, or any Subsidiary, nor does the Operating Partnership or the Company know of any tax deficiency which is likely to be asserted against the Operating Partnership, the Company, or any Subsidiary, except for any such deficiency that would not have a Material Adverse Effect; all tax liabilities, if any, are adequately provided for on the respective books of the entities in all material respects.
• The Operating Partnership has been properly classified as a partnership for federal tax purposes throughout the period from its formation through the date hereof.
• The Company (i) for all taxable years commencing with the Company’s year ended December 31, 2021 has been subject to taxation as a REIT under Sections 856 through 860 of the Code and has satisfied all requirements to qualify as a REIT for such years; (ii) has operated since January 1, 2021 to the date hereof, in a manner consistent with the requirements for qualification and taxation as a REIT; (iii) intends to continue to operate in such a manner as to qualify as a REIT for its taxable year that will include the date of the initial Investment; and (iv) has not taken or omitted to take any action that could reasonably be expected to result in a challenge by the IRS or any other Governmental Authority to its status as a REIT, and no such challenge is pending or, to the knowledge of the Company, threatened. No Subsidiary is a corporation for United States federal income tax purposes, other than a corporation that qualifies as a “Qualified REIT Subsidiary” or as a “Taxable REIT Subsidiary” under the Code.
• None of the Operating Partnership, the Company or, any Subsidiary is and, after giving effect to the issuance of the Series D Preferred Units and the application of the proceeds therefrom and the other transactions contemplated by this Agreement, none of the Operating Partnership, the Company, or any Subsidiary will be, regulated as an “investment company” or a company “controlled” by an “investment company” within the meaning of the Investment Company Act of 1940, as amended (the “1940 Act”).
• Other than the Partnership Agreement and the Charter, there are no existing agreements among the Operating Partnership, the Company and any of their respective security

Exhibit 10.1

• holders that prohibit the sale, transfer, assignment, pledge, or hypothecation of any of the Operating Partnership’s or the Company’s securities.
• Representations and Warranties of the Purchaser. The Purchaser represents and warrants to and agrees with the Operating Partnership and the Company as of the date hereof and as of each Closing Date as follows:
• The Purchaser has been duly organized and is validly existing as a limited liability company in good standing under the laws of the State of Delaware. The Purchaser has full limited liability company power to execute and deliver this Agreement and to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby.
• This Agreement has been duly authorized, executed, and delivered by the Purchaser, and constitutes the legal, valid, and binding obligation of the Purchaser, enforceable in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting creditors’ rights generally or by general principles of equity.
• The Amendment No. 5 has been duly authorized by the Purchaser and, when executed and delivered by the Purchaser, will constitute the legal, valid, and binding obligation of the Purchaser, enforceable in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting creditors’ rights generally or by general principles of equity.
• The Purchaser need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any Governmental Authority in order to consummate the transactions contemplated by this Agreement, except for such as have been obtained and except for such as would not materially impede the transactions contemplated by this Agreement.
• Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, will violate any constitution, statute, regulation, rule, injunction, judgment, order, decree, ruling, charge or other restriction of any Governmental Authority to which the Purchaser is subject or any provision of its organizational documents, except for such violations as would not materially impede the transactions contemplated by this Agreement.
• The Purchaser and its representatives have had an opportunity to ask questions and receive answers from the Operating Partnership and the Company regarding the terms and conditions of the sale of the Series D Preferred Units to the Purchaser and the business, properties, prospects and financial condition of the Operating Partnership and the Company.
• The Purchaser is acquiring the Series D Preferred Units for its own account for investment purposes and not with a view to the distribution thereof.
• The Purchaser acknowledges that it is able to fend for itself, can bear the economic risk of its investment and could afford a complete loss of such investment, and has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of an investment in the Series D Preferred Units. The Purchaser acknowledges that in purchasing the Series D Preferred Units it must be prepared to continue to bear the economic risk of such investment for an indefinite period of time because the Series D Preferred Units have not been registered under the 1933 Act and cannot be sold unless they are subsequently registered under the 1933 Act and applicable state securities laws, or unless exemptions from such registration

Exhibit 10.1

• requirements are available, and then will be only transferable in accordance with the terms of the Partnership Agreement, as modified by the Amendment No. 5.
• The Purchaser is an “accredited investor” within the meaning of Rule 501(a) under the 1933 Act.
• There are no contracts, agreements, or understandings between the Purchaser and any person that would give rise to a valid claim against the Operating Partnership or the Company for a brokerage commission, finder’s fee, or other like payment in connection with the offering, issuance and sale of the Series D Preferred Units to the Purchaser.
• It is understood that any certificate(s) evidencing the Series D Preferred Units shall initially bear substantially the following legend (in addition to any legend otherwise required under applicable federal or state securities laws or by the Partnership Agreement):

“THE SECURITIES EVIDENCED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM OR NOT SUBJECT TO SUCH REGISTRATION REQUIREMENTS.”

• Sale and Delivery to the Purchaser.
• On the basis of the representations and warranties contained herein and subject to the terms and conditions herein set forth, the Operating Partnership agrees to sell to the Purchaser, and the Purchaser agrees to purchase from the Operating Partnership, up to an aggregate of 1,400,000 Series D Preferred Units at one or more Closings, for the consideration specified in Section 3(b) below.
• At the closing of each Investment (a “Closing”), the Operating Partnership will deliver to the Purchaser a certificate or an entry on its books and records representing the number of Series D Preferred Units equal to (i) the amount of the Investment being made at such Closing divided by (ii) $25.00, against payment of an amount equal to the Investment, in Federal (same day) funds by wire transfer to the account of the Operating Partnership, on such business day as the Operating Partnership and the Purchaser shall agree (each such date of such payment being herein referred to as a “Closing Date”). In the sole discretion of the Purchaser, the Purchaser may elect to receive the payment of the Expenses (defined in Section 5 below) incurred by Purchaser attributable to such Investment and the payment of the Investment Fee (defined in Section 5 below) attributable to such Investment in either cash or Series D Preferred Units. In the event the Purchaser elects to receive such payments in Series D Preferred Units, the Operating Partnership will deliver to the Purchaser a certificate or an entry on its books and records representing the number of Series D Preferred Units equal to (i) (A) the amount of all Expenses (defined in Section 5 below) incurred by the Purchaser1 attributable to such Investment plus (B) the amount of the Investment Fee (defined in Section 5 below) attributable to such Investment divided by (ii) $25.00.

1 Note that we have opened a new matter under SST VI for this Preferred Unit Investment. So, our legal costs will be billed and paid directly by SST VI and shouldn’t result in SmartStop getting additional Series D Preferred Units.

Exhibit 10.1

• The certificate or book entry for the Series D Preferred Units to be issued to the Purchaser shall be registered in such name as the Purchaser may request in writing at least one full business day before the applicable Closing Date. If a certificate for the Series D Preferred Units is issued, the certificate will be made available for examination by the Purchaser in Ladera Ranch, California, not later than 8:00 a.m. (Pacific Time) on the business day prior to the applicable Closing Date.
• Covenants of the Operating Partnership and the Company. Each of the Operating Partnership and the Company, jointly and severally, covenants with the Purchaser as follows:
• Each of the Operating Partnership and the Company agrees that the proceeds received by the Operating Partnership from the sale of the Series D Preferred Units shall be used to (i) finance self-storage acquisition, development, and improvement activities, (ii) fund working capital or other general partnership purposes, and (iii) fund the payment of all reasonable out-of-pocket costs, expenses, and fees incurred or to be incurred in connection with its entry into this Agreement, and the transactions contemplated hereby (collectively, the “Approved Uses”).
• From the date of this Agreement until the final Closing Date, except as contemplated by this Agreement, the Operating Partnership and the Company shall, and shall cause each of the Subsidiaries to, (i) conduct its operations only in the ordinary course of business consistent with past practice and (ii) use its reasonable commercial efforts to conduct its operations in compliance with applicable laws and to maintain and preserve intact its business organization, to retain the services of its current officers and key employees, to preserve its assets and properties in good repair and condition, and to preserve the good will of its customers, suppliers and other persons with whom it has business relationships.
• Without limiting the generality of Section 4(b), and except as otherwise contemplated by this Agreement, the Operating Partnership and the Company shall not, and shall not permit any of the Subsidiaries to, take any action that would constitute a breach of any Protective Provision (as such term is defined in the Amendment No. 5) from the date of this Agreement until the final Closing Date, without the prior written consent of the Purchaser, such consent not to be unreasonably withheld or delayed.
• The Operating Partnership and the Company shall do, or cause to be done with respect to themselves and the Subsidiaries, all things necessary to (i) preserve, renew, and keep in full force and effect the rights, licenses, permits and franchises necessary for the conduct of the business of each Property and comply in all respects with all applicable Legal Requirements applicable to each Property and (ii) comply, and cause the Subsidiaries to comply, in all material respects with all of the provisions of all of their respective organizational documents, and the laws of the state in which each such entity was formed. The Operating Partnership and the Company shall at all times, and shall cause the Subsidiaries to, maintain, preserve, and protect all applicable franchises and trade names and preserve all the remainder of their respective property necessary for the continued conduct of their respective businesses, as applicable.
• The Operating Partnership and the Company have taken and shall continue to take all steps and implement all policies which are necessary to ensure that the Operating Partnership, the Company, and the Subsidiaries are in compliance with all material Legal Requirements

Exhibit 10.1

• applicable to each entity’s business, including, without limitation, those Legal Requirements relating to anti-money laundering and anti-terrorism.
• To the extent the Operating Partnership or the Company forms, purchases, or otherwise acquires a subsidiary in the form of a corporation, the Operating Partnership and the Company shall notify the Purchaser of such formation, purchase, or acquisition within five (5) business days of such formation, purchase, or acquisition.
• The Company and Operating Partnership acknowledge that SmartStop, the ultimate parent company of the Purchaser, qualifies as REIT within the meaning of Section 856 of the Code and, as such, SmartStop and the Purchaser intend for any interest or relationship such entity may have in or to the Operating Partnership not to adversely affect SmartStop’s classification as a REIT. Accordingly, for so long as the Purchaser holds Series D Preferred Units, the Operating Partnership shall comply (and the Company shall cause the Operating Partnership to comply) in all respects with all legal and regulatory requirements applicable to REITs as defined in Code Section 856 and not take any action that would result in SmartStop losing its REIT status under Code Section 856 or would cause SmartStop to be subject to any punitive taxation pursuant to Code Section 857(b)(6). During the time the Purchaser holds Series D Preferred Units, the Company, the Operating Partnership and any subsidiary may not engage in any activities or hold any assets that would constitute or result in the occurrence of a REIT Prohibited Transaction as defined herein. Notwithstanding anything to the contrary contained in this Agreement, during the time the Purchaser holds Series D Preferred Units, none of the Company, the Operating Partnership, nor any direct or indirect subsidiary thereof, shall take or refrain from taking any action which, or the effect of which, would constitute or result in the occurrence of a REIT Prohibited Transaction by the Company or any direct or indirect subsidiary thereof, including without limiting the generality of the foregoing, but in amplification thereof:
• Entering into any lease, sublease or assignment of a lease not specifically approved by Purchaser (A) if the prospective tenant, sublessee or assignee is identified to the Company by Purchaser as a related party within the meaning of Section 856(d)(2)(B) of the Code in respect of the Company or SmartStop, or (B) if the lease, sublease or assignment of a lease is reasonably expected to account for ten percent (10%) or more of the gross rent from a Property;
• Selling or disposing of any Property, subsidiary or other asset of the Company prior to (i) the completion of a two (2) year holding period with such period to begin on the date the Company, as applicable, acquires a direct or indirect interest in such Property and begins to hold such Property, subsidiary or asset for the production of rental income, and (ii) the satisfaction of any other requirements under Code Section 857 necessary for the avoidance of a prohibited transaction tax on the REIT; and
• Notwithstanding the foregoing provisions of this Section 4(g), the Company may enter into a REIT Prohibited Transaction if it receives the prior written approval of SmartStop specifically acknowledging that SmartStop is approving a REIT Prohibited Transaction pursuant to this Section 4(g). For purposes of this Section 4(g), “REIT Prohibited Transactions” shall mean any of the actions specifically set forth in this Section 4(g), including Sections 4(g)(i) or (ii), as well as any action of which the Company receives notice from SmartStop that such action would result in SmartStop losing its REIT status under Code Section 856 or would cause SmartStop to be subject to any punitive taxation pursuant to Code Section 857(b)(6).

Exhibit 10.1

• Payment of Expenses. Each of the Operating Partnership and the Company, jointly and severally, agrees to pay all expenses arising in connection with the preparation of this Agreement and in connection with the transactions contemplated hereby, including, without limitation, (i) all expenses incident to the issuance and delivery of the Series D Preferred Units; (ii) all fees and expenses of the Operating Partnership’s and the Company’s counsel and other advisors; (iii) all necessary issue, transfer, and other stamp taxes; and (iv) all reasonable out-of-pocket fees and expenses incurred by the Purchaser, including, without limitation, the fees and expenses of the Purchaser’s outside counsel, title report fees and costs, survey costs, and costs incurred in obtaining and/or reviewing due diligence materials, including, without limitation, appraisals, environmental and engineering reports, and travel costs of the Purchaser’s personnel or representatives (collectively, the “Expenses”). In addition to the payment of the Expenses, each of the Operating Partnership and the Company, jointly and severally, agrees to pay to the Purchaser an amount equal to 1.00% of each Investment (the “Investment Fee”). The payment of any Expenses incurred by the Purchaser and the Investment Fee shall be carried out in the manner set forth in Section 3(b) above.
• Conditions of the Purchaser’s Obligations. The obligations of the Purchaser hereunder are subject to the accuracy of the representations and warranties of the Operating Partnership and the Company herein included, to the performance by the Operating Partnership and the Company of their respective obligations hereunder, and to the following further conditions:
• At each Closing Date, (i) no proceedings shall be pending or, to the knowledge of the Operating Partnership or the Company, threatened against the Operating Partnership, the Company or any Subsidiary before or by any Federal, state, or other commission, board, or administrative agency wherein an unfavorable decision, ruling, or finding would reasonably be expected to result in any Material Adverse Effect, (ii) the representations and warranties set forth in Section 1 hereof shall be accurate as though expressly made at and as of such Closing Date; and (iii) each of the Operating Partnership and the Company has complied in all material respects with all agreements and satisfied all conditions on its part to be performed or satisfied at or prior to such Closing Date.
• At each Closing Date, the Purchaser shall have received a certificate executed by the president or chief executive officer and the chief financial officer of the Company, dated as of such Closing Date, on behalf of the Company and as general partner of the Operating Partnership, certifying that the representations and warranties contained in Section 1 are accurate as if made at the applicable Closing Date and that the conditions precedent set forth in this Section 6 have been satisfied.
• At each Closing Date, the Purchaser shall have received a certificate executed by the secretary of the Company, dated as of the date hereof, on behalf of the Company and as general partner of the Operating Partnership, certifying as to the resolutions of the board of directors of the Company, on behalf of the Company and as general partner of the Operating Partnership, and other limited partnership and corporate proceedings relating to the authorization, execution, and delivery of this Agreement and the consummation of the transactions contemplated hereby.
• (i) At the initial Closing Date, the Purchaser shall have received the Amendment No. 5, substantially in the form attached hereto as Exhibit A-1, duly executed by the Company, on its own behalf and in its capacity as general partner of the Operating Partnership, and the Purchaser; and (ii) at each Closing Date, a certificate or book entry registered in the name of the

Exhibit 10.1

• Purchaser representing the number of Series D Preferred Units to be purchased by the Purchaser pursuant to Section 3 (the “Series D Preferred Units Certificate”), duly executed by the Company, in its capacity as general partner of the Operating Partnership.
• At each Closing Date, counsel for the Purchaser shall have been furnished with such documents as it may reasonably require in order to evidence the accuracy of any of the representations or warranties, or the fulfillment of any of the conditions, herein included; and all proceedings taken by the Operating Partnership or the Company that are necessary in connection with the issuance and sale of the Series D Preferred Units shall be satisfactory in form and substance to the Purchaser and its counsel.

If any condition specified in this Section 6 shall not have been fulfilled when and as required to be fulfilled, this Agreement may be terminated by the Purchaser by notice to the Operating Partnership and the Company at any time at or prior to the final Closing Date, and such termination shall be without liability of any party to any other party, except that the provisions concerning payment of expenses under Section 5 hereof, the provisions concerning indemnification under Section 7 hereof, and the provisions relating to governing law shall remain in effect.

• Indemnification.
• Each of the Operating Partnership and the Company, jointly and severally, agrees to indemnify, defend, and hold harmless the Purchaser from and against all actual third party costs and expenses (including, without limitation, reasonable attorney’s fees and expenses) and any actual losses and damages (collectively, “Losses”) suffered or incurred by the Purchaser (whether or not due to third party claims) that arise out of or result from (i) any material inaccuracy in or any material breach of, as of the date hereof or as of any Closing Date, any representation and warranty made by the Operating Partnership and/or the Company in this Agreement; and (ii) any material failure by the Operating Partnership or the Company to duly and timely perform or fulfill any of their covenants or agreements required to be performed by them under this Agreement.
• The Purchaser shall indemnify and hold harmless the Operating Partnership and the Company from and against any and all Losses suffered or incurred by any of the Operating Partnership or the Company (whether or not due to third party claims) that arise out of or result from (i) any material inaccuracy in or any material breach of, as of the date hereof or as of any Closing Date, any representation or warranty made by the Purchaser in this Agreement, and (ii) any material failure by the Purchaser to duly and timely perform or fulfill any of its covenants or agreements required to be performed by the Purchaser under this Agreement.
• All claims for indemnification by a party seeking indemnification under this Section 7 shall be asserted and resolved as follows. If an indemnifying party intends to seek indemnification under this Section 7, it shall promptly notify the indemnifying party in writing of such claim. The failure to provide such notice will not affect any rights hereunder except to the extent the indemnifying party is materially prejudiced thereby. If such claim involves a claim by a third party against the indemnified party, the indemnifying party may, within ten (10) days after receipt of such notice and upon notice to the indemnified party, assume, with counsel reasonably satisfactory to the indemnified party, at the sole cost and expense of the indemnifying party, the settlement or defense thereof (in which case any Losses associated therewith shall be the sole responsibility of the indemnifying party), provided, that the indemnified party may participate in

Exhibit 10.1

• such settlement or defense through its own counsel and at its own cost and expense; provided, further, that, if the indemnified party reasonably determines that representation by the indemnifying party’s counsel of both the indemnifying party and the indemnified party may present such counsel with a material conflict of interest, then the indemnifying party shall pay the reasonable fees and expenses of the indemnified party’s counsel, which counsel will be approved in writing (including, without limitation, as to fee structure) by the indemnifying party, such approval not to be unreasonably withheld, delayed or conditioned. Notwithstanding the foregoing, (i) the indemnifying party may, at the sole cost and expense of the indemnifying party, at any time prior to the indemnifying party’s timely delivery of the notice referred to in the third sentence of this Section 7(c), file any motion, answer or other pleadings or take any other action that the indemnifying party reasonably believes to be necessary or appropriate to protect its interests, (ii) the indemnifying party may take over the control of the defense or settlement of a third-party claim at any time if it irrevocably waives its right to indemnity under this Section 7 with respect to such claim and (iii) the indemnifying party may not, without the consent of the indemnifying party, settle or compromise any action or consent to the entry of any judgment, such consent not to be unreasonably withheld. So long as the indemnifying party is contesting any such claim in good faith, the indemnifying party shall not pay or settle any such claim without the indemnifying party’s consent, such consent not to be unreasonably withheld. If the indemnifying party is not entitled to assume the defense of the claim pursuant to the foregoing provisions or is entitled but does not contest such claim in good faith (including if it does not notify the indemnifying party of its assumption of the defense of such claim within the ten (10)-day period set forth above), then the indemnifying party may conduct and control, through counsel of its own choosing and at the expense of the indemnifying party, the settlement or defense thereof, and the indemnifying party shall cooperate with it in connection therewith. The failure of the indemnifying party to participate in, conduct or control such defense shall not relieve the indemnifying party of any obligation it may have hereunder. Any defense costs required to be paid by the indemnifying party shall be paid as incurred, promptly against delivery of invoices therefor.
• The parties hereto agree that any indemnification payments made with respect to this Agreement shall be “grossed up” such that the indemnifying party will pay an amount to the indemnifying party that reflects the hypothetical tax consequences of the receipt or accrual of such indemnification payment, using the maximum applicable statutory rate (or, in the case of an item that affects more than one tax, rates) of tax and reflecting, for example, the effect of deductions available for taxes such as state and local income taxes.
• Confidential Information. The Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be, will maintain the confidentiality of Confidential Information in accordance with procedures adopted by such party in good faith to protect confidential information of third parties delivered to such party; provided, that the Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be, may deliver or disclose Confidential Information to (i) its directors, officers, employees, agents, attorneys and affiliates (to the extent such disclosure reasonably relates to the administration of the investment represented by the Series D Preferred Units); (ii) its financial advisors and other professional advisors who agree to hold confidential the Confidential Information substantially in accordance with the terms of this Section 8; (iii) any other holder of Series D Preferred Units; (iv) any accredited investor to which the Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be, sells or offers to sell

Exhibit 10.1

• Series D Preferred Units or any part thereof or any participation therein (if such person has agreed in writing prior to its receipt of such Confidential Information to be bound by the provisions of this Section 8); (v) any person from which the Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be, offers to purchase any security of the Operating Partnership, the Company, or any of their respective Subsidiaries (if such person has agreed in writing prior to its receipt of such Confidential Information to be bound by the provisions of this Section 8); (vi) any federal or state regulatory authority having jurisdiction over the Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be; and (vii) any other person to which such delivery or disclosure may be necessary or appropriate (v) to effect compliance with any law, rule, regulation or order applicable to the Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be; (w) in response to any subpoena or other legal process; (x) in connection with any litigation to which the Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be, is a party; (y) in connection with the assumption by the Company of any debt; or (z) if an Event of Default (as such term is defined in the Amendment No. 5) or other Optional Repurchase Event (as such term is defined in the Amendment No. 5) has occurred and is continuing, to the extent the Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be, may reasonably determine such delivery and disclosure to be necessary or appropriate in the enforcement or for the protection of the rights and remedies under this Agreement. Without the prior written consent of the Operating Partnership and the Company, on the one hand, and the Purchaser, on the other hand, no party hereto may make an announcement, issue an advertisement or a press release, or otherwise make any publicly available statement concerning this Agreement or the transactions contemplated hereby, other than as required by or pursuant to U.S. federal or state securities laws. Each holder of Series D Preferred Units, by its acceptance of such Series D Preferred Units, will be deemed to have agreed to be bound by and to be entitled to the benefits of this Section 8.
• Survival. Subject to the limitations and other provisions of this Agreement, the representations and warranties included in this Agreement, or included in certificates of officers of the Operating Partnership and the Company submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Purchaser or any person controlling the Purchaser, or by or on behalf of the Operating Partnership and the Company, and shall survive delivery of and payment for the Series D Preferred Units until the date that is two (2) years after the final Closing Date; provided, that: (a) the representations and warranties in Section 1(b), Sections 1(f) through 1(i), Section 1(k), Section 1(s), Sections 2(a) through 2(c) and Section 2(e) shall survive indefinitely; and (b) the representations and warranties in Section 1(c), Section 1(d), Section 1(p), and Section 1(q) shall survive for the full period of all applicable statutes of limitations (giving effect to any waiver, mitigation or extension thereof) plus sixty (60) days. All covenants, agreements (including as to confidentiality) and indemnities of the parties contained herein shall survive the final Closing Date indefinitely or for the period explicitly specified therein; provided, that, with respect to indemnities for inaccuracies in or breaches of representations, such indemnities shall survive for the period specified for the applicable representations.
• Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted by any standard form of telecommunication. Notices to the Purchaser shall be directed to SSSR Preferred Investor, LLC,

Exhibit 10.1

• c/o SmartStop Self Storage REIT, Inc., 10 Terrace Road, Ladera Ranch, California 92694, Attention: H. Michael Schwartz; and notices to the Operating Partnership and the Company shall be directed to them at 10 Terrace Road, Ladera Ranch, California 92694, Attention: H. Michael Schwartz.
• Parties. This Agreement shall inure to the benefit of and be binding upon the Purchaser, the Operating Partnership and the Company and their respective successors. Nothing expressed or mentioned in this Agreement is intended or shall be construed to give any person, firm or corporation any legal or equitable right, remedy or claim under or in respect of this Agreement or any provision herein contained. This Agreement and all conditions and provisions hereof are intended to be for the sole and exclusive benefit of the parties hereto and their respective successors, and for the benefit of no other person, firm or corporation.
• Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware applicable to agreements made and to be performed in said State.
• Counterparts. This Agreement may be signed in two or more counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.
• Certain Defined Terms. The terms that follow, when used in this Agreement, shall have the meanings indicated.

“Confidential Information” means information delivered either (i) to the Purchaser by or on behalf of the Operating Partnership, the Company or their respective affiliates or (ii) to the Operating Partnership, the Company or their respective affiliates by or on behalf of the Purchaser, as the context may require, in each case in connection with the transactions contemplated by or otherwise pursuant to this Agreement that is proprietary in nature; provided, that such term does not include information that (a) was publicly known prior to the time of such disclosure, (b) subsequently becomes publicly known through no act or omission by the Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be, or any person acting on such party’s behalf or (c) otherwise becomes known to the Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be, other than through the disclosure to such party by the Purchaser or the Operating Partnership, the Company or their respective affiliates, as the case may be.

“Governmental Authority” shall mean any court, board, agency, commission, office or other authority of any nature whatsoever for any governmental unit (federal, state, county, district, municipal, city or otherwise) whether now or hereafter in existence, including foreign Governmental Authorities.

“Improvements” shall mean the buildings, structures, fixtures, building equipment, additions, enlargements, extensions, modifications, repairs, replacements and improvements now or hereafter erected or located at any Property.

“Indebtedness” shall mean, without duplication, the sum of the (i) indebtedness for borrowed money (excluding any interest thereon), secured or unsecured (including but not limited to all senior financing facilities, senior mortgages and/or fixed-rate long term debt) (the “Senior Debt”), (ii) reimbursement obligations under any letters of credit or similar instruments with regard

Exhibit 10.1

to the Senior Debt, (iii) capitalized lease obligations, (iv) obligations under interest rate cap, swap, collar or similar transactions or currency hedging transactions (valued at the termination value thereof) and (v) guarantees of any Indebtedness of the foregoing of any other person; provided, that Indebtedness shall not include “trade payables” incurred in the ordinary course of business and shall not include the Investments.

“Initial Closing Date” shall mean September 4, 2025.

“Legal Requirements” shall mean, collectively, all present and future laws, statutes, codes, ordinances, consents, approvals, certifications, orders, judgments, decrees, injunctions, rules, regulations and requirements, and irrespective of the nature of the work to be done, of every Governmental Authority (including, without limitation, applicable environmental laws and all covenants, restrictions and binding conditions now or hereafter of record) which may be applicable to (i) the Operating Partnership or the Company, (ii) all or any portion of any Property, including the Improvements thereon, and (iii) the use, manner of use, occupancy, possession, operation, maintenance, alteration, repair or reconstruction of all or any portion of any Property thereon including, without limitation, building and zoning codes and any required variances, and ordinances and laws relating to handicapped accessibility.

“Lien” shall mean any liens, mortgages, pledges, security interests, claims, options, rights of first offer or refusal, charges, conditional or installment sale contracts, claims of third parties of any kind or other encumbrances.

“Material Adverse Effect” with respect to any person shall mean any event, occurrence, development, change or effect that is, or is reasonably likely to be, individually or in the aggregate, materially adverse to the business, prospects, properties, operating assets, financial condition or results of operations of such person and its Subsidiaries, taken as a whole; provided, that, in no event shall the following, either individually or in the aggregate, in and of itself be deemed to constitute a “Material Adverse Effect”: (i) the failure by the Company to meet independent, third party projections of earnings, revenue or other financial performance measures (provided, that the underlying facts, circumstances, operating results or prospects which cause the Company to fail to meet such projections may be considered in determining whether a “Material Adverse Effect” has occurred or is reasonably likely to occur); (ii) fluctuations in the price or net asset value of the Common Stock; and (iii) (A) any changes that affect the self-storage industry generally, (B) any changes in the United States or global economy or capital, financial or securities markets generally, including changes in interest or exchange rates, (C) any changes resulting from other major developments, including wars, natural disasters, epidemics and pandemics, including the outbreak of novel coronavirus (COVID-19), military actions, and terrorist attacks, or (D) any changes in the legal, regulatory or political conditions in the United States or in any other country or region of the world.

“Permitted Lien” shall mean, collectively (a) any Lien, encumbrances or other matters disclosed in a Title Insurance Policy, (b) any Lien, if any, for Taxes imposed by any Governmental Authority not yet due or delinquent and (c) such other title and survey exceptions as the Purchaser has approved or may approve in writing in the Purchaser’s sole discretion.

“Property” shall mean each individual property owned, directly or indirectly, by the Operating Partnership, including the Improvements thereon.

Exhibit 10.1

“Taxes” shall mean all real estate and personal property Taxes, assessments, water rates or sewer rents (excluding income Taxes), now or hereafter levied or assessed or imposed against any Property, together with all interest and penalties thereon.

“Title Insurance Policy” means a policy of title insurance or title commitments.

• Headings. The headings of the sections of this Agreement have been inserted for convenience of reference only and shall not be deemed a part of this Agreement.

[Signature Page Follows.]

Signature Page to Series D Cumulative Redeemable Preferred Unit Purchase Agreement

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first above written.

OPERATING PARTNERSHIP:

STRATEGIC STORAGE OPERATING PARTNERSHIP VI, L.P.

By: Strategic Storage Trust VI, Inc.,

its General Partner

By: /s/H. Michael Schwartz Name: H. Michael Schwartz Title: Chief Executive Officer

COMPANY:

STRATEGIC STORAGE TRUST VI, INC.

By: /s/H. Michael Schwartz Name: H. Michael Schwartz Title: Chief Executive Officer

PURCHASER:

SSSR PREFERRED INVESTOR, LLC

By: SmartStop Self Storage REIT, Inc.

its Manager

By: _/s/H. Michael Schwartz__________ Name: H. Michael Schwartz Title: Chief Executive Officer

Signature Page to Series D Cumulative Redeemable Preferred Unit Purchase Agreement

EX-10.2

Exhibit 10.2

AMENDMENT NO. 5 TO THE SECOND AMENDED AND RESTATED

LIMITED PARTNERSHIP AGREEMENT

OF

STRATEGIC STORAGE OPERATING PARTNERSHIP VI, L.P.

ESTABLISHING

SERIES D CUMULATIVE REDEEMABLE PREFERRED UNITS

OF

LIMITED PARTNERSHIP INTEREST

In accordance with Section 4.3(a)(i) and Article 11 of the Second Amended and Restated Limited Partnership Agreement, effective as of March 17, 2022, as amended by (i) Amendment No. 1 dated January 30, 2023, (ii) Amendment No. 2 dated May 1, 2023, (iii) Amendment No. 3 dated November 1, 2023, and (iv) Amendment No. 4 dated September 19, 2024 (the “Partnership Agreement”), of Strategic Storage Operating Partnership VI, L.P. (the “Partnership”), the Partnership Agreement is hereby amended by this Amendment No. 5 thereto (this “Amendment”) to establish a series of up to 1,400,000 preferred units of limited partnership interest of the Partnership which shall be designated the “Series D Cumulative Redeemable Preferred Units” (the “Series D Preferred Units”), having the rights, preferences, powers, privileges and restrictions, qualifications and limitations set forth below and which shall be issued to SSSR Preferred Investor, LLC (the “Purchaser”). Certain terms used herein are defined in Section 11 of Exhibit I hereto. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Partnership Agreement.

WHEREAS, the Partnership, Strategic Storage Trust VI, Inc. (the “General Partner”), and the Purchaser executed that certain Series D Cumulative Redeemable Preferred Unit Purchase Agreement, dated September 4, 2025 (the “Purchase Agreement”), pursuant to which the Partnership agreed to issue, and the Purchaser agreed to purchase, up to an aggregate of 1,400,000 Series D Preferred Units, at one or more closings, on the terms set forth therein and herein; and

WHEREAS, pursuant to Section 4.3(a)(i) of the Partnership Agreement, the Partnership is issuing up to an aggregate of 1,400,000 Series D Preferred Units to the Purchaser, at one or more closings, with the rights, powers, privileges and restrictions, qualifications, and limitations as set forth below pursuant to the terms of the Purchase Agreement.

NOW THEREFORE, in consideration of the mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

• Issuance of Series D Preferred Units

Pursuant to Section 4.3(a)(i) of the Partnership Agreement, the Partnership hereby agrees to issue up to an aggregate of 1,400,000 Series D Preferred Units to the Purchaser, at one or more closings. The Series D Preferred Units will have the rights, powers, privileges, restrictions, qualifications, and limitations specified in Exhibit I hereto. In consideration for the issuance of the

Series D Preferred Units, the Purchaser agrees to make a Capital Contribution to the Partnership in an amount up to an aggregate of $35,000,000, at one or more closings, in accordance with the terms of the Purchase Agreement.

The admission of the Purchaser as an additional Limited Partner of the Partnership shall become effective as of the date of this Amendment, which shall also be the date upon which the name of the Purchaser is recorded on the books and records of the Partnership and Exhibit A to the Partnership Agreement is amended to reflect such admission.

• Amendment to Partnership Agreement

Pursuant to Article 11 of the Partnership Agreement, the General Partner, as general partner of the Partnership and as attorney-in-fact for its Limited Partners, hereby amends the Partnership Agreement to set forth the rights, powers, privileges, restrictions, qualifications, and limitations of the Series D Preferred Units, as specified in Exhibit I hereto.

• Continuation of Partnership Agreement

The Partnership Agreement and this Amendment shall be read together and shall have the same force and effect as if the provisions of the Partnership Agreement and this Amendment (including Exhibit I hereto) were contained in one document. Any provisions of the Partnership Agreement not amended by this Amendment shall remain in full force and effect as provided in the Partnership Agreement immediately prior to the date hereof. In the event of a conflict between the provisions of this Amendment and the Partnership Agreement, the provisions of this Amendment shall control.

[Signature Page Follows.]

Exhibit 10.2

Signature Page to Amendment No. 5 to the Second Amended and Restated Limited Partnership Agreement of Strategic Storage Operating Partnership VI, L.P.

IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 5 to the Partnership Agreement as of the 4th day of September, 2025.

STRATEGIC STORAGE OPERATING PARTNERSHIP VI, L.P.

By: Strategic Storage Trust VI, Inc., its sole general partner

By: /s/ H. Michael Schwartz Name: H. Michael Schwartz Title: Chief Executive Officer

STRATEGIC STORAGE TRUST VI, INC.

By: /s/ H. Michael Schwartz Name: H. Michael Schwartz Title: Chief Executive Officer

SSSR PREFERRED INVESTOR, LLC

By: SmartStop Self Storage REIT, Inc., its Manager

By: /s/ H. Michael Schwartz

Name: H. Michael Schwartz

Title: Chief Executive Officer

Signature Page to Amendment No. 5 to the Second Amended and Restated Limited Partnership Agreement of Strategic Storage Operating Partnership VI, L.P.

EXHIBIT I

STRATEGIC STORAGE OPERATING PARTNERSHIP VI, L.P.

DESIGNATION OF THE RIGHTS, POWERS, PRIVILEGES, RESTRICTIONS, QUALIFICATIONS, AND LIMITATIONS OF THE SERIES D CUMULATIVE REDEEMABLE PREFERRED UNITS

The following are the terms of the Series D Cumulative Redeemable Preferred Units (the “Series D Preferred Units”) established pursuant to this Amendment:

• Number. The maximum number of authorized Series D Preferred Units shall be 1,400,000.

• Rank. The Series D Preferred Units will, with respect to distribution rights (to the extent set forth herein) and rights upon liquidation, dissolution, or winding up of the Partnership, rank: (a) senior to all classes or series of Partnership Units not designated as Preferred Units (“Common Units”), and to all equity securities issued by the Partnership the terms of which provide that such equity securities shall rank junior to such Series D Preferred Units (collectively, the “Junior Units”); (b) on a parity with all equity securities issued by the Partnership other than those referred to in clauses (a) and (c); and (c) junior to all equity securities issued by the Partnership the terms of which provide that such equity securities shall rank senior to the Series D Preferred Units, including the Series B Preferred Units (collectively, the “Senior Units”). The term “equity securities” shall not include convertible debt securities.

• Distributions.

• Distribution Terms.

• Commencing from and including the applicable date of issuance of Series D Preferred Units, which may be issued in one or more tranches (each such date, a “Date of Issuance”), distributions (the “Distributions”) on each Preferred Unit shall be payable monthly in arrears, in an amount equal to the applicable Pay Rate on the Liquidation Amount, until the redemption or repurchase of such Series D Preferred Units in accordance with Sections 5 or 6, as the case may be (each such period a “Distribution Period”).

• Distributions on the Series D Preferred Units shall be cumulative from the applicable Date of Issuance at the Pay Rate, and shall be payable monthly in arrears on the 15th day of each month of each year or, if not a business day, the next succeeding business day, commencing on September 15, 2025 (each, a “Distribution Payment Date”), and will be computed on the basis of a 360‑day year and the actual number of days in the applicable period. Distributions will be payable to holders of record as they appear in the records of the Partnership at the close of business on the applicable record date by wire transfer pursuant to wire instructions provided by such holders. The record date shall be the last calendar day of the

• month immediately preceding each Distribution Payment Date (each, a “Distribution Payment Record Date”).

• Distributions on the Series D Preferred Units shall accumulate at the Pay Rate, whether or not, in any Distribution Period, the Partnership has earnings, whether or not such Distribution shall be authorized and whether or not there shall be funds of the Partnership legally available for payment of such Distributions. If on any Distribution Payment Date the Partnership shall not be permitted under Delaware law to pay all or a portion of any such Distributions, the Partnership shall take such action as may be lawfully permitted in order to enable the Partnership, to the extent permitted by Delaware law, to lawfully to pay such Distributions. Accumulated but unpaid Distributions, if any, on the Series D Preferred Units, will accrue at the applicable Pay Rate.

• During the continuance of an Event of Default, Distributions on the Series D Preferred Units, including any accumulated but unpaid Distributions, shall accrue at the applicable Pay Rate plus 5% per annum.

• Distribution Payments. Any Distribution payment made on Series D Preferred Units shall first be credited against the earliest accumulated but unpaid Distribution due with respect to such Series D Preferred Units which remains payable. The Distributions will be treated as guaranteed payments for the use of capital under Section 707 of the Code as such Distributions accrue pursuant to Section 3(a).

• Liquidation Amount.

• Upon any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Partnership (referred to herein as a “liquidation”), the holders of the Series D Preferred Units will be entitled to be paid out of the assets of the Partnership legally available for distribution to its unitholders liquidating distributions, after payment or provision for Partnership debts, liquidating distributions to the holders of all outstanding Senior Units, and other liabilities, in cash and in the amount of $25.00 per unit multiplied by the number of outstanding Series D Preferred Units (the “Liquidation Amount”), plus an amount equal to any accumulated and unpaid Distributions to the date of such liquidation, before any distribution or payment is made to holders of Common Units or any other equity securities of the Partnership ranking junior to the Series D Preferred Units as to the distribution of assets upon a liquidation. After payment of the full amount of the liquidating distributions to which they are entitled, the holders of Series D Preferred Units will have no right or claim to any of the remaining assets of the Partnership.

• In the event that, upon any liquidation of the Partnership, the available assets of the Partnership are insufficient to pay the amount of the liquidating distributions on all outstanding Series D Preferred Units, plus an amount equal to any accumulated and unpaid Distributions to the date of such liquidation and the corresponding amounts payable on all other equity securities of the Partnership ranking on a parity with Series D Preferred Units in the distribution of assets upon a liquidation, then the holders of Series D Preferred Units and all other such equity securities of the Partnership ranking on a parity with Series D Preferred Units shall share ratably in any such distribution of assets in proportion to the full liquidating distributions per

• unit to which they would otherwise be respectively entitled.

• The consolidation or merger of the Partnership with or into any other entity, or the merger of another entity with or into the Partnership, or a statutory unit exchange by the Partnership, or the sale, lease or conveyance of all or substantially all of the property or business of the Partnership, shall be deemed to constitute a liquidation of the Partnership.

• The Liquidation Amount of the outstanding Series D Preferred Units will not be added to the liabilities of the Partnership for the purpose of determining whether under the Delaware Revised Uniform Limited Partnership Act a distribution may be made to unitholders of the Partnership whose preferential rights upon dissolution of the Partnership are junior to those of holders of Series D Preferred Units. This Section 4(d) shall be without prejudice to the provisions of Sections 3(a) and 4(a) hereof.

• Redemption.

• The Partnership may redeem the Series D Preferred Units, in whole or in part at the option of the Partnership at any time or from time to time following the second anniversary of the Initial Date of Issuance, at a redemption price per unit in cash in an amount equal to the sum of the Liquidation Amount plus, in accordance with Section 5(f) hereof, all accumulated and unpaid Distributions thereon to the date of redemption (the “Redemption Price”). If fewer than all of the outstanding Series D Preferred Units are to be redeemed at the option of the Partnership, the Series D Preferred Units to be redeemed shall be determined pro rata or by lot or in such other manner as determined by the General Partner to be fair and equitable to holders of Series D Preferred Units.

• Notice of a redemption pursuant to Section 5(a) will be delivered by the Partnership via telecopy, email, hand delivery or other mail or messenger service not less than three (3) nor more than thirty (30) days prior to the redemption date, addressed to the respective holders of the Series D Preferred Units to be redeemed at their respective addresses or email addresses as they appear on the books of the Partnership. Each notice shall state: (i) the redemption date; (ii) the number of Series D Preferred Units to be redeemed; (iii) the Redemption Price; (iv) the place or places where certificates representing such Series D Preferred Units, if any, are to be surrendered for payment of the Redemption Price; and (v) that Distributions on the Series D Preferred Units to be redeemed will cease to accumulate on such redemption date. If fewer than all the Series D Preferred Units are to be redeemed, the notice delivered to each such holder thereof shall also specify the number of Series D Preferred Units to be redeemed from each such holder.

• On or after a redemption date, each holder of Series D Preferred Units to be redeemed must present and surrender any certificates representing the Series D Preferred Units to the Partnership at the place designated in the notice of redemption and thereupon the Redemption Price of such Series D Preferred Units will be paid to or on the order of the Person whose name appears on such certificates, if any, as the owner thereof by wire transfer pursuant to wire instructions provided by such Person and each surrendered certificate will be canceled. In the event that fewer than all the Series D Preferred Units are to be redeemed, and if a certificate has been issued representing the Series D Preferred Units, a new certificate will be issued representing the unredeemed Series D Preferred Units.

• From and after a partial redemption date (unless the Partnership defaults in payment of the Redemption Price), all Distributions on the Series D Preferred Units subject to such redemption will cease to accumulate and all rights of the holders thereof, except the right to receive the Redemption Price thereof (including all accumulated and unpaid Distributions to the redemption date) will cease and terminate and such Series D Preferred Units will not thereafter be transferred (except with the consent of the Partnership) on the Partnership’s records, and such Series D Preferred Units shall not be deemed to be outstanding for any purpose whatsoever. In the event that the Partnership defaults in the payment of the Redemption Price for any Series D Preferred Units surrendered for redemption, such Series D Preferred Units shall continue to be deemed to be outstanding for all purposes and to be owned by the respective holders that surrendered such Series D Preferred Units, and the Partnership shall promptly return the surrendered certificates representing such Series D Preferred Units, if any, to such holders (although the failure of the Partnership to return any such certificates to such holders shall in no way affect the ownership of such Series D Preferred Units by such holders or their rights thereunder).

• From and after the date of the Final Redemption (unless the Partnership defaults in payment of the Redemption Price), all Distributions on the Series D Preferred Units will cease to accumulate and all rights of the holders thereof, except the right to receive the Redemption Price thereof (including all accumulated and unpaid Distributions to the date of the Final Redemption), will cease and terminate and such Series D Preferred Units will not thereafter be transferred (except with the consent of the Partnership) on the Partnership’s records, and such Series D Preferred Units shall not be deemed to be outstanding for any purpose whatsoever. In the event that the Partnership defaults in the payment of the Redemption Price (including all accumulated and unpaid Distributions to the date of the Final Redemption) for any Series D Preferred Units surrendered for Final Redemption, such Series D Preferred Units shall continue to be deemed to be outstanding for all purposes and to be owned by the respective holders that surrendered such Series D Preferred Units, and the Partnership shall promptly return the surrendered certificates representing such Series D Preferred Units, if any, to such holders (although the failure of the Partnership to return any such certificates to such holders shall in no way affect the ownership of such Series D Preferred Units by such holders or their rights thereunder).

• Immediately prior to any redemption of Series D Preferred Units in part or in full, the Partnership shall pay, in cash, all accumulated and unpaid Distributions with respect to all then-outstanding Series D Preferred Units to the redemption date, unless such redemption date falls after a Distribution Payment Record Date and on or prior to the corresponding Distribution Payment Date, in which case each holder of Series D Preferred Units at the close of business on such Distribution Payment Record Date shall be entitled to the Distribution payable on such Series D Preferred Units on the corresponding Distribution Payment Date notwithstanding the redemption of such Series D Preferred Units on or prior to such Distribution Payment Date.

• Any Series D Preferred Units that have been redeemed shall, after such redemption, have the status of authorized but unissued Partnership Units, without designation as to series, until such units are once more designated as part of a particular series by the General Partner.

• The Series D Preferred Units will not have a stated maturity date and will not be subject to any sinking fund.

• Repurchase at the Election of Holders.

• Following the occurrence of an Optional Repurchase Event and for a period of ninety (90) days thereafter (the expiration of each such period, an “Optional Repurchase Event Expiration Date”), a holder of Series D Preferred Units, at its election, may require the Partnership to repurchase all or any portion of such holder’s Series D Preferred Units, at a repurchase price per unit in cash equal to the sum of the Liquidation Amount plus, in accordance with Section 6(f) hereof, all accumulated and unpaid Distributions thereon to the date of repurchase (the “Repurchase Price”). If a holder of Series D Preferred Units has not delivered a Holder Repurchase Notice as of the Optional Repurchase Event Expiration Date, such holder will be deemed to have waived the right to have his or her Series D Preferred Units repurchased by the Partnership with respect to such Optional Repurchase Event.

• Holders may exercise the rights specified in this Section 6 upon delivery to the Partnership of a written notice of repurchase in the form attached as Schedule A hereto (a “Holder Repurchase Notice”) via telecopy, email, hand delivery or other mail or messenger service. If certificates were issued to the holders, such certificates representing the Series D Preferred Units for which repurchase is elected shall be delivered to the Partnership by hand delivery or other mail or messenger service, duly endorsed. The date upon which a Holder Repurchase Notice is initially received by the Partnership shall be a “Holder Repurchase Notice Date.”

• The Partnership shall pay within ten (10) business days after the Holder Repurchase Notice Date, to or on the order of the Person whose name appears on such certificates or book entry as the owner thereof by wire transfer pursuant to wire instructions provided by such Person, the Repurchase Price for the Series D Preferred Units being repurchased and each surrendered certificate, if any, will be canceled. In the event that fewer than all the Series D Preferred Units are to be repurchased, and if a certificate has been issued representing the Series D Preferred Units, a new certificate will be issued representing the Series D Preferred Units that were not repurchased.

• From and after a partial repurchase date (unless the Partnership defaults in payment of the Repurchase Price), all Distributions on the Series D Preferred Units tendered for repurchase will cease to accumulate and all rights of the holders thereof, except the right to receive the Repurchase Price thereof (including all accumulated and unpaid Distributions to the repurchase date) will cease and terminate and such Series D Preferred Units will not thereafter be transferred (except with the consent of the Partnership) on the Partnership’s records, and such Series D Preferred Units shall not be deemed to be outstanding for any purpose whatsoever other than with respect to the accumulation of Distributions on such Series D Preferred Units. In the event that the Partnership defaults in the payment of the Repurchase Price for any Series D Preferred Units tendered for repurchase, such Series D Preferred Units shall continue to be deemed to be outstanding for all purposes and to be owned by the respective holders that tendered such Series D Preferred Units, and the Partnership shall promptly return the tendered certificates representing such Series D Preferred Units, if any, to such holders (although the failure of the Partnership to

• return any such certificates to such holders shall in no way affect the ownership of such Series D Preferred Units by such holders or their rights thereunder).

• From and after the date of the Final Repurchase (unless the Partnership defaults in payment of the Repurchase Price), all Distributions on the Series D Preferred Units will cease to accumulate and all rights of the holders thereof, except the right to receive the Repurchase Price thereof (including all accumulated and unpaid Distributions to the date of the Final Repurchase), will cease and terminate and such Series D Preferred Units will not thereafter be transferred (except with the consent of the Partnership) on the Partnership’s records, and such Series D Preferred Units shall not be deemed to be outstanding for any purpose whatsoever. In the event that the Partnership defaults in the payment of the Repurchase Price (including all accumulated and unpaid Distributions to the date of the Final Repurchase) for any Series D Preferred Units tendered for Final Repurchase, such Series D Preferred Units shall continue to be deemed to be outstanding for all purposes and to be owned by the respective holders that tendered such Series D Preferred Units, and the Partnership shall promptly return the tendered certificates representing such Series D Preferred Units, if any, to such holders (although the failure of the Partnership to return any such certificates to such holders shall in no way affect the ownership of such Series D Preferred Units by such holders or their rights thereunder).

• Immediately prior to any repurchase of Series D Preferred Units, the Partnership shall pay, in cash, all accumulated and unpaid Distributions with respect to all then-outstanding Series D Preferred Units to the repurchase date, unless such repurchase date falls after a Distribution Payment Record Date and on or prior to the corresponding Distribution Payment Date, in which case each holder of Series D Preferred Units at the close of business on such Distribution Payment Record Date shall be entitled to the Distribution payable on such Series D Preferred Units on the corresponding Distribution Payment Date notwithstanding the repurchase of such Series D Preferred Units on or prior to such Distribution Payment Date.

• From and after the occurrence of an Optional Repurchase Event until such date as the Series D Preferred Units tendered by a holder of Series D Preferred Units in connection with such Optional Repurchase Event have been repurchased or redeemed pursuant to this Section 6 or Section 5, none of the Partnership, the General Partner or their respective Subsidiaries may undertake (and the Partnership and the General Partner shall cause each of their respective Subsidiaries not to undertake) any of the following actions, directly or indirectly, without the prior written consent of the holders of record of at least a majority of the Series D Preferred Units then outstanding:

• authorize, declare or pay, or set apart for payment, any distributions on any equity securities of the Partnership, the General Partner or any of their respective Subsidiaries, other than (1) in the case of the Partnership (y) distributions made on a regular monthly basis consistent with past practice on Common Units or other equity securities that rank, as to distributions and upon liquidation, junior to the Series D Preferred Units, and (z) Distributions on the Series D Preferred Units; and (2) in the case of the General Partner, any Subsidiary of the General Partner or any Subsidiary of the Partnership, distributions made on a regular monthly basis consistent with past practice on shares of common stock or common equity securities or other equity securities that rank, as to distributions and upon

• liquidation, junior to such entity’s shares of preferred stock or preferred equity securities; provided, that the foregoing shall not prohibit distributions that are necessary to preserve the General Partner’s status as a REIT under the Code;

• redeem or repurchase any equity securities of the Partnership, the General Partner or any of their respective Subsidiaries, other than, with respect to the Partnership, redemptions or repurchases of the Series D Preferred Units and, with respect to the General Partner, redemptions pursuant to, and subject to the limitations under, the General Partner’s Share Redemption Program as in effect on the Initial Date of Issuance, as the same may be amended from time to time;

• purchase or otherwise acquire any asset from another party, including real property or interests therein, enter into any contract or agreement or option to do so or make any non-refundable deposit in connection with any such proposed acquisition;

• sell, transfer, assign, hypothecate, pledge or dispose of all or any portion of any Property or other asset of the Partnership, the General Partner or any of their respective Subsidiaries, or any interest, whether legal or beneficial, in any of the foregoing or enter into any contract or agreement or option to do so; or

• (a) incur, renew, refinance, modify or otherwise discharge any Indebtedness of the Partnership, the General Partner or any of their respective Subsidiaries, or extend credit, make a loan or become a guarantor or surety for debt of another party, or (b) create, suffer or permit to exist any Lien on, of or against, or otherwise affecting, all or any portion of any Property (including, without limitation, fixtures and other personal property) in each instance, other than the Permitted Liens or other than in connection with a transaction approved pursuant to clause (iii) of this subsection.

Neither the Partnership nor the General Partner shall take, and shall cause their respective Subsidiaries not to take, any action in furtherance of any of the foregoing actions without obtaining the required consent therefor, as specified in this Section 6(g).

• Any Series D Preferred Units that have been repurchased shall, after such repurchase, have the status of authorized but unissued Partnership Units, without designation as to series, until such units are once more designated as part of a particular series by the General Partner.

• Covenants of the Partnership and the General Partner.

• Protective Provisions. The Partnership and the General Partner hereby covenant and agree that, for as long as any Series D Preferred Units are outstanding, neither the Partnership nor the General Partner shall, and the Partnership and the General Partner shall cause their respective Subsidiaries not to, undertake or permit any of the following actions, directly or indirectly, without the prior written consent of the holders of record of at least a majority of the Series D Preferred Units then outstanding:

• (1) in the case of the Partnership, authorize or issue, or increase the authorized or issued amount of, (A) equity securities ranking, as to distributions and upon liquidation, on a parity with or senior to the Series D Preferred Units or (B) Common Units or other equity securities ranking, as to distributions and upon liquidation, junior to the Series D Preferred Units, to the extent that such Common Units or other junior equity securities contain any rights that restrict in any way management of the Partnership, the General Partner or their respective Subsidiaries or would reasonably be expected to interfere with the Series D Preferred Units or the rights of the holders thereof; and (2) in the case of the General Partner, any Subsidiary of the General Partner or any Subsidiary of the Partnership, authorize or issue additional (A) shares of preferred stock or preferred equity securities or (B) shares of common stock or common equity securities or other equity securities ranking, as to distributions and upon liquidation, junior to shares of such entity’s preferred stock or preferred equity securities, to the extent that such shares of common stock, common equity securities or other junior equity securities contain any rights that restrict in any way management of the General Partner, the Partnership or their respective Subsidiaries or would reasonably be expected to interfere with the Series D Preferred Units or the rights of the holders thereof;

• amend, alter, repeal or waive any of the provisions of (1) this Amendment or the Purchase Agreement or (2) the certificate of limited partnership of the Partnership, the Partnership Agreement, the Articles of Incorporation or bylaws of the General Partner or the organizational documents of any of their respective Subsidiaries, in the case of clause (2) only, to the extent that such amendment would reasonably be expected to adversely affect the Series D Preferred Units or the rights of the holders thereof;

• redeem, purchase or otherwise acquire for any consideration (1) in the case of the Partnership, equity securities of the Partnership that rank, as to distributions and upon liquidation, junior to the Series D Preferred Units, including Common Units, and (2) in the case of the General Partner, any Subsidiary of the General Partner or any Subsidiary of the Partnership, any class or series of capital stock or equity securities; provided, that the foregoing shall not prohibit the following: (A) redemptions pursuant to the Share Redemption Program; and (B) redemptions of Common Units in exchange for which the General Partner issues REIT Shares to the holders of such Common Units as the sole consideration therefor pursuant to the terms of the Partnership Agreement;

• engage in a Change of Control;

• commence or suffer to exist an Event of Bankruptcy as to the Partnership, the General Partner or any of their respective Subsidiaries;

• pay any special distributions (which, for purposes hereof, shall mean any distribution other than a distribution made on a regular monthly basis consistent with past practice) on (1) in the case of the Partnership, Common Units or other equity securities that rank, as to distributions and upon liquidation, junior to the

• Series D Preferred Units and (2) in the case of the General Partner, any Subsidiary of the General Partner or any Subsidiary of the Partnership, shares of common stock or common equity securities or other equity securities that rank, as to distributions and upon liquidation, junior to such entity’s shares of preferred stock or preferred equity securities; provided, that the foregoing shall not prohibit special distributions that are necessary to preserve the General Partner’s status as a REIT under the Code; or

• engage in a recapitalization, reorganization, merger, unit or stock split, statutory unit or stock exchange, sale of all or substantially all of such entity’s assets, tender offer for all or substantially all of its Common Units, shares of common stock or other common equity securities, as the case may be, or other similar transaction.

Neither the Partnership nor the General Partner shall take, and shall cause their respective Subsidiaries not to take, any action in furtherance of any of the foregoing actions without obtaining the required consent therefor, as specified in this Section 7(a). Notwithstanding any provision in this Section 7(a) to the contrary, the Partnership shall be able to enter into tax protection agreements in the ordinary course of its business.

• Investment Company Act. The Partnership and the General Partner hereby covenant and agree that, for as long as any Series D Preferred Units are outstanding, each of the Partnership and the General Partner shall take such steps as shall be necessary to ensure that none of the Partnership, the General Partner or any of their respective Subsidiaries shall become regulated as an “investment company” within the meaning of such term under the Investment Company Act of 1940, as amended.

• REIT Status and Partnership Operations. The Partnership and the General Partner acknowledge that SmartStop Self Storage REIT, Inc. (“SmartStop”), the ultimate parent company of the Purchaser, qualifies as REIT within the meaning of Section 856 of the Code and, as such, SmartStop and the Purchaser intend for any interest or relationship such entity may have in or to the Partnership not to adversely affect SmartStop’s classification as a REIT. Accordingly, for as long as any Series D Preferred Units are outstanding, the Partnership shall comply (and the General Partner shall cause the Partnership to comply) in all respects with all legal and regulatory requirements applicable to REITs as defined in Code Section 856 and not take any action that would result in SmartStop losing its REIT status under Code Section 856 or would cause SmartStop to be subject to any punitive taxation pursuant to Code Section 857(b)(6). During the time the Purchaser holds Series D Preferred Units, the General Partner, the Partnership and any subsidiary may not engage in any activities or hold any assets that would constitute or result in the occurrence of a REIT Prohibited Transaction as defined herein. Notwithstanding anything to the contrary contained in this Amendment, during the time the Purchaser holds Series D Preferred Units, none of the General Partner, the Partnership, nor any direct or indirect subsidiary thereof, shall take or refrain from taking any action which, or the effect of which, would constitute or result in the occurrence of a REIT Prohibited Transaction by the General Partner or any direct or indirect subsidiary thereof, including without limiting the generality of the foregoing, but in amplification thereof:

• Entering into any lease, sublease or assignment of a lease not specifically approved by Purchaser (A) if the prospective tenant, sublessee or assignee is identified to the General Partner by Purchaser as a related party within the meaning of Section 856(d)(2)(B) of the Code in respect of the General Partner or SmartStop, or (B) if the lease, sublease or assignment of a lease is reasonably expected to account for ten percent (10%) or more of the gross rent from a Property;

• Selling or disposing of any Property, subsidiary or other asset of the General Partner prior to (i) the completion of a two (2) year holding period with such period to begin on the date the General Partner, as applicable, acquires a direct or indirect interest in such Property and begins to hold such Property, subsidiary or asset for the production of rental income, and (ii) the satisfaction of any other requirements under Code Section 857 necessary for the avoidance of a prohibited transaction tax on the REIT; and

• Notwithstanding the foregoing provisions of this Section 7(c), the General Partner may enter into a REIT Prohibited Transaction if it receives the prior written approval of SmartStop specifically acknowledging that SmartStop is approving a REIT Prohibited Transaction pursuant to this Section 7(c). For purposes of this Section 7(c), “REIT Prohibited Transactions” shall mean any of the actions specifically set forth in this Section 7(c), including Sections 7(c)(i) or (ii) as well as any action of which the General Partner receives notice from SmartStop that such action would result in SmartStop losing its REIT status under Code Section 856 or would cause SmartStop to be subject to any punitive taxation pursuant to Code Section 857(b)(6).

• Notices. The Partnership and the General Partner hereby covenant and agree that, for as long as any Series D Preferred Units are outstanding, the Partnership and the General Partner shall give to each holder of Series D Preferred Units written notice, within three (3) days of the Partnership or the General Partner having actual knowledge thereof, of:

• the issuance by any Governmental Authority of any injunction, order, decision or other restraint or the initiation of any litigation or similar proceeding seeking any such injunction, order or other restraint that would, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect;

• the existence of an Event of Default (or an event which, upon notice, lapse of time or both would, unless cured or waived, become an Event of Default) or other Optional Repurchase Event;

• the occurrence of a default under any instrument, agreement or indenture pertaining to any Indebtedness of the Partnership, the General Partner or any of their respective Subsidiaries;

• any default or event of default under any Material Contract of any of the Partnership, the General Partner or their respective Subsidiaries that could

• reasonably be expected to have a Material Adverse Effect;

• the occurrence of an event or series of events relating to or affecting the Partnership, the General Partner and their respective Subsidiaries, taken as a whole, that, either individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect;

• the damage or destruction of any Property, in whole or in part;

• the occurrence of a Capital Event; or

• any actual or threatened commencement of any proceedings in respect of any Taking of any Property.

The written notice provided in connection with any of the foregoing events shall specify the nature of the event prompting such notice and the action (if any) that is proposed to be taken with respect thereto.

• Transfers.
• Notwithstanding Section 9.2 of the Partnership Agreement, other than the provisions of Section 9.2(d) and (e) thereof, a holder of Series D Preferred Units may Transfer all or any portion of such holder’s Series D Preferred Units without the consent of the General Partner, and the provisions of Section 9.2(f) of the Partnership Agreement shall not apply to the Series D Preferred Units.
• In connection with any such Transfer pursuant to Section 8(a), the General Partner shall consent to the admission of the transferee as a substitute Limited Partner as long as such admission does not cause the Partnership to be treated as a “publicly traded partnership” within the meaning of Section 7704 of the Code and the Treasury Regulations thereunder.
• Power of Attorney. Notwithstanding Section 8.2 of the Partnership Agreement, no holder of Series D Preferred Units appoints the General Partner as its attorney-in-fact, and the General Partner shall not execute any document as attorney-in-fact or otherwise on behalf of the holders of Series D Preferred Units pursuant to the power of attorney set forth in Section 8.2 of the Partnership Agreement.
• Investment Fee. The Partnership shall pay the Purchaser an amount equal to 1% of the Liquidation Amount on each applicable Date of Issuance (the “Investment Fee”). The Investment Fee will be treated as guaranteed payments for the use of capital under Section 707 of the Code.
• Definitions.

“Advisor” or “Advisors” means the Person or Persons, if any, appointed, employed or contracted with by the General Partner and responsible for directing or performing the day-to-day business affairs of the General Partner, including any Person to whom the Advisor subcontracts substantially all of such functions.

“Advisory Agreement” means the agreement among the Partnership, the General Partner and the Advisor pursuant to which the Advisor will direct or perform the day-to-day business affairs of the General Partner and the Partnership.

“Capital Event” means a sale or other disposition, directly or indirectly, of any Property or any portion thereof or an interest therein, a financing, refinancing, insurance award (excluding rent loss insurance), condemnation (or conveyance in lieu thereof), easement sale or other transaction which, in accordance with GAAP, consistently applied, is treated as a capital transaction.

A “Change of Control” will be deemed to have occurred with respect to the Partnership on any date after the Initial Date of Issuance on which neither the General Partner nor any of its Subsidiaries or Affiliates is the Controlling general partner, managing member or equivalent thereof of the Partnership. A “Change of Control” will be deemed to have occurred with respect to the General Partner on any date after the Initial Date of Issuance if:

• any “person,” including a “group” (as such terms are used in Sections 13(d) and 14(d) of the Exchange Act, but excluding the General Partner, any entity Controlling, Controlled by or under common Control with the General Partner, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan or trust of the General Partner or any such entity), is or becomes the “beneficial owner” (as defined in Rule 13(d)(3) under the Exchange Act), directly or indirectly, of shares of stock of the General Partner representing thirty-five percent (35%) or more of either (A) the combined voting power of the General Partner’s then-outstanding securities or (B) the then-outstanding shares of all classes of stock of the General Partner (other than as a result of an issuance of securities by the General Partner);

• any consolidation or merger of the General Partner where the stockholders of the General Partner immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares of stock representing in the aggregate 50% or more of the combined voting power of the securities of the surviving or resulting entity in the consolidation or merger (or of its ultimate parent entity, if any);

• there shall occur (A) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of the General Partner, other than a sale or transfer by the General Partner of all or substantially all of the General Partner’s assets to an entity at least fifty percent (50%) of the combined voting power of the securities of which are owned by “persons” (as defined above) in substantially the same proportion as their ownership of the General Partner immediately prior to such sale or transfer or (B) the approval by stockholders of the General Partner of any plan or proposal for the liquidation or dissolution of the General Partner;

• the members of the Board of Directors of the General Partner at the beginning of any consecutive 24-calendar-month period (the “Incumbent Directors”) cease for any reason other than due to death to constitute at least a majority of the members of the Board of Directors of the General Partner; provided, that any director whose election, or nomination for election by the General Partner’s stockholders, was approved or ratified by a vote of a majority of the members of the Board of Directors then still in office who were Incumbent Directors at the

• beginning of such 24-calendar-month period shall be deemed to be an Incumbent Director for purposes of the foregoing; or

• the Advisory Agreement is terminated.

“Common Units” has the meaning set forth in Section 2.

“Control” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise and “Controlling,” “Controlled” and “under common Control” shall have meanings correlative thereto. For purposes of this definition, debt securities that are convertible into common stock will be treated as voting securities only when converted.

“Date of Issuance” has the meaning set forth in Section 3(a)(i).

“Distribution” has the meaning set forth in Section 3(a)(i).

“Distribution Payment Date” has the meaning set forth in Section 3(a)(ii).

“Distribution Payment Record Date” has the meaning set forth in Section 3(a)(ii).

“Distribution Period” has the meaning set forth in Section 3(a)(i).

“Event of Default” means the occurrence of one or more of the following events:

(a) a material default in the performance of, or material breach of any covenant, warranty or other agreement contained in, the Partnership Agreement, including this Amendment (including, without limitation, any of the Protective Provisions), or the Purchase Agreement by the Partnership or the General Partner, as applicable, and the continuance of such default or breach for a period of 10 business days after written notice thereof shall have been given to the Partnership and the General Partner;

(b) an Event of Bankruptcy as to the Partnership, the General Partner or any of their respective Subsidiaries that has not been consented to in advance by the holders of the Series D Preferred Units pursuant to Section 7(a);

(c) any breach, default or event of default shall occur and be continuing under any instrument, agreement or indenture pertaining to any Indebtedness of the Partnership, the General Partner or any of their respective Subsidiaries aggregating more than $5 million, the effect of which is to cause an acceleration, mandatory redemption or other required repurchase of such Indebtedness, or any such Indebtedness shall be otherwise declared to be due and payable (by acceleration or otherwise) or required to be prepaid, redeemed or otherwise repurchased by the Partnership, the General Partner or any such Subsidiary (other than by a regularly scheduled required prepayment) prior to the stated maturity thereof;

(d) the failure of the General Partner to qualify as a REIT under the Code.

“Exchange Act” means the Securities Exchange Act of 1934, as amended.

“Final Redemption” shall mean the date of the redemption of all remaining outstanding Series D Preferred Units.

“Final Repurchase” shall mean the date of the repurchase of all remaining outstanding Series D Preferred Units.

“GAAP” means generally accepted accounting principles in the United States of America in effect from time to time.

“Governmental Authority” means any court, board, agency, commission, office or other authority of any nature whatsoever for any governmental unit (federal, state, county, district, municipal, city or otherwise) whether now or hereafter in existence, including foreign Governmental Authorities.

“Holder Repurchase Notice” has the meaning set forth in Section 6(b).

“Holder Repurchase Notice Date” has the meaning set forth in Section 6(b).

“Improvements” means the buildings, structures, fixtures, building equipment, additions, enlargements, extensions, modifications, repairs, replacements and improvements now or hereafter erected or located at any Property.

“Incumbent Directors” has the meaning set forth in the definition of “Change of Control.”

“Indebtedness” means, without duplication, the sum of the (i) indebtedness for borrowed money (excluding any interest thereon), secured or unsecured (including but not limited to all senior financing facilities, senior mortgages and/or fixed-rate long term debt) (the “Senior Debt”), (ii) reimbursement obligations under any letters of credit or similar instruments with regard to the Senior Debt, (iii) capitalized lease obligations, (iv) obligations under interest rate cap, swap, collar or similar transactions or currency hedging transactions (valued at the termination value thereof) and (v) guarantees of any Indebtedness of the foregoing of any other Person; provided, that Indebtedness shall not include “trade payables” incurred in the ordinary course of business and, in the case of the Partnership, shall not include the Series D Preferred Units.

“Initial Date of Issuance” means September 4, 2025.

“Investment Fee” has the meaning set forth in Section 10.

“Lien” means any liens, mortgages, pledges, security interests, claims, options, rights of first offer or refusal, charges, conditional or installment sale contracts, claims of third parties of any kind or other encumbrances.

“Liquidation” has the meaning set forth in Section 4(a).

“Liquidation Amount” has the meaning set forth in Section 4(a).

“Material Adverse Effect” with respect to any Person means any event, occurrence, development, change or effect that is, or is reasonably likely to be, individually or in the aggregate, materially adverse to the business, prospects, properties, operating assets, financial condition or results of operations of such Person and its Subsidiaries, taken as a whole; provided, that, in no event shall the following, either individually or in the aggregate, in and of itself be deemed to constitute a “Material Adverse Effect”: (i) the failure by the General Partner to meet independent, third party projections of earnings, revenue or other financial performance measures (provided, that the underlying facts, circumstances, operating results or prospects which cause the General Partner to fail to meet such projections may be considered in determining whether a “Material Adverse Effect” has occurred or is reasonably likely to occur); (ii) fluctuations in the price or net asset value of the REIT Shares; and (iii) (A) any changes that affect the self-storage industry generally, (B) any changes in the United States or global economy or capital, financial or securities markets generally, including changes in interest or exchange rates, (C) any changes resulting from other major developments, including wars, natural disasters, epidemics and pandemics, including the outbreak of novel coronavirus (COVID-19), military actions, and terrorist attacks, or (D) any changes in the legal, regulatory or political conditions in the United States or in any other country or region of the world.

“Material Contract” means each of the following contracts (and all amendments, modifications and supplements thereto and all side letters to which the Partnership, the General Partner or their respective Subsidiaries are a party affecting the obligations of any party thereunder) to which the Partnership, the General Partner or their respective Subsidiaries are a party or by which any of their respective Properties or assets are bound (notwithstanding anything below, “Material Contract” shall not include any contract that (1) is terminable upon thirty (30) days’ notice without a penalty or premium, (2) will be fully performed and satisfied as of or prior to the Initial Date of Issuance, (3) is a lease, or (4) is an organizational document):

• all agreements that call for aggregate payments by, or other consideration from, the Partnership, the General Partner or their respective Subsidiaries under such contract of more than $1 million over the remaining term of such contract;

• all agreements that call for annual aggregate payments by, or other consideration from, the Partnership, the General Partner or their respective Subsidiaries under such contract of more than $1 million over the remaining term of such contract;

• any agreement that contains any non-compete or exclusivity provisions with respect to any line of business in which the Partnership, the General Partner or their respective Subsidiaries is currently engaged or geographic area with respect to the Partnership, the General Partner or their respective Subsidiaries, or that purports to restrict in any material respect the right of the Partnership, the General Partner or their respective Subsidiaries to conduct any line of business in which the Partnership, the General Partner or their respective Subsidiaries are currently engaged or to compete with any Person or operate in any geographic area or location in which the Partnership, the General Partner or their respective Subsidiaries may conduct business;

• any partnership, limited liability company agreement, joint venture or other similar agreement entered into by the Partnership, the General Partner or their respective Subsidiaries with any third party;

• any contract more than $2 million for the pending purchase or sale, option to purchase or sell, right of first refusal, right of first offer or any other contractual right to purchase, sell, dispose of, or master lease, by merger, purchase or sale of assets or stock or otherwise, any real property including any Property;

• any contract pursuant to which the Partnership, the General Partner or their respective Subsidiaries agrees to indemnify or hold harmless any director or executive officer of the Partnership, the General Partner or their respective Subsidiaries (other than their organizational documents);

• any (A) loan agreement, letter of credit, indenture, note, bond, debenture, mortgage or any other document, agreement or instrument evidencing a capitalized leased obligation or other Indebtedness (secured or unsecured, direct or indirect, absolute or contingent (including guaranties of any obligation)) of, for the benefit of or payable to any of the Partnership, the General Partner or their respective Subsidiaries (other than among the Partnership, the General Partner and their respective Subsidiaries) in excess of $5 million, or (B) contract (other than any organizational document) to provide any funds to or make any investment in (whether in the form of a loan, capital contribution or otherwise) any Subsidiary or other Person;

• any employment agreements, severance, change in control or termination agreements with officers of any of the Partnership, the General Partner or their respective Subsidiaries;

• any contract pursuant to which any of the Partnership, the General Partner or their respective Subsidiaries has potential liability in respect of any purchase price adjustment, earn-out or contingent purchase price that, in each case, could reasonably be expected to result in future payments of more than $2 million; or any contract relating to the settlement or proposed settlement of any action, which involves the issuance of equity securities or the payment of an amount in excess of $2 million; and

• any “material contract” (as such term is defined in Item 601(b)(10) of Regulation S-K under the Securities Act).

An “Optional Repurchase Event” means the occurrence of any one or more of the following events:

(i) a breach of any of the Protective Provisions;

(ii) an Event of Default;

(iii) a Change of Control that has not been consented to pursuant to Section 7(a); or

(iv) the failure of the General Partner to qualify as a REIT under the Code.

“Optional Repurchase Event Expiration Date” has the meaning set forth in Section 6(a).

“Pay Rate” means (a) 6% per annum from the Date of Issuance until the second anniversary after the Date of Issuance; (b) 7% per annum commencing the day following the second

anniversary after the Date of Issuance until the third anniversary after the Date of Issuance; (c) 8% per annum commencing the day following the third anniversary after the Date of Issuance until the fourth anniversary after the Date of Issuance; and (d) 9% per annum thereafter.

“Permitted Lien” means, collectively (a) any Lien, encumbrances or other matters disclosed in a Title Insurance Policy, (b) any Lien, if any, for Taxes imposed by any Governmental Authority not yet due or delinquent and (c) such other title and survey exceptions as the holders of record of at least a majority of the Series D Preferred Units then outstanding have approved or may approve in writing in such holders’ discretion.

“Person” means any individual, partnership, limited liability company, corporation, joint venture, trust or other entity.

“Property” means each individual property owned, directly or indirectly, by the Partnership, including the Improvements thereon.

“Protective Provisions” means those protective provisions set forth in Section 7(a).

“Purchase Agreement” means that certain Series D Cumulative Redeemable Preferred Unit Purchase Agreement, dated September 4, 2025, among Strategic Storage Operating Partnership VI, L.P., Strategic Storage Trust VI, Inc., and SSSR Preferred Investor, LLC.

“Redemption Price” has the meaning set forth in Section 5(a).

“REIT Shares” means shares of common stock of the General Partner, par value $0.001 per share.

“Repurchase Price” has the meaning set forth in Section 6(a).

“Senior Debt” has the meaning set forth in the definition of “Indebtedness”.

“Series D Preferred Units” has the meaning set forth in the opening paragraph of this Amendment.

“Set apart for payment” means the recording by the Partnership in its accounting ledgers of any accounting or bookkeeping entry which indicates, pursuant to an authorization of a distribution by the General Partner, the allocation of funds to be so paid on any series or class of Partnership Units.

“Share Redemption Program” means the General Partner’s program pursuant to which the General Partner’s stockholders who have held REIT Shares for at least one year may, under certain circumstances, be able to cause all or any portion of such REIT Shares to be redeemed by the General Partner.

“Taking” means a temporary or permanent taking by any Governmental Authority as the result or in lieu or in anticipation of the exercise of the right of condemnation or eminent domain, of all or any part of any Property, or any interest therein or right accruing thereto, including any right of access thereto or any change of grade affecting any Property or any part thereof.

“Taxes” means all real estate and personal property Taxes, assessments, water rates or sewer rents (excluding income Taxes), now or hereafter levied or assessed or imposed against any Property, together with all interest and penalties thereon.

“Title Insurance Policy” means a policy of title insurance or title commitments.

Schedule A

Notice of Repurchase

The undersigned holder of Series D Preferred Units hereby irrevocably requests Strategic Storage Operating Partnership VI, L.P., a Delaware limited partnership (the “Partnership”), to repurchase Series D Preferred Units in accordance with the terms of the Second Amended and Restated Limited Partnership Agreement of the Partnership, as amended, and the Amendment thereto establishing the Series D Preferred Units; and the undersigned irrevocably (i) surrenders such Series D Preferred Units and all right, title and interest therein; and (ii) directs that the Redemption Price for such Series D Preferred Units be delivered to the Person specified below at the address specified below. The undersigned hereby represents, warrants, and certifies that the undersigned (a) has good and unencumbered title to the Series D Preferred Units that are the subject of this Notice, free and clear of the rights or interests of any other Person; (b) has the full right, power, and authority to request the repurchase requested herein; and (c) has obtained the consent or approval of all Persons, if any, having the right to consent or approve such repurchase of Series D Preferred Units.

Dated:________________________

Name:

(Please Print)

(Signature)

(If holder is an entity, name and title of signatory)

(Mailing Address)

(City) (State) (Zip Code)

A-1