Natalia Johnson - Feb 26, 2024 Form 4 Insider Report for Public Storage (PSA)

Signature
/s/ Nathaniel A. Vitan, Attorney-in-Fact
Stock symbol
PSA
Transactions as of
Feb 26, 2024
Transactions value $
$0
Form type
4
Date filed
2/28/2024, 07:15 PM
Previous filing
Feb 20, 2024
Next filing
Mar 7, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PSA Common Shares Disposed to Issuer $0 -11.3K -58.24% $0.00 8.11K Feb 26, 2024 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PSA LTIP Units Award +11.3K 11.3K Feb 26, 2024 Common Shares 11.3K Direct F2
transaction PSA Stock Option (Right to Buy) Disposed to Issuer -10.3K -100% 0 Feb 26, 2024 Common Shares 10.3K $225.38 Direct F3
transaction PSA AO LTIP Units Award +10.3K 10.3K Feb 26, 2024 Common Shares 10.3K Direct F4
transaction PSA Stock Option (Right to Buy) Disposed to Issuer -10.3K -100% 0 Feb 26, 2024 Common Shares 10.3K $207.52 Direct F5
transaction PSA AO LTIP Units Award +10.3K 10.3K Feb 26, 2024 Common Shares 10.3K Direct F6
transaction PSA Stock Option (Right to Buy) Disposed to Issuer -64.5K -100% 0 Feb 26, 2024 Common Shares 64.5K $221.68 Direct F7
transaction PSA AO LTIP Units Award +64.5K 64.5K Feb 26, 2024 Common Shares 64.5K Direct F8
transaction PSA Stock Option (Right to Buy) Disposed to Issuer -77.5K -100% 0 Feb 26, 2024 Common Shares 77.5K $222.66 Direct F9
transaction PSA AO LTIP Units Award +77.5K 77.5K Feb 26, 2024 Common Shares 77.5K Direct F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These restricted share units (the "RSUs") in respect of common shares, par value $0.10 per share ("Common Shares"), of Public Storage (the "Company") were previously granted to the reporting person and provided for time-based vesting. On February 26, 2024, the Company canceled the unvested RSUs upon surrender to the Company by the reporting person (the "Canceled RSUs").
F2 In exchange for the Canceled RSUs, the reporting person received a replacement award of membership interests in Public Storage OP, L.P. ("Public Storage OP"), a subsidiary of the Company, designated as LTIP Units ("LTIP Units"), which LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The vesting schedule for each LTIP Unit is the same as the vesting schedule for the corresponding Canceled RSU. The LTIP Units, if and as they become vested, are convertible, conditioned upon the satisfaction of minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into Common Units in Public Storage OP ("OP Units"). The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
F3 This option was previously reported as an option for 10,000 common shares at an exercise price of $232.76, but, pursuant to anti-dilution provisions of the Company's 2016 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On February 26, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2016 Canceled Option").
F4 In exchange for each 2016 Canceled Option, the reporting person received a replacement award of membership interests in Public Storage OP designated as AO LTIP Units ("AO LTIP Units"), which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
F5 This option was previously reported as an option for 10,000 common shares at an exercise price of $214.32, but, pursuant to anti-dilution provisions of the Company's 2016 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On February 26, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2019 Canceled Option").
F6 In exchange for each 2019 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
F7 On February 26, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2020 Canceled Option").
F8 In exchange for each 2020 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
F9 On February 26, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2021 Canceled Option").
F10 In exchange for each 2021 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.