Public Storage — Director's Dealing 2024

Feb 28, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Public Storage (PSA)
CIK: 0001393311
Period of Report: 2024-02-26

Reporting Person: Johnson Natalia (Chief Administrative Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-02-26	Common Shares	D	11310	—	Disposed	8110	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-02-26	LTIP Units	$	A	11310	Acquired		Common Shares (11310)	Direct
2024-02-26	Stock Option (Right to Buy)	$225.38	D	10327	Disposed	2026-08-04	Common Shares (10327)	Direct
2024-02-26	AO LTIP Units	$	A	10327	Acquired	2026-08-04	Common Shares (10327)	Direct
2024-02-26	Stock Option (Right to Buy)	$207.52	D	10327	Disposed	2029-03-07	Common Shares (10327)	Direct
2024-02-26	AO LTIP Units	$	A	10327	Acquired	2029-03-07	Common Shares (10327)	Direct
2024-02-26	Stock Option (Right to Buy)	$221.68	D	64546	Disposed	2030-03-05	Common Shares (64546)	Direct
2024-02-26	AO LTIP Units	$	A	64546	Acquired	2030-03-05	Common Shares (64546)	Direct
2024-02-26	Stock Option (Right to Buy)	$222.66	D	77456	Disposed	2031-02-15	Common Shares (77456)	Direct
2024-02-26	AO LTIP Units	$	A	77456	Acquired	2031-02-15	Common Shares (77456)	Direct

Footnotes

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.