Paul S. Williams - Mar 5, 2024 Form 4 Insider Report for Public Storage (PSA)

Role: Director
Signature: /s/ Steven C. Babinski, Attorney-in-Fact
Stock symbol: PSA
Transactions as of: Mar 5, 2024
Transactions value $: $0
Form type: 4
Date filed: 3/6/2024, 07:19 PM
Previous filing: Mar 1, 2024
Next filing: Apr 3, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	PSA	Common Shares						835	Mar 5, 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	Stock Option (Right to Buy)	Disposed to Issuer		-15.5K	-100%		0	Mar 5, 2024	Common Shares	15.5K	$223.61	Direct	F2
transaction	PSA	AO LTIP Units	Award		+15.5K			15.5K	Mar 5, 2024	Common Shares	15.5K		Direct	F3
transaction	PSA	Stock Option (Right to Buy)	Disposed to Issuer		-5.16K	-100%		0	Mar 5, 2024	Common Shares	5.16K	$266.40	Direct	F4
transaction	PSA	AO LTIP Units	Award		+5.16K			5.16K	Mar 5, 2024	Common Shares	5.16K		Direct	F5
transaction	PSA	Stock Option (Right to Buy)	Disposed to Issuer		-5.16K	-100%		0	Mar 5, 2024	Common Shares	5.16K	$386.32	Direct	F6
transaction	PSA	AO LTIP Units	Award		+5.16K			5.16K	Mar 5, 2024	Common Shares	5.16K		Direct	F7
transaction	PSA	Stock Option (Right to Buy)	Disposed to Issuer		-5K	-100%		0	Mar 5, 2024	Common Shares	5K	$286.81	Direct	F8
transaction	PSA	AO LTIP Units	Award		+5K			5K	Mar 5, 2024	Common Shares	5K		Direct	F9

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Includes 835 deferred share units.
F2	This option was previously reported as an option for 15,000 common shares, par value $0.10 per share ("Common Shares"), of Public Storage (the "Company") at an exercise price of $230.93, but, pursuant to antidilution 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 March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "First 2021 Canceled Option").
F3	In exchange for the First 2021 Canceled Option, the reporting person received a replacement award of membership interests in Public Storage OP, L.P. ("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 ("LTIP Units") of Public Storage OP, which LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The LTIP Units 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 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.
F4	This option was previously reported as an option for 5,000 Common Shares at an exercise price of $275.12, but, pursuant to anti-dilution provisions of the Company's 2021 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "Second 2021 Canceled Option").
F5	In exchange for the Second 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.
F6	This option was previously reported as an option for 5,000 Common Shares at an exercise price of $398.97, but, pursuant to anti-dilution provisions of the Company's 2021 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2022 Canceled Option").
F7	In exchange for the 2022 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.
F8	On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2023 Canceled Option").
F9	In exchange for the 2023 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.