DEF 14A of Public Storage, Mar 27, 2026

DEF 14A of Public Storage

Filed Mar 27, 2026 · FY20250001193125-26-128991

Open on EDGAR

  1. TRUSTEE NOMINEE BIOGRAPHIES

    TRUSTEE NOMINEE BIOGRAPHIES

  2. TRUSTEE NOMINEE BIOGRAPHIES

    | Shankh S. Mitra Chairman of the Board of Public Storage, effective April 1, 2026 Chief Executive Officer of Welltower Inc. | | | Age: 45 Trustee since: 2021 Independent Trustee Committees: CHC Investment | Mr. Mitra joined the Board in January 2021 and was appointed as Chairman in February 2026, effective April 1, 2026. He has served as the Chief Executive Officer of Welltower Inc. (NYSE: WELL), a publicly traded real estate investment trust that invests in seniors housing operators, post-acute providers, and health systems, since October 2020. Previously, Mr. Mitra served as Welltower Inc.’s Chief Investment Officer from August 2018 to January 2023, Senior Vice President—Investments from January 2018 to August 2018, and Senior Vice President—Finance & Investments from January 2016 to January 2018. From July 2013 to October 2015, Mr. Mitra served as Portfolio Manager, Real Estate Securities at Millennium Management. Mr. Mitra served as Senior Analyst at Citadel Investment Group from April 2012 to June 2013 and Fidelity Investments from June 2009 to March 2012. Mr. Mitra has served as a director of Welltower Inc. since October 2020. Key Reasons for Nomination: Mr. Mitra’s qualifications for election to the Board include his extensive experience as a public company executive and director, including as Chief Executive Officer and director of a large REIT, his extensive experience owning, operating, acquiring, and developing real estate, his enterprise risk management expertise, and his financial acumen and expertise in mergers and acquisitions and capital allocation. |

  3. TRUSTEE NOMINEE BIOGRAPHIES

    | H. Thomas Boyle Chief Investment Officer of Public Storage Chief Executive Officer of Public Storage, effective April 1, 2026 | | | Age: 43 Trustee since: Appointment Effective April 1, 2026 Committees: Investment (effective April 1, 2026) | The Board has appointed Mr. Boyle as Chief Executive Officer and a trustee of Public Storage effective April 1, 2026. Mr. Boyle has been Chief Investment Officer of Public Storage since January 1, 2023, and he served as Chief Financial Officer from January 1, 2019 to February 16, 2026. Previously, Mr. Boyle was Vice President and Chief Financial Officer, Operations of Public Storage, from November 2016, when he joined the Company, until January 2019. Prior to joining Public Storage, Mr. Boyle served in roles of increasing responsibilities with Morgan Stanley since 2005, from analyst to his last role as Executive Director, Equity and Debt Capital Markets. Mr. Boyle has served as a director of Shurgard Self Storage Limited (Shurgard) (EURONEXT: SHUR) and a member of Shurgard’s Real Estate Investment Committee since May 2023. Key Reasons for Nomination: Mr. Boyle’s qualifications for election to the Board include his leadership experience and Company and industry knowledge, including his financial and capital markets acumen and experience with self-storage real estate. Mr. Boyle provides management’s perspective in Board discussions about the operations and strategic direction of the Company. |

  4. TRUSTEE NOMINEE BIOGRAPHIES

    | Tamara Hughes Gustavson Real Estate Investor Philanthropist | | | Age: 64 Trustee since: 2008 Independent Trustee | Ms. Gustavson joined the Board in November 2008. She was previously employed by Public Storage from 1983 to 2003, serving most recently as Senior Vice President, Administration. During the past ten years, Ms. Gustavson has supervised her personal business investments and engaged in charitable activities. Ms. Gustavson currently serves on the Board of Trustees of American Homes 4 Rent (NYSE: AMH), the Board of Trustees of the William Lawrence and Blanche Hughes Foundation, and the Board of Trustees of the University of Southern California. Ms. Gustavson is our largest single shareholder and owns approximately 9.9% of the Company’s common shares. Key Reasons for Nomination: Ms. Gustavson’s qualifications for election to the Board include her knowledge of the Company and its business and her public company board experience. In addition, as the largest individual shareholder of the Company, Ms. Gustavson provides the Board with a shareholder’s perspective on the operations and strategic direction of the Company. |

  5. TRUSTEE NOMINEE BIOGRAPHIES

    | Ronald L. Havner, Jr. Chairman of the Board of Public Storage, through March 31, 2026 Retired Chief Executive Officer of Public Storage | | | Age: 68 Trustee since: 2002 | Mr. Havner joined the Board in November 2002 and has served as Chairman since August 2011. He will transition from his role as Chairman effective March 31, 2026. Mr. Havner served as Chief Executive Officer of Public Storage from November 2002 until his retirement on January 1, 2019. Mr. Havner joined Public Storage in 1986 and held a variety of senior management positions prior to becoming Chief Executive Officer. Mr. Havner serves as a director of AvalonBay Communities, Inc. (NYSE: AVB). He previously served as Chairman of the Board of Public Storage’s affiliate, Shurgard (EURONEXT: SHUR), from October 2018 until May 2023. Mr. Havner also previously served as Chairman of the Board of PS Business Parks, Inc. (PS Business Parks) (previously listed on the NYSE) from March 1998 until its sale in July 2022. He was the 2014 Chairman of the Board of Governors of Nareit. Key Reasons for Nomination: Mr. Havner’s qualifications for election to the Board include his extensive leadership experience and Company and industry knowledge. Having served at Public Storage for 40 years, including 17 years as Chief Executive Officer, Mr. Havner provides an invaluable perspective in Board discussions about the historic operations and strategic direction of the Company. |

  6. TRUSTEE NOMINEE BIOGRAPHIES

    | Maria R. Hawthorne Retired Chief Executive Officer of PS Business Parks, Inc. | | | Age: 66 Trustee since: 2024 Independent Trustee Committees: Audit NGS | Ms. Hawthorne joined the Board in 2024. She served as President and Chief Executive Officer of PS Business Parks (previously listed on the NYSE) from August 2015 and July 2016, respectively, until her retirement in September 2020. She also served as PS Business Parks’s Interim Chief Operating Officer from January 2022 until its sale in July 2022. Ms. Hawthorne previously served as PS Business Parks’s Chief Financial Officer from September 2017 to September 2018, its Executive Vice President, Chief Administrative Officer from July 2013 to August 2015, and in various other management roles since 1994. Prior to joining PS Business Parks, Ms. Hawthorne held several management positions with American Office Park Properties from 1988 to 1994. Ms. Hawthorne has been a member of the Board of Directors of Essex Property Trust (NYSE: ESS) since March 2020 and of ASGN Incorporated (NYSE: ASGN) since June 2021. Previously, Ms. Hawthorne served as a director of PS Business Parks from July 2016 until its sale in July 2022. Key Reasons for Nomination: Ms. Hawthorne’s qualifications for election to the Board include her expertise in commercial real estate, financial and operational strategies, acquisitions and development, capital markets, enterprise risk management, and leadership development. She is an experienced public company director with extensive audit committee experience. |

  7. TRUSTEE NOMINEE BIOGRAPHIES

    | Rebecca Owen Retired President of CEI Realty, Inc. Former Chief Legal Officer of Clark Enterprises, Inc. | | | Age: 64 Trustee since: 2021 Independent Trustee Committees: CHC NGS | Ms. Owen joined the Board in January 2021. Ms. Owen has served as the Chair and founder of Battery Reef, LLC, a commercial real estate investment and management company, since January 2019. From 1995 until January 2019, she served in various roles at Clark Enterprises, Inc., a private investment firm, and its affiliated companies, including as President and Chief Investment Officer of CEI Realty, Inc., the real estate investment arm of Clark Enterprises, from 2015 to 2019, and Chief Legal Officer of Clark Enterprises from 1995 to 2017. Ms. Owen has served on the Board of Directors of Willscot Mobile Mini Holdings Corp. (NASDAQ: WSC) since November 2021. In addition, Ms. Owen has served on the Board of Directors of Carr Properties, a private real estate investment trust, since 2013, on the Board of Directors of The Feil Organization, a private commercial real estate investment and management company, since 2022, and as Chair of the Real Estate Investment Advisory Committee of ASB Capital Management, LLC, a registered investment advisor, since 2017. Previously, Ms. Owen served on the Board of Directors of Jernigan Capital, Inc. (NYSE: JCAP) from December 2018 to November 2020. Key Reasons for Nomination: Ms. Owen’s qualifications for election to the Board include her extensive experience acquiring, developing, owning, and managing commercial real estate, including as President of a large, diversified, private real estate firm, her significant financial, risk management, and legal expertise, and, through her board experience, her valuable insight into human resources and corporate governance matters. |

  8. TRUSTEE NOMINEE BIOGRAPHIES

    | Luke Petherbridge Chief Executive Officer of Link Logistics | | | Age: 46 Trustee since: 2025 Independent Trustee Committees: Audit Investment | Mr. Petherbridge joined the Board in July 2025. Mr. Petherbridge has served as Chief Executive Officer of Link Logistics since September 2020. Prior thereto, Mr. Petherbridge served as President and Chief Executive Officer of LivCor, LLC from July 2019 to September 2020, President and Chief Executive Officer of ShopCore Properties from May 2016 to September 2020, and in various executive and leadership positions at public and private real estate companies in the United States and Australia. Key Reasons for Nomination: Mr. Petherbridge’s qualifications for election to the Board include his extensive experience across corporate finance, real estate management, and enterprise transformation. His executive leadership experience provides skills that are essential for effective Board oversight and decision-making. |

  9. TRUSTEE NOMINEE BIOGRAPHIES

    | Kristy M. Pipes Former Managing Director and Chief Financial Officer of Deloitte Consulting | | | Age: 66 Trustee since: 2020 Lead Independent Trustee Committees: Audit (Chair) NGS | Ms. Pipes joined the Board in October 2020. Ms. Pipes previously served as Managing Director and Chief Financial Officer of Deloitte Consulting, an international management consultancy firm, where she managed the finance function. Ms. Pipes held various leadership positions, including serving on the firm’s Management Committee and Consulting Operations Committee. Prior to joining Deloitte in 1999, Ms. Pipes was Vice President and Manager, Finance Division, at Transamerica Life Companies and Senior Vice President and Chief of Staff for the President and Chief Executive Officer (among other senior management positions) at First Interstate Bank of California. Ms. Pipes serves on the Boards of Directors of AECOM (NYSE: ACM), ExlService Holdings, Inc. (NASDAQ: EXLS), and Savers Value Village (NYSE: SVV). She also served as a director of PS Business Parks (previously listed on the NYSE) from July 2019 until its sale in July 2022. Key Reasons for Nomination: Ms. Pipes’s qualifications for election to the Board include her extensive finance and financial reporting expertise and experience, including her experience as a chief financial officer. Ms. Pipes also brings deep management, leadership, and risk management experience to the Board, having held several senior leadership positions during her career, as well as cybersecurity and data privacy experience. |

  10. TRUSTEE NOMINEE BIOGRAPHIES

    | Avedick B. Poladian Retired Executive Vice President and Chief Operating Officer of Lowe Enterprises | | | Age: 74 Trustee since: 2010 Independent Trustee Committees: CHC (Chair) Audit | Mr. Poladian joined the Board in February 2010. From 2007 to the end of 2016, Mr. Poladian held the positions of Executive Vice President and Chief Operating Officer for Lowe Enterprises, a diversified national real estate company that he joined in 2003. Mr. Poladian was with Arthur Andersen from 1974 to 2002 as Managing Partner, Pacific Southwest. Mr. Poladian serves as a director of funds managed by Western Asset Management, including two publicly traded funds, and is a director of Occidental Petroleum Corporation (NYSE: OXY). Mr. Poladian is also a member of the Board of Councilors of the USC Sol Price School of Public Policy, the Board of Advisors of the Ronald Reagan UCLA Medical Center, and Director Emeritus of the YMCA of Metropolitan LA. He previously served on the boards of California Pizza Kitchen (previously listed on Nasdaq) and California Resources Corporation (NYSE: CRC). Key Reasons for Nomination: Mr. Poladian’s qualifications for election to the Board include his expertise and experience in real estate investing and operations, including as a result of his service as the chief operating officer and chief financial officer of a large diversified real estate company, and his expertise in finance, accounting, and financial reporting, including as a result of his experience as an auditor and senior executive at a national accounting firm. Through his experience with other public companies, Mr. Poladian also brings valuable insight into our business and corporate governance. |

  11. TRUSTEE NOMINEE BIOGRAPHIES

    | Tariq M. Shaukat Chief Executive Officer of Sonar | | | Age: 53 Trustee since: 2019 Independent Trustee Committees: Audit | Mr. Shaukat joined the Board in July 2019. He has been Chief Executive Officer of Sonar, an AI trust and verification software company, since July 2024, and prior thereto he was co-Chief Executive Officer since August 2023. Prior to that, Mr. Shaukat was President of Bumble Inc. from July 2020 to August 2023. He also served as President of Google Cloud at Google LLC from 2016 to 2020, where he oversaw go-to-market operations and product and engineering for industry solutions powered by artificial intelligence and machine learning. Before joining Google LLC, Mr. Shaukat was Executive Vice President and Chief Commercial Officer at Caesars Entertainment Corporation, after initially joining the company in 2012 as Executive Vice President and Chief Marketing Officer. His responsibilities included oversight of revenue management, marketing, information technology, and analytics across all business lines. Prior to Caesars Entertainment Corporation, Mr. Shaukat was a Partner at McKinsey & Company and held leadership positions at various technology-based companies. Mr. Shaukat serves on the Board of Directors of GAP, Inc. (NYSE: GAP). Key Reasons for Nomination: Mr. Shaukat’s qualifications for election to the Board include his extensive digital, marketing, technology, cybersecurity, and data analytics experience. In addition, Mr. Shaukat brings international experience and his proven leadership and unique perspective to the Board. |

  12. TRUSTEE NOMINEE BIOGRAPHIES

    | Ronald P. Spogli Co-Founder of Freeman Spogli & Co. Former Ambassador to the Italian Republic and the Republic of San Marino | | | Age: 78 Trustee since: 2010 Independent Trustee Committees: Investment (Chair) NGS (Chair) CHC | Mr. Spogli joined the Board in February 2010. Mr. Spogli co-founded Freeman Spogli & Co. (Freeman Spogli), a private investment firm dedicated to middle-market companies positioned for growth, in 1983. Freeman Spogli has invested over $6 billion in 72 portfolio companies with an aggregate transaction value of over $32 billion and has completed over 250 add-on acquisitions with its portfolio companies. He served as the United States Ambassador to the Italian Republic and the Republic of San Marino from August 2005 until February 2009. Mr. Spogli also serves on the Board of Overseers of the Hoover Institution at Stanford University and on the Boards of Trustees of the W. M. Keck Foundation, the Center for American Studies in Rome, Italy, and White Bridge Investments, an Italian investment company. Previously, Mr. Spogli served as the Vice Chair of The J. Paul Getty Trust. Key Reasons for Nomination: Mr. Spogli’s qualifications for election to the Board include investing and investment management expertise and his broad-ranging board and executive experience. In addition, Mr. Spogli’s experience in government and international relations provides helpful insight in the European countries where Public Storage has investments. |

  13. TRUSTEE NOMINEE BIOGRAPHIES

    | Paul S. Williams Retired Partner, Major, Lindsey & Africa Former President, National Association of Corporate Directors, Chicago Chapter | | | Age: 66 Trustee since: 2021 Independent Trustee Committees: CHC NGS | Mr. Williams joined the Board in January 2021. Mr. Williams served as a Partner and Managing Director of Major, Lindsey & Africa, LLC, an executive recruiting firm, from 2005 to 2018. He also served as Director of Global Diversity Search, assisting legal organizations in enhancing their diversity. Mr. Williams is the past President of the Chicago Chapter of the National Association of Corporate Directors. From 2001 through 2005, Mr. Williams served as Executive Vice President, Chief Legal Officer & Corporate Secretary of Cardinal Health, Inc. (NYSE: CAH), a provider of products and services to healthcare providers and manufacturers. Mr. Williams serves on the Boards of Directors of two clusters of funds in the American Funds mutual fund family (part of the privately-held Capital Group). Previously, Mr. Williams served on the Boards of Directors of Air Transport Services Group (previously listed on NASDAQ), Compass Minerals (NYSE: CMP), Romeo Power, Inc. (previously listed on the NYSE), Essendant, Inc. (previously listed on NASDAQ), Bob Evans Farms, Inc. (previously listed on NASDAQ), and State Auto Financial Corporation (previously listed on NASDAQ), including as State Auto Financial’s Lead Independent Director. Key Reasons for Nomination: Mr. Williams’s qualifications for election to the Board include his corporate governance and human capital management expertise, including with respect to talent development and diversity and inclusion, and his extensive legal, regulatory, and public company board experience. In addition, Mr. Williams brings substantial executive management leadership experience. |

  14. TRUSTEE NOMINEE BIOGRAPHIES

    For the election of trustees, trustee nominees receiving an affirmative vote of a majority of the votes cast at the Annual Meeting will be elected. For purposes of the vote on this proposal, abstentions and broker non-votes will not affect the vote. The Board recommends voting FOR all trustee nominees.

  15. 2025 TRUSTEE COMPENSATION

    | Trustee | Fees earned or paid in cash | Option Awards(1)(2) | Total | | Ronald L. Havner, Jr. | $370,000(3) | $180,056 | $550,056 | | Tamara Hughes Gustavson | $120,000 | $180,056 | $300,056 | | Maria R. Hawthorne | $132,500 | $180,056 | $312,556 | | Shankh S. Mitra | $132,500(3) | $180,056 | $312,556 | | Rebecca Owen | $145,000 | $180,056 | $325,056 | | Luke Petherbridge(4) | $55,944(3) | $539,785 | $595,729 | | Kristy M. Pipes | $195,000 | $180,056 | $375,056 | | Avedick B. Poladian | $170,000 | $180,056 | $350,056 | | John Reyes | $132,500(3) | $180,056 | $312,556 | | Joseph D. Russell, Jr.(5) | — | — | — | | Tariq M. Shaukat | $132,500 | $180,056 | $312,556 | | Ronald P. Spogli | $170,000(3) | $180,056 | $350,056 | | Paul S. Williams | $145,000(3) | $180,056 | $325,056 | | | Ms. | | |

  16. Our Compensation Philosophy and Practices Align Executive Pay with Performance and Long-Term Value-Creation

    Our Compensation Philosophy and Practices Align Executive Pay with Performance and Long-Term Value-Creation The Board and the CHC Committee believe that it is critical to Public Storage’s long-term success to: ▪ attract and retain exceptional executives in a competitive labor market; ▪ put a substantial portion of each executive’s compensation “at risk” and drive long-term performance that exceeds peers and provides outsized pay for exceptional performance; ▪ create the proper incentives that encourage executive share ownership; ▪ tie a significant portion of executive compensation to the Company’s achievement of pre-established performance criteria that encourage profitable growth and increase shareholder value; and ▪ provide a total compensation package that is competitive and appropriate to each executive’s experience, responsibilities, and performance. The following key features of our compensation program reflect our philosophy:

  17. Our Compensation Philosophy and Practices Align Executive Pay with Performance and Long-Term Value-Creation

    | What We Do | | What We Don’t Do | | | ☑ | Substantial portion of our NEOs’ compensation is “at risk” | ☒ | No employment, “golden parachute,” or severance agreements with our NEOs | | ☑ | High percentage of executive compensation in equity | ☒ | No guaranteed bonus or salary increase arrangements with our NEOs except for new hires | | ☑ | Outsized pay for exceptional performance and lower pay for underperformance | ☒ | No excessive perquisites | | ☑ | Long equity vesting periods promote retention and align pay with long-term value creation | ☒ | No repricing of stock options | | ☑ | Robust security ownership guidelines and strong clawback provisions | ☒ | No tax gross ups | | ☑ | 80% of long-term equity compensation subject to multi-year relative performance | ☒ | No supplemental retirement plans | | ☑ | Double-trigger for accelerated vesting of equity upon a change in control | ☒ | No hedging against price fluctuations in the Company’s securities | | ☑ | Promotion / new hire AO LTIP Unit grants subject to significant premium strike prices and eight year vesting, with no vesting until year six | | |

  18. Our Compensation Process is Disciplined, Balanced, and Responsive to Our Shareholders

    The factors the CHC Committee considers in making all final compensation decisions for our NEOs include: Company Performance, Strategic Execution, and Individual Performance. The CHC Committee considers the Company’s annual and long-term financial performance in light of operating conditions; management’s execution against the Company’s strategic plan and their goals, with a focus on management’s contributions to long-term value creation; and established priorities and goals. Board and CEO Views. The CHC Committee solicits the views of the Board on performance of all NEOs, particularly for our CEO. The CHC Committee also solicits our CEO’s views on (1) compensation of the other NEOs and (2) Company-wide compensation matters. The CHC Committee, at its discretion, may also solicit the views of other members of the management team, including our Chief Digital & Transformation Officer. Our CEO does not vote on items before the CHC Committee and is not present during the CHC Committee’s discussion and determination of his compensation. The CHC Committee sets the CEO’s base salary, bonus, and equity compensation using its independent judgment and analysis. Appropriate Pay Mix and Use of Deferred Compensation Subject to Lengthy Vesting Periods. The CHC Committee considers what mix of cash and equity compensation attracts and retains exceptional talent and properly incentivizes management to focus on the creation of long-term value without excessive risk-taking. In this regard, the CHC Committee believes that emphasizing the use of equity compensation (primarily in the form of performance-based RSUs and performance-based stock options or, at the option of each executive, performance-based LTIP Units and performance-based AO LTIP Units, respectively) with long vesting periods (typically five years from the grant date in order to realize the full value of an earned award) is a highly effective way of incentivizing our executives to remain with the Company and focus on long-term value creation. Through the use of long vesting periods, we link our NEOs’ realized compensation to our long-term stock performance. Shareholder Engagement and Feedback. We believe in maintaining an ongoing dialogue with our shareholders and seek their feedback on a wide range of issues, including our compensation practices. Since 2020, we have enhanced our compensation practices to increase the transparency of our disclosures and further link pay to performance, including relative and long-term performance. Every year we provide our shareholders the opportunity to vote on an advisory basis on our NEO compensation, and we consider this to be one measure of shareholder support for our compensation program. Our Say-on-Pay proposal received over 94.7% support in 2025, which we believe reflects shareholder support for ongoing improvements we have made to our executive compensation programs over the last several years.

  19. Our Compensation Process is Disciplined, Balanced, and Responsive to Our Shareholders

    | 94.7% | | | Say-on-Pay Proposal Support in 2025 | | | Higher than 24 (83%) of S&P 500 REITs | 3rd Highest Level of Support Among Peer Group | | 462 Basis Points Higher than the S&P 500 REIT Average of 90.1% | 614 Basis Points Higher than the Average of the Peer Group |

  20. Our Compensation Process is Disciplined, Balanced, and Responsive to Our Shareholders

    The CHC Committee is committed to continuing to strengthen the alignment of our executive compensation programs with the Company’s strategy and focus on long-term value creation. Compensation Surveys and Other Market Data. Each component of compensation we pay to our NEOs—salary, annual cash incentive, and equity—is based on the CHC Committee’s assessment of each individual’s job scope and responsibilities and consideration of market compensation. In balancing these and other considerations, including the feedback of our shareholders, the CHC Committee uses comparison data from various companies to guide in its review and determination of the various components of our executive compensation plans, including total target compensation and the appropriate mix of cash and equity compensation. The CHC Committee uses market compensation information to: ▪ understand how other public companies design executive compensation plans to align executive pay with long-term value creation; and assist the Company in offering competitive compensation levels to attract and retain exceptional executives in the diverse industry sectors within which we compete for executive talent. Market data is part of the diverse toolkit the CHC Committee uses to set fair and competitive compensation levels that help drive the creation of long-term value while mitigating undue risk-taking and attracting and retaining top talent. The CHC Committee has the sole authority to engage and terminate any compensation consultant to assist in the evaluation of trustee or executive compensation, and has the sole authority to approve the fees (up to $50,000) and other terms of retention of such compensation consultants. In 2025, the CHC Committee engaged Ferguson as its independent compensation consultant to assist with its review of compensation for the senior management team. Ferguson advised the CHC Committee on a variety of subjects, including peer group benchmarking, compensation plan design and trends, pay-for-performance analytics, and other compensation topics. While Ferguson provided data and analyses and made recommendations for the compensation program, the CHC Committee made all decisions regarding the compensation of the NEOs. The CHC Committee annually reviews the composition of our peer group to ensure that each company’s relevant attributes remain comparable to ours. We are one of the largest REITs, ranking ninth among U.S. REITs based on total capitalization and eighth based on equity market capitalization as of December 31, 2025. The CHC Committee believes it is appropriate to focus on companies within the real estate sector, including REITs, as well as other respected companies from other industries with similarly large market capitalization and asset, operational, and employee footprints. These are representative companies that face many of the same strategic and operational considerations we do and against which we compete for executive talent:

  21. Our Compensation Process is Disciplined, Balanced, and Responsive to Our Shareholders

    | Peer Group Composition | | | Rationale for Inclusion | Companies Included | | S&P 500 Self-Storage REITs (1 company) | Extra Space | | Non-S&P 500 Self-Storage REITs (1 company) | CubeSmart | | S&P 500 Equity REITs with at least 1,000 employees (12 companies) | American Tower, AvalonBay, Crown Castle, Digital Realty, Equinix, Equity Residential, Invitation Homes, Mid-America Apartment Communities, SBA Communications, Simon Property, Sun Communities, UDR | | Other S&P 500 Equity REITs (3 companies) | Realty Income, Ventas, Welltower | | Non-REITs with relevant asset, operational, and employee footprints (4 companies) | Phillips 66, Ross Stores, Valero Energy, Yum Brands | | Peer Group Comprising 21 Companies | |

  22. Our Compensation Process is Disciplined, Balanced, and Responsive to Our Shareholders

    Source: S&P Capital IQ, year to date as of December 31, 2025. Phillips 66, Ross Stores, Inc., Valero Energy Corporation, and Yum! Brands, Inc. reflect Total Enterprise Value as of December 31, 2025. * Denotes peers outside of the real estate sector with relevant asset, operational, and employee footprints. The CHC Committee evaluates our peer group annually and may make adjustments or refinements to this peer group based on new or changed circumstances, including the relevant size or operations of our peers relative to ours. In November 2024, the CHC Committee determined to continue to use the peer group adopted in 2023.

  23. Incentivizing and Rewarding Performance Through At-Risk Pay

    Incentivizing and Rewarding Performance Through At-Risk Pay Our executive compensation design is simple, effective, and links pay to performance and the creation of long-term value. We pay our NEOs a mix of cash and equity, the substantial majority of which is “at risk” and tied to achieving performance objectives set by the CHC Committee in light of the Company’s long-term strategy and the current business environment. We promote responsible growth and risk management and align the interests of our executives with the interests of our shareholders by using performance-based equity awards that are subject to long, above-market vesting periods as the predominant form of compensation. The main elements of our 2025 executive compensation program are summarized as follows:

  24. Incentivizing and Rewarding Performance Through At-Risk Pay

    | Compensation Type | | Pay Element | Primary Objectives | | Fixed Pay | Cash Compensation | Base Salary | ▪ The only fixed element of compensation – provides stable income and compensation for day-to-day responsibilities ▪ Helps attract and retain exceptional talent | | At-Risk Pay | | Annual Performance-Based Cash Incentive Program | ▪ Aligns compensation with successful execution of business strategy | | | Equity Compensation | Multi-Year Performance-Based Stock Options / AO LTIP Units and RSUs / LTIP Units | ▪ Drives sustainable performance through achievement of predetermined financial and other goals ▪ Aligns the interests of executives with those of shareholders ▪ Helps retain executive talent through extended vesting schedule (5 years) |

  25. 2025 At-Risk Compensation of Our NEOs

    2025 At-Risk Compensation of Our NEOs We believe that paying a significantly larger percentage of total compensation to our NEOs in at-risk cash and equity incentive awards advances our pay-for-performance compensation philosophy. The following charts depict for Mr. Russell, our CEO during 2025, and for all of our NEOs together, the split between (i) compensation, the ultimate value of which is at risk, including (a) multi-year time-based stock options /AO LTIP Units, and (b) compensation tied to the achievement of performance goals, consisting of performance-based stock options / AO LTIP Units, performance-based RSUs / LTIP Units, and annual cash incentive awards, and (ii) compensation with a fixed value, consisting of base salary. The amounts below reflect the target value of performance-based stock options / AO LTIP Units, performance-based RSUs / LTIP Units, and annual cash incentive awards as granted in 2025.

  26. CASH COMPENSATION

    The salaries above reflect increases as compared to 2024 for Mr. Boyle and Ms. Johnson approved by the CHC Committee in light of their performance, increased roles and responsibilities, and market benchmarking. 2025 Annual Cash Incentive Program. Similar to prior years, the CHC Committee structured the 2025 annual cash incentive program to be based both on financial performance metrics and the Company’s achievement of strategic management goals. For the financial performance metrics, the CHC Committee chose growth in Core FFO, as used in 2024, and NAV growth, a new metric for 2025. The CHC Committee weighted the Core FFO growth metric at 60% for 2025, the NAV growth metric at 10% for 2025, and the achievement of predefined strategic management goals metric at 30% for 2025 (decreased from 40% for 2024) to further align the compensation of our NEOs with the Company’s overall financial performance.

  27. CASH COMPENSATION

    | 2025 Annual Cash Incentive Program | | | | | | Company Metrics | | | | Individual Metrics | | 60% Core FFO Growth Goals | + | 10% NAV Growth Goals | + | 30% Strategic Management Goals |

  28. CASH COMPENSATION

    In setting the Core FFO and NAV growth targets for 2025, the CHC Committee considered a number of factors, including the Company’s 2025 strategy and financial forecasts, including expectations for the general economic and interest rate environments throughout the year, and existing competitive conditions. Based on these factors, the CHC Committee determined that a threshold of -2% and a target level of 1% to 2% growth for Core FFO and a threshold of 0% and a target level of 2% to 3% growth for NAV would be appropriately challenging for the Company to achieve and would result in the delivery of substantial shareholder value. The CHC Committee also continued to utilize a strategic management goals component to the annual cash incentive program, amounting to 30% of each targeted award. The CHC Committee assigned each executive a series of specific goals—including goals tied to specific business performance metrics and key results—customized to his or her responsible functional area and linked to the Company’s strategic objectives for 2025. The CHC Committee believes this component emphasizes the importance of the contributions of the executive team as a group to the successful execution of the Company’s strategic plan. The Company’s strategic objectives for 2025 included the following:

  29. CASH COMPENSATION

    | Executive | 2025 Target Cash Incentive Award | | Joseph D. Russell, Jr. | $2,000,000 | | H. Thomas Boyle | $1,100,000 | | Natalia N. Johnson | $825,000 | | Chris C. Sambar | $1,000,000 | | Nathaniel A. Vitan | $425,000 |

  30. AT-RISK EQUITY COMPENSATION

    AT-RISK EQUITY COMPENSATION In February 2025, the CHC Committee approved the 2025 equity award program for NEOs. The key elements of our 2025 equity compensation program were as follows:

  31. AT-RISK EQUITY COMPENSATION

    | 2025 Equity Award Program | | | | Time-Based | Performance-Based | | | 20% Stock Options / AO LTIP Units | 20% Stock Options / AO LTIP Units | 60% Restricted Share Units / LTIP Units | | Vest ratably over the five years following the grant date | Contingent upon a three-year performance period based entirely on relative TSR performance: ▪ 70% of these awards are based on the Company’s TSR over the performance period as compared against the weighted average TSR of the Equity REITs in the S&P 500, excluding office and mall REITs ▪ 30% of these awards are based on the Company’s TSR over the performance period as compared against the weighted average TSR of the Company’s direct self-storage peers Following completion of the performance period, 60% of earned awards will vest upon certification by the CHC Committee and the remaining 40% will vest in equal annual installments over the following two years | |

  32. AT-RISK EQUITY COMPENSATION

    Option to Elect Interests in the Operating Partnership. The CHC Committee provides the NEOs the option to elect to receive AO LTIP Unit awards and/or LTIP Unit awards in lieu of traditional stock option and RSU awards, respectively. LTIP Units are structured as “profits interests” for U.S. federal income tax purposes. As profits interests, LTIP Units only have value, other than with respect to the right to receive distributions, if the value of the assets of the Operating Partnership increases between the time of issuance of LTIP Units and the date of a book-up event for partnership tax purposes. At the time of a book-up event, asset gains are allocated to all outstanding units as provided under the Operating Partnership’s partnership agreement. Once LTIP Units have been allocated value equivalent to the common units of the Operating Partnership, the LTIP Units may be converted, subject to the satisfaction of all applicable vesting conditions, on a one-for-one basis into Operating Partnership common units, which are exchangeable by the holder for cash or, at the Company’s election, on a one-for-one basis into Company common shares. AO LTIP Units may be converted into LTIP Units at an implied purchase price comparable to an option exercise price. As a result, the conversion ratio from AO LTIP Units to LTIP Units will always be less than one-to-one. Multi-Year Time-Based Stock Options / AO LTIP Units. For 2025, the CHC Committee granted each of our NEOs 20% of their total target dollar value of equity awards in the form of time-based stock options or, at the option of each NEO, time-based AO LTIP Units. For 2025, each NEO elected to receive AO LTIP Units. These awards vest ratably over the five years following the grant date. The following table sets forth the 2025 target time-based AO LTIP Unit awards granted to our NEOs:

  33. AT-RISK EQUITY COMPENSATION

    | | 2025 Time-Based Option / AO LTIP Unit Award (Five-Year Vesting Period) | | | NEO | Value(1) | Number | | Joseph D. Russell, Jr. | $1,410,000 | 22,908 | | H. Thomas Boyle | $850,000 | 13,810 | | Natalia N. Johnson | $635,000 | 10,317 | | Chris C. Sambar | $600,000 | 9,748 | | Nathaniel A. Vitan | $324,000 | 5,264 |

  34. AT-RISK EQUITY COMPENSATION

    (1) The values reflect the grant date dollar value of awards the CHC Committee approved in February 2025. In accordance with this approval, the approved dollar value of time-based options / AO LTIP Units was converted into a number of options using a Black-Scholes model. Multi-Year Performance-Based Equity Awards. For the remaining 80% of each of our NEOs’ 2025 equity awards, the CHC Committee granted a combination of multi-year performance-based options (constituting 20%) and multi-year performance-based RSUs (constituting 60%) or, at the option of each NEO, multi-year performance-based AO LTIP Units and multi-year performance-based LTIP Units, respectively. For 2025, each NEO elected to receive AO LTIP Units and LTIP Units. All awards are subject to a three-year (March 5, 2025 to March 4, 2028) performance period and are based entirely on the Company’s total shareholder return from share price appreciation and dividends (TSR) over the performance period relative to the TSR of the self-storage peers and of the S&P 500 Equity REITs, excluding office and mall REITs. For each award (options / AO LTIP Units and RSUs / LTIP Units), the CHC Committee weighted the award 70% based on the Company’s TSR over the performance period as compared against the weighted average TSR of the Equity REITs in the S&P 500, excluding office and mall REITs, and 30% based on the Company’s TSR over the performance period as compared to the weighted average TSR of the Company’s direct self-storage peers (currently, Extra Space, CubeSmart, National Storage, and SmartStop). Each award is subject to a minimum performance threshold below which no award would ultimately be earned. The approved performance targets and award levels are as follows:

  35. AT-RISK EQUITY COMPENSATION

    | Three-Year Performance Period | | Three-Year Performance Period | | | 70% TSR vs. S&P 500 Equity REITs (excluding office and malls) Weighted Average | Award (as a Percentage of Target) | 30% TSR vs. Self-Storage Peers (EXR, CUBE, NSA, SMA) Weighted Average | Award (as a Percentage of Target) | | <60% | 0% | <80% | 0% | | 60% – <80% | 25% | 80% – <90% | 25% | | 80% – <100% | 75% | 90% – <100% | 75% | | 100% – <120% | 100% | 100% – <106% | 100% | | 120% – <140% | 125% | 106% – <116% | 125% | | 140% – 160% | 150% | 116% – 125% | 150% | | >160% | 200% | >125% | 200% |

  36. AT-RISK EQUITY COMPENSATION

    In setting these relative TSR performance levels, the CHC Committee considered the Company’s historical relative TSR performance as compared to both the S&P 500 Equity REITs, excluding office and malls, and the self-storage peers. The CHC Committee determined that, for the S&P 500 Equity REITs, a threshold of 60% relative TSR performance and a target level of 100% to 120% would be appropriately challenging for the Company to achieve given broader performance variability across this group, and, for the direct self-storage peers, a threshold of 80% relative TSR performance and a target level of 100% to 106% would be appropriately challenging for the Company to achieve given the Company’s historical TSR out-performance compared to this group. Additionally, given the limited number of self-storage peers and the potential impact of consolidation among the peers, the CHC Committee designated that an additional one-quarter of the 30% weighting will transition to the S&P 500 Equity REITs upon the acquisition of a self-storage peer. The CHC Committee believes that these performance awards would result in strong alignment between the interests of our NEOs and our shareholders’ recognition of value over the long term. The following table sets forth the 2025 target performance-based option / AO LTIP Unit and performance-based RSU / LTIP Unit awards granted to our NEOs:

  37. AT-RISK EQUITY COMPENSATION

    | | 2025 Target Option / AO LTIP Unit Award (Five-Year Vesting Period) | | 2025 Target RSU / LTIP Unit Award (Five-Year Vesting Period) | | | NEO | Target Value(1) | Target Number | Target Value(1) | Target Number | | Joseph D. Russell, Jr. | $1,410,000 | 22,665 | $4,230,000 | 13,588 | | H. Thomas Boyle | $850,000 | 13,663 | $2,550,000 | 8,191 | | Natalia N. Johnson | $635,000 | 10,207 | $1,905,000 | 6,119 | | Chris C. Sambar | $600,000 | 9,645 | $1,800,000 | 5,782 | | Nathaniel A. Vitan | $324,000 | 5,208 | $972,000 | 3,122 |

  38. AT-RISK EQUITY COMPENSATION

    (1) The target values reflect the dollar value of awards the CHC Committee approved in February 2025. In accordance with this approval, the approved dollar value of performance-based options / AO LTIP Units was converted into a target number of options / AO LTIP Units using a Black-Scholes model and the approved dollar value of performance-based RSUs / LTIP Units was converted into a target number of RSUs / LTIP Units using the closing price of the Company’s common shares on the grant date. The approved dollar values shown here differ from the grant date fair values reported in the Summary Compensation Table, which were calculated in accordance with FASB ASC Topic 718 using a Monte Carlo simulation that assesses the probability of satisfying the relative market performance hurdles over the remainder of the performance period and will fluctuate in value throughout the performance period depending upon the Company’s relative performance. To further align this component of NEO compensation with long-term shareholder value creation, the CHC Committee again implemented an extended vesting period for any awards that are earned upon satisfaction of the performance metrics. Three-fifths of any multi-year performance-based option / AO LTIP Unit or RSU / LTIP Unit award will vest upon achievement of the performance targets at the conclusion of the three-year performance period, with the remaining vesting ratably over the next two years.

  39. 2025 EARNED INCENTIVE COMPENSATION

    2025 EARNED INCENTIVE COMPENSATION The following is a summary of the incentive compensation earned by our NEOs for 2025. The CHC Committee believes that these awards reasonably reward our NEOs for exemplary performance through a challenging macroeconomic environment, appropriately recognize management’s contributions to the successes the Company achieved in 2025, and are consistent with the Company’s pay-for-performance compensation philosophy. 2025 Annual Cash Incentives. As described above, the 2025 annual cash incentive program was based 60% on achievement of Core FFO growth targets, 10% on achievement of NAV growth targets, and 30% on achievement of predetermined strategic management goals. With respect to the Core FFO growth metric, in 2025 the Company achieved year-over-year Core FFO growth of 1.8%, consistent with the Company’s budget. As a result of Core FFO growth being on budget, the CHC Committee approved the 2025 annual cash incentive award attributable to Core FFO at 100% of target.

  40. Nathaniel A. Vitan

    | NEO | Target Award | Total Award Achieved | Certified Annual Cash Incentive Award | | Joseph D. Russell, Jr. | $2,000,000 | 100% | $2,005,823 | | H. Thomas Boyle | $1,100,000 | 100% | $1,104,050 | | Natalia N. Johnson | $825,000 | 104% | $857,794 | | Chris C. Sambar | $1,000,000 | 100% | $1,000,000 | | Nathaniel A. Vitan | $425,000 | 100% | $425,000 |

  41. Nathaniel A. Vitan

    2023 Multi-Year Performance-Based Stock Option / AO LTIP Unit and RSU / LTIP Unit Awards. In February 2023, the CHC Committee granted each of our NEOs a combination of multi-year performance-based options and performance-based RSUs. Multi-year performance awards were adopted in response to shareholder feedback emphasizing the importance of long-term performance-based equity compensation and are a core piece of the Company’s annual NEO compensation programs. In February 2024, in connection with the Company’s reorganization into an umbrella partnership real estate investment trust (UPREIT), the CHC Committee provided our NEOs with an opportunity to substitute their outstanding equity awards, including their 2023 performance-based options and RSUs, for AO LTIP Units and LTIP Units, respectively, with substantially identical terms. Each of our NEOs elected to substitute all of his or her outstanding equity awards, including the 2023 performance-based options and RSUs. For each award (options / AO LTIP Units and RSUs / LTIP Units), the CHC Committee weighted the award 60% based on the Company’s TSR over the performance period as compared against the weighted average TSR of the Company’s direct self-storage peers (Extra Space, CubeSmart, and National Storage) and 40% based on the Company’s TSR over the performance period as compared against the weighted average TSR of the S&P 500 Equity REITs. Over the three-year performance period, the Company achieved TSR equal to 118% of the weighted average TSR of the Company’s self-storage peers and equal to 89% of the weighted average TSR of the S&P 500 Equity REITs. As a result, the CHC Committee certified performance of these goals at 150% and 25% of target, respectively.

  42. Nathaniel A. Vitan

    | | 2023 Earned Performance-Based Equity Awards | | | NEO | AO LTIP Units | LTIP Units | | Joseph D. Russell, Jr. | 40,555 | 10,520 | | H. Thomas Boyle | 34,068 | 8,837 | | Natalia N. Johnson | 25,551 | 6,584 | | Nathaniel A. Vitan | 12,986 | 3,368 |

  43. Nathaniel A. Vitan

    Three-fifths of these AO LTIP Units and LTIP Units vested on March 20, 2026 following certification of performance by the CHC Committee, and the remaining portion will vest ratably over the next two years. Other Outstanding Multi-Year Performance-Based Awards. Given that the three-year performance periods of the 2024 and 2025 multi-year performance-based option / AO LTIP Unit and RSU / LTIP Unit awards do not end until March 4, 2027 and March 4, 2028, respectively, no portion of these awards were earned in 2025. Below is the status of each of the Company’s multi-year performance-based equity awards granted since 2023:

  44. Nathaniel A. Vitan

    | Performance Period | Weighting | 2023 | | 2024 | | 2025 | | 2026 | 2027 | 2028 | Payout as % of Target | % of Performance Period Completed | | March 2023 – March 2026 Multi-Year Performance- | | | | | | | | | | | | | | Based Option/AO LTIP and RSU/LTIP Awards | | | Achieved Between Target | | | | | | | | | | | TSR v. Self-Storage REIT Competitors | 60% | | and Maximum and Somewhat | | | | | | | | 150% | 100% | | TSR v. S&P 500 REITs | 40% | | Above Threshold & 100% Earned | | | | | | | | 25% | | | Total | | | | | | | | | | | 100% | | | March 2024 – March 2027 Multi-Year Performance- | | | | | | | | | | | | | | Based Option/AO LTIP and RSU/LTIP Awards | | | | | Tracking Somewhat Above | | | | | | | | | TSR v. Self-Storage REIT Competitors | 30% | | | | Target and Somewhat Below | | | | | | 125% | 67% | | TSR v. S&P 500 REITs | 70% | | | | Target & 90% Earned | | | | | | 75% | | | Total | | | | | | | | | | | 90% | | | March 2025 – March 2028 Multi-Year Performance- | | | | | | | | | | | | | | Based Option/AO LTIP and RSU/LTIP Awards | | | | | | | Tracking at Target and | | | | | | | TSR v. Self-Storage REIT Competitors | 30% | | | | | | Somewhat Below Target & | | | | 100% | 34% | | TSR v. S&P 500 REITs | 70% | | | | | | 83% Earned | | | | 75% | | | Total | | | | | | | | | | | 83% | | | Tracking as of March 14, 2026 | | | | | | | | | | | | |

  45. STOCK OPTION GRANT POLICIES

    STOCK OPTION GRANT POLICIES In order to ensure the integrity and efficiency of the Company’s stock option award process, the CHC Committee has adopted a policy that provides that neither the Company nor any member of the Company’s management shall manipulate the timing of the public release of material information or of the grant of any stock options with the intent of benefiting the recipient of such award, and that neither the CHC Committee nor any member of management shall manipulate or knowingly permit the manipulation of exercise dates of any stock options. The policy provides, among other things, that any annual grants of stock option awards (including performance-based stock options) to executive officers shall generally be made at least five business days prior to the earlier of the Company’s public release of earnings for the previously completed fiscal year and the filing of its Annual Report on Form 10-K, or at least two business days following the filing of its Annual Report on Form 10-K. With respect to annual grants of stock option awards to trustees, the policy provides that awards shall be made immediately following the Company’s annual meeting of shareholders. The policy also provides that the grant date of any stock option shall be the date of the meeting at which the award was approved and the exercise price shall be the closing price of the Company’s common shares on the NYSE on such date or on the preceding trading day in the event the grant is approved prior to market close. In 2025, the annual grants of equity awards to executives, including performance-based stock options, were approved by the CHC Committee effective March 5, 2025. The CHC Committee takes into account nonpublic Company projections of future financial and operating results in setting the performance conditions for the performance-based equity awards.

  46. 2026 COMPENSATION OUTLOOK AND ENHANCEMENTS

    2026 COMPENSATION OUTLOOK AND ENHANCEMENTS In connection with the launch of PS4.0, the CHC Committee redesigned the 2026 compensation program consistent with the “Own It” Culture and to further align with the objective of total shareholder return outperformance. Recognizing our consistently strong “Say-on-Pay” support by investors, which most recently garnered 94.7% support “For” in 2025, the CHC Committee elected to further emphasize performance-based incentive compensation by shifting the mix of the equity component of the 2026 compensation program to be 100% tied to performance. And, in order to align the 2026 program with PS4.0’s focus on incentivizing exceptional performance, the CHC Committee expanded the performance range for the 2026 three-year equity program, with the threshold performance goal at 6% below the TSR of the relative index or peer group and the high performance goal at 6% above the TSR of the relative index or peer group, each measured on a compounded, annual basis of return. To further underscore the program’s rigor, in establishing the performance ranges for the relative TSR comparisons, the CHC Committee, with the assistance of its independent compensation consultant, examined how the Company would have fared had this program been in place across the most recent ten overlapping three-year performance periods dating back to 2014-2016. The Company would have never achieved the maximum level (the highest was 82% of maximum), and the lowest achievement was 0.3% of maximum. The following summarizes the incentive components of our 2026 compensation program for Mr. Boyle, Mr. Fisher, Ms. Johnson, Mr. Sambar, and Mr. Vitan: ▪ Annual Cash Incentive Program. The annual cash incentive program will continue to be based on a combination of financial performance metrics and management strategic goals linked to business performance metrics and key results. For 2026, there will be one financial performance metric, Core FFO growth, which will be weighted 75% (compared to 60% Core FFO growth and 10% NAV growth in 2025). The management strategic goals component will be weighted 25% (compared to 30% in 2025). Additionally, achievement of maximum performance will result in a payout at 250% of target for the Chief Executive Officer and 200% of target for the other named executive officers, in each case compared to 150% of target in 2025. ▪ Equity Awards. The equity award program was adjusted to eliminate the time-based stock options component included in the 2025 program and will comprise two components, each based on a three year (February 2026 – February 2029) performance period tied to the Company’s relative TSR performance as compared to both the MSCI US REIT index (weighted 50%) and self-storage REIT competitors (weighted 50%). Each NEO will be granted (i) 40% of his or her total equity award in performance-based stock options and (ii) 60% of his or her total award in performance-based RSUs. Achievement of maximum performance will result in a payout at 300% of target. The CHC Committee allowed each NEO to elect to receive any or all 2026 performance-based stock option awards in the form of AO LTIP Unit awards with equivalent terms and 2026 performance-based RSU awards in the form of LTIP Unit awards with equivalent terms. Each NEO has elected to receive his or her total 2026 equity award in AO LTIP Units and LTIP Units. This equity program is illustrated below.

  47. 2026 COMPENSATION OUTLOOK AND ENHANCEMENTS

    | 2026 Equity Program | | | | | | Award Components | | | Relative TSR Comparators | | | 100% | Multi-Year Performance-Based Options / AO LTIPs and RSUs / LTIPs | 40% Performance-Based Options / AO LTIPs v. Relative TSR Comparators | 50% | MSCI US REIT Index | | | | 60% Performance-Based RSUs / LTIPs v. Relative TSR Comparators | | | | | | | 50% | Self-Storage REIT Competitors |

  48. 2026 COMPENSATION OUTLOOK AND ENHANCEMENTS

    Promotion and New-Hire Awards. In connection with Mr. Boyle’s and Mr. Fisher’s respective appointments as Chief Executive Officer and President, Chief Financial Officer described in the Public Storage Highlights section under the heading “PS4.0 and Leadership Transition,” beginning on page 10 of this proxy statement, the CHC Committee set Mr. Boyle’s and Mr. Fisher’s 2026 salaries at $1,000,000 and $600,000, respectively. Additionally, Mr. Boyle was granted a time-based AO LTIP Unit award of a number of AO LTIP Units having a grant date fair value of $10 million and Mr. Fisher was granted a time-based AO LTIP Unit award of a number of AO LTIP Units having a grant date fair value of $3 million. These AO LTIP Unit awards have a conversion price of $350 per unit (a 20% premium to the closing price of the Company’s common shares on the grant date) and vest over eight years, with 60% of each award vesting on the sixth anniversary of the grant date and the remaining 40% vesting ratably over the following two years. 2026 Compensation Program Summary. The following summarizes the key elements of our the 2026 named executive officer compensation program approved by the CHC Committee:

  49. 2026 COMPENSATION OUTLOOK AND ENHANCEMENTS

    | Compensation Type | | Pay Element | 2026 Executive Compensation Program Design(1) | | Fixed Pay | Cash Compensation | Base Salary | ▪ Base salaries are as follows: Mr. Boyle – $1,000,000; Mr. Fisher – $600,000; Ms. Johnson – $625,000; Mr. Sambar – $800,000; and Mr. Vitan – $425,000 | | At-Risk Pay | | Annual Performance-Based Cash Incentive Program | ▪ Eligibility will be based on two criteria: (i) Core FFO growth (75% weighting) and (ii) management strategic goals linked to business performance metrics and key results (25% weighting) ▪ Maximum payout: 250% of target for Mr. Boyle; 200% of target for other named executive officers ▪ Targets are as follows: Mr. Boyle – $2,000,000; Mr. Fisher – $1,400,000; Ms. Johnson – $825,000; Mr. Sambar – $1,000,000; and Mr. Vitan – $425,000 | | | Equity Compensation | Multi-Year Performance-Based Stock Options / AO LTIP Units and RSUs / LTIP Units | ▪ Program and eligibility will be based on relative TSR performance as measured against (i) the MSCI US REIT index (50% weighting) and (ii) self-storage REIT competitors (50% weighting) ▪ 40% of each NEO’s total equity award will be in the form of performance-based AO LTIP Units and 60% of the award will be in the form of performance-based LTIP Units ▪ Maximum payout: 300% of target ▪ 60% of earned awards will vest at the conclusion of the three year (February 2026 – February 2029) performance period, with the remaining vesting ratably over the next two years ▪ The target dollar value of performance-based AO LTIP Unit and LTIP Unit awards subject to the above performance vesting conditions are as follows: Mr. Boyle – $4,000,000 of AO LTIP Units and $6,000,000 of LTIP Units; Mr. Fisher – $1,600,000 of AO LTIP Units and $2,400,000 of LTIP Units; Ms. Johnson – $1,270,000 of AO LTIP Units and $1,905,000 of LTIP Units; Mr. Sambar – $1,200,000 of AO LTIP Units and $1,800,000 of LTIP Units; and Mr. Vitan – $648,000 of AO LTIP Units and $972,000 of LTIP Units |

  50. EXECUTIVE COMPENSATION TABLES

    | Name and Principal Position | Year | Salary | Bonus | Stock Awards(1) | Option Awards(2) | Non-Equity Incentive Plan Compensation(3) | All Other Compensation(4) | Total | | Joseph D. Russell, Jr. | 2025 | $1,000,000 | $— | $3,982,371 | $2,907,583 | $2,005,823 | $14,000 | $9,909,777 | | President and Chief | 2024 | 1,000,000 | — | 4,010,813 | 2,882,613 | 1,590,000 | 18,800 | 9,502,226 | | Executive Officer | 2023 | 900,000 | — | 3,165,047 | 2,473,044 | 2,220,000 | 18,200 | 8,776,291 | | H. Thomas Boyle | 2025 | $725,000 | $— | $2,400,618 | $1,752,792 | $1,104,050 | $206,540 | $6,189,000 | | Chief Financial and | 2024 | 650,000 | — | 2,417,777 | 1,737,742 | 820,000 | 13,800 | 5,639,319 | | Investment Officer | 2023 | 600,000 | — | 2,658,700 | 2,077,467 | 994,500 | 13,200 | 6,343,867 | | Natalia N. Johnson | 2025 | $625,000 | $— | $1,793,357 | $1,309,441 | $857,794 | $14,000 | $4,599,592 | | Chief Administrative | 2024 | 565,000 | — | 1,806,111 | 1,298,190 | 716,000 | 13,800 | 4,399,101 | | Officer | 2023 | 530,000 | — | 1,980,862 | 1,558,100 | 791,000 | 13,200 | 4,873,162 | | Chris C. Sambar(5) | 2025 | $800,000 | $— | $1,694,589 | $1,237,285 | $1,000,000 | $5,333 | $4,737,207 | | Chief Operating | 2024 | 166,667 | 1,000,000 | 7,338,227 | — | — | — | 8,504,894 | | Officer | | | | | | | | | | Nathaniel A. Vitan | 2025 | $425,000 | $— | $914,996 | $668,119 | $425,000 | $14,000 | $2,447,115 | | Chief Legal Officer and | 2024 | 425,000 | — | 921,740 | 662,386 | 363,375 | 13,800 | 2,386,301 | | Corporate Secretary | 2023 | 425,000 | — | 1,013,296 | 791,886 | 361,250 | 13,200 | 2,604,632 |

  51. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL Payments upon Termination. We do not have employment agreements with any NEO that provide for future payments upon termination of employment with the Company. We do not have a formal severance policy for payments upon termination of employment, whether through voluntary or involuntary termination, other than as specifically set forth in our 2021 Plan (and applicable predecessor plans), 401(k) Plan, Retirement Equity Vesting Policy, or as required by law. Subject to the special circumstances noted below, the following indicates our general practice: ▪ any vested stock options/AO LTIP Units following a voluntary termination of employment must be exercised within 90 days following the individual’s last date of employment (but before the termination date of the option); any vested stock options/AO LTIP Units following an involuntary termination of employment must be exercised within one year (or 30 days in the case of a termination for cause) following the individual’s last date of employment (but before the termination date of the option/AO LTIP Unit); all unvested stock options/AO LTIP Units and/or RSUs/LTIP Units following a termination of employment are forfeited; and ▪ accrued and unused vacation pay is paid in a lump sum. Payments upon Death or Disability. In the event of the death or permanent and total disability of an NEO: ▪ all outstanding unvested time-based stock options/AO LTIP Units and unvested time-based RSUs/LTIP Units accelerate and vest upon the officer’s death or permanent and total disability; ▪ all outstanding unvested performance-based stock options/AO LTIP Units and unvested performance-based RSUs/LTIP Units vest based on target performance if within the performance period and actual performance if the performance period has been completed; ▪ all such stock options/AO LTIP Units may be exercised during the one-year period following the date of death or permanent and total disability (but before the termination date of the option/AO LTIP Unit); and ▪ the officer or his/her estate will receive payments under Public Storage’s life insurance program or disability plan, as applicable. Payments upon Retirement. NEOs participate in our Retirement Equity Vesting Policy on the same terms as other employees. The Retirement Equity Vesting Policy is intended to recognize long-tenured employees who have contributed to the growth and success of the Company. Specifically, in the event of an NEO’s qualifying retirement: ▪ all outstanding unvested time-based stock options/AO LTIP Units and unvested time-based RSUs/LTIP Units accelerate and vest on the date of retirement; ▪ all outstanding unvested performance-based stock options/AO LTIP Units and unvested performance-based RSUs/LTIP Units (i) will be forfeited if the NEO retires prior to the end of the first year of the performance period; (ii) will continue to vest through the end of the performance period based on actual performance, with the earned amount pro-rated for the number of days the NEO worked for the Company during such period if the NEO retires during the performance period on or after the first year of the performance period; or (iii) will vest based on actual performance if the NEO retires after the end of the performance period; and all such vested stock options/AO LTIP Units may be exercised during the three-year period following the date of retirement or the date the CHC Committee determines the achievement of the performance targets, whichever is later (but before the termination date of the option/AO LTIP Unit). In order for an NEO to be eligible for potential acceleration of equity award vesting under the Retirement Equity Vesting Policy, all eligibility conditions must be satisfied, including: (1) the NEO must be at least 55 years old and have been in service for at least 10 years, and the sum of the employee’s age and total years of service must be at least 80; (2) the NEO must provide at least 12 months’ prior written notice of his or her intention to retire; (3) the NEO must enter into a written separation agreement; and (4) the Equity Awards Committee of the Board must, in its sole discretion, approve the application of the Retirement Equity Vesting Policy to the NEO. Payments upon Change in Control. Under the 2021 Plan, the vesting of outstanding awards will not accelerate unless two conditions are met. First, the Company must experience a qualifying change in control. Second, one of the following conditions must also be met: (a) for a change of control where such awards will be assumed or continued by the surviving entity, the holder’s employment must be terminated without “cause” (as defined in the 2021 Plan) within one year following the change of control, or (b) such awards must be terminated in connection with the change of control. If the awards are to be terminated in connection with a change of control, then: ▪ all outstanding unvested time-based stock options/AO LTIP Units and unvested time-based RSUs/LTIP Units will be deemed to accelerate and vest immediately prior to the change of control; and ▪ all performance goals and conditions with respect to outstanding unvested performance-based stock options/AO LTIP Units and unvested performance-based RSUs/LTIP Units shall be deemed to have been satisfied immediately prior to the occurrence of such change of control based on either actual performance as of a date reasonably close to the date of the change of control or target performance, as determined by the CHC Committee in its sole discretion, and such awards shall become payable pro-rata based on the portion of the applicable performance period completed as of the change of control. A “change of control” is defined in the plan to include generally the following: ▪ the dissolution or liquidation of Public Storage or merger in which Public Storage does not survive; ▪ the sale of substantially all Public Storage assets; ▪ merger in which the Company is the surviving corporation but after which the Company’s shareholders immediately prior to such merger cease to own their shares or other equity interest in the Company; or any transaction that results in any person or entity owning 30% or more of the combined voting power of all classes of our shares. Estimated Value of Accelerated Awards. The following table shows the estimated value of the acceleration of vesting of unvested equity awards pursuant to the termination events described above that trigger acceleration assuming the event occurred as of December 31, 2025, and using the value of our common shares on December 31, 2025 (the last trading day of the year) of $259.50 per share.

  52. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Name | Value of all outstanding unvested options/AO LTIP Units(1) | Value of all outstanding unvested RSUs/LTIP Units(2) | Total | | Joseph D. Russell, Jr. | | | | | Death or Disability Termination | $913,116 | $14,237,209 | $15,150,325 | | Qualifying Retirement | 913,116 | 8,188,263 | 9,101,379 | | Termination on Change of Control | 913,116 | 8,188,263 | 9,101,379 | | All Other Terminations | — | — | — | | H. Thomas Boyle | | | | | Death or Disability Termination | $741,958 | $9,505,227 | $10,247,185 | | Qualifying Retirement(3) | — | — | — | | Termination on Change of Control | 741,958 | 5,723,013 | 6,464,971 | | All Other Terminations | — | — | — | | Natalia N. Johnson | | | | | Death or Disability Termination | $570,762 | $6,883,239 | $7,454,001 | | Qualifying Retirement(3) | — | — | — | | Termination on Change of Control | 570,762 | 4,058,580 | 4,629,342 | | All Other Terminations | — | — | — | | Chris C. Sambar | | | | | Death or Disability Termination | $— | $3,985,401 | $3,985,401 | | Qualifying Retirement(3) | — | — | — | | Termination on Change of Control | — | 2,484,972 | 2,484,972 | | All Other Terminations | — | — | — | | Nathaniel A. Vitan | | | | | Death or Disability Termination | $570,762 | $4,162,121 | $4,732,883 | | Qualifying Retirement(3) | — | — | — | | Termination on Change of Control | 570,762 | 2,720,339 | 3,291,101 | | All Other Terminations | — | — | — |

  53. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    (1) Represents the difference, if positive, between the exercise price of unvested options/AO LTIP Units that would be accelerated as a result of the termination and the closing price of our common shares on the NYSE on December 31, 2025. If the exercise price exceeds the closing price of our common shares on the NYSE on December 31, 2025, then the value presented is zero. (2) Represents the number of unvested RSUs/LTIP Units that would be accelerated as a result of the termination multiplied by $259.50, the closing price of our common shares on the NYSE on December 31, 2025. Does not meet the conditions for a qualifying retirement as of December 31, 2025.

  54. PAY RATIO DISCLOSURE

    PAY RATIO DISCLOSURE SEC rules require us to disclose the ratio of annual total compensation of our CEO, Joseph D. Russell, Jr., to the annual total compensation of our median employee (excluding Mr. Russell). As of December 31, 2025, we had 5,767 talented and dedicated employees performing the following functions: ▪ Approximately 84% (4,836) of our employees work at one of our self-storage facilities serving our customers. We generally pay these on-site Property Managers on an hourly basis. The median annual total compensation for these employees in 2025 was $35,994. ▪ Approximately 6% (335) of our employees manage on-site Property Managers and assist them in providing our customers superior service. The median annual total compensation for these employees in 2025 was $128,184. ▪ Approximately 3% (163) of our employees work in our call centers and assist potential customers and existing customers. The median annual total compensation for these employees in 2025 was $60,845. ▪ Approximately 7% (433) of our employees are corporate employees, including our executive management team and our finance, legal, information technology, and human resources personnel. The median annual total compensation for these employees in 2025 was $140,102. The ratio presented below is a reasonable estimate calculated in a manner consistent with SEC rules. We selected the median employee based on the 5,767 full-time and part-time workers employed by the Company and its consolidated subsidiaries as of December 31, 2025. In identifying our median employee, we used annual base wages, and for those employees who were employed by us for less than the full fiscal year, we annualized their compensation. We did not apply any cost-of-living adjustments as part of the calculation. Based on these calculations, our median employee is one of our 4,836 employees who work at one of our self-storage facilities serving our customers. This employee is paid on an hourly basis. The 2025 annual total compensation for our median employee as determined based on SEC rules was $38,819. The 2025 annual total compensation for our CEO as determined based on SEC rules was $9,909,777. The ratio of our CEO’s annual total compensation to our median employee’s total compensation for fiscal year 2025 is 255 to 1.

  55. PAY VERSUS PERFORMANCE TABLES

    PAY VERSUS PERFORMANCE TABLES The following table sets forth information concerning the compensation paid to our CEO and to our other NEOs compared to Company performance for the years ended December 31, 2025, 2024, 2023, 2022, and 2021.

  56. PAY VERSUS PERFORMANCE TABLES

    | | Summary Compensation Table Total Pay | | Average Summary Compensation Table Total Pay for | Average CAP to | Value of Initial Fixed $100 Investment Based on: | | GAAP Net | Core FFO | | Year | for CEO(1)(2) | CAP to CEO(3) | Other NEOs(1)(2) | Other NEOs(3) | TSR | Peer TSR(4) | Income(5) | per share(6) | | 2025 | $9,909,777 | $2,398,542 | $4,493,229 | $531,437 | $139 | $127 | $1,797,032 | $16.97 | | 2024 | 9,502,226 | 5,044,001 | 5,232,404 | 2,943,853 | 154 | 124 | 2,084,410 | 16.67 | | 2023 | 8,776,291 | 11,147,987 | 3,753,576 | 4,390,198 | 151 | 118 | 2,160,120 | 16.89 | | 2022 | 9,201,442 | (1,902,305) | 4,844,366 | (2,183,334) | 133 | 106 | 4,366,274 | 15.92 | | 2021 | 10,358,153 | 41,035,570 | 5,944,502 | 25,331,675 | 167 | 141 | 1,959,639 | 12.93 |

  57. PAY VERSUS PERFORMANCE TABLES

    (1) The CEO for each year shown in the table was Joseph D. Russell, Jr. and the other NEOs were H. Thomas Boyle, Natalia N. Johnson, and Nathaniel A. Vitan. Chris C. Sambar, who joined the Company in October 2024, is included as an “other NEO” in 2024 and 2025 and David Lee, who resigned in August 2023, is included as an “other NEO” for 2023. (2) The 2021 values reflected in this column reflect both the grant date fair value of the 2021 performance-based RSU awards and the value attributable to COVID-19 related modifications made by the CHC Committee in 2021 to the 2020 performance-based RSU awards. (3) Compensation actually paid (“CAP”) is defined by the SEC and is computed in accordance with SEC rules by subtracting the amounts in the “Stock Awards” and “Option Awards” columns of the SCT for each year from the “Total” column of the SCT and then: (i) adding the fair value as of the end of the reported year of all awards granted during the reporting year that are outstanding and unvested as of the end of the reporting year; (ii) adding the amount equal to the change as of the end of the reporting year (from the end of the prior year) in fair value (whether positive or negative) of any awards granted in any prior year that are outstanding and unvested as of the end of the reporting year; (iii) adding, for awards that are granted and vest in the reporting year, the fair value as of the vesting date; (iv) adding the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value (whether positive or negative) of any awards granted in any prior year for which all applicable vesting conditions were satisfied at the end of or during the reporting year; (v) subtracting, for any awards granted in any prior year that are forfeited during the reporting year, the amount equal to the fair value at the end of the prior year; and (vi) adding the value of any dividends (or dividend equivalents) paid in the reporting year on unvested equity awards. The following tables reflect the adjustments made to SCT total compensation for 2025 to compute CAP for our CEO and average CAP for our other NEOs:

  58. PAY VERSUS PERFORMANCE TABLES

    | | SCT Total Pay | Minus SCT Equity Awards | Plus Value of New Unvested Awards | Plus Change in Value of Prior Years Unvested Awards | Plus Value of New Vested Awards | Plus Change in Value of Prior Years Vested Awards | Minus Value of Forfeited Prior Years Awards | Plus Dividends on Unvested Awards/ Accrued Dividends | Equals CAP | | CEO | $9,909,777 | $6,889,954 | $4,398,949 | $(5,230,106) | $— | $(516,305) | $— | $726,181 | $2,398,542 | | Other NEOs (Average) | $4,493,229 | $2,942,799 | $1,878,849 | $(2,939,138) | $— | $(282,105) | $— | $323,401 | $531,437 |

  59. PAY VERSUS PERFORMANCE TABLES

    (4) Reflects the cumulative TSR of the Company and the NAREIT Equity Index for the year ended December 31, 2021, the two years ended December 31, 2022, the three years ended December 31, 2023, the four years ended December 31, 2024, and the five years ended December 31, 2025 assuming a $100 investment at the closing price on December 31, 2020 and the reinvestment of all dividends. (5) Amounts in thousands. (6) Core FFO per share is a non-GAAP measure. Refer to pages 26-27 of our 2025 Annual Report on Form 10-K filed on February 12, 2026 for information regarding Core FFO per share, including a reconciliation to GAAP earnings per share. Share Price Volatility Impact On CAP. The SEC definition of CAP includes changes over the reporting year in the value of unvested equity awards that still remain subject to forfeiture at the end of the year. The fair values of our performance-based stock options/AO LTIP Units, as calculated in accordance with the SEC definition, are very sensitive to changes in stock price, and during periods of significant share volatility the fair values of these awards can change dramatically from year to year. During these periods of volatility, the CAP for the reporting year can be significantly different (higher or lower) than the SCT total pay for that year. CAP Compared to Realized Pay. The CAP data set forth in the table above does not reflect amounts actually realized by our NEOs. A significant portion of the CAP amounts shown relate to changes in values of unearned or unvested awards over the course of the reporting year. These unvested awards remain subject to significant risk from forfeiture conditions and possible future declines in value based on changes in our share price. Specifically, as described in detail in the “Compensation Discussion and Analysis” section above, our performance equity awards are subject to multi-year performance conditions tied to relative TSR and financial performance metrics, and all our equity awards are further subject to lengthy time-based vesting conditions that exceed peer practices. The ultimate values actually realized by our NEOs from these unvested equity awards, if any, will not be determined until the awards fully vest and, in the case of options/AO LTIP Units, are exercised, and, in the case of AO LTIP Units and LTIP Units, are booked-up and converted into common shares or cash. The following table illustrates the significant difference between CAP and realized pay, in each case as compared to SCT total pay. Realized pay as set forth in this table is the aggregate value of cash compensation paid (computed consistently with SCT total pay and CAP), the value of dividends and dividend equivalents paid on unvested equity awards (computed consistently with CAP), and the fair value at the vesting date of stock awards that fully vest in the reporting year and the intrinsic value at the vesting date (i.e., the value that would be realized on immediate exercise and/or conversion on the vesting date) of option awards and/or AO LTIP Unit and LTIP Unit awards that fully vest in the reporting year.

  60. PAY VERSUS PERFORMANCE TABLES

    | | CEO | | | Other NEOs (Average) | | | | Year | SCT Total Pay | Realized Pay | CAP | SCT Total Pay | Realized Pay | CAP | | 2025 | $9,909,777 | $11,644,163 | $2,398,542 | $4,493,229 | $5,714,037 | $531,437 | | 2024 | 9,502,226 | 11,255,379 | 5,044,001 | 5,232,404 | 5,848,573 | 2,943,853 | | 2023 | 8,776,291 | 11,298,478 | 11,147,987 | 3,753,576 | 4,775,273 | 4,390,198 | | 2022 | 9,201,442 | 5,431,540 | (1,902,305) | 4,844,366 | 2,590,905 | (2,183,334) | | 2021 | 10,358,153 | 3,845,336 | 41,035,570 | 5,944,502 | 2,231,378 | 25,331,675 |

  61. PAY VERSUS PERFORMANCE TABLES

    Relationship of CAP to Performance. The following graphs illustrate the relationship during 2021 to 2025 of the CAP for our CEO and the average CAP for our other NEOs (each as set forth in the table above), to (i) our cumulative TSR and the cumulative TSR of the constituent companies in the NAREIT Equity Index, (ii) our GAAP net income, and (iii) our Core FFO per share (in each case as set forth in the table above). Financial Performance Measures. The most important financial performance measures used by the Company in setting pay-for-performance compensation for the most recently completed year are described in the table below. The manner in which these measures, together with certain non-financial performance measures, determine the amounts of incentive compensation paid to our NEOs is described above in the “Compensation Discussion and Analysis” section of this proxy statement.

  62. PAY VERSUS PERFORMANCE TABLES

    | Significant Financial Performance Measures | | Core FFO Per Share Growth | | TSR Performance (versus the TSR of the S&P 500 Equity REITs) | | TSR Performance (versus the Company’s Self-Storage REIT Competitors) |