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Public Storage Board/Management Information 2021

Jan 19, 2021

30014_rns_2021-01-19_542f6dab-f1f2-4272-bde0-cff246fa5035.zip

Board/Management Information

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): January 18, 2021

PUBLIC STORAGE

(Exact name of registrant as specified in its charter)

Maryland 001-33519 95-3551121
(State or other jurisdiction of incorporation) (Commission File Number) (IRS. Employer Identification No.)
701 Western Avenue , Glendale , California 91201-2349
(Address of principal executive offices) (Zip Code)

( 818 ) 244-8080

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Class Trading Symbol Name of exchange on which registered
Common Shares, $0.10 par value PSA New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 5.400% Cum Pref Share, Series B, $0.01 par value PSAPrB New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 5.125% Cum Pref Share, Series C, $0.01 par value PSAPrC New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.950% Cum Pref Share, Series D, $0.01 par value PSAPrD New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.900% Cum Pref Share, Series E, $0.01 par value PSAPrE New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 5.150% Cum Pref Share, Series F, $0.01 par value PSAPrF New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 5.050% Cum Pref Share, Series G, $0.01 par value PSAPrG New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 5.600% Cum Pref Share, Series H, $0.01 par value PSAPrH New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.875% Cum Pref Share, Series I, $0.01 par value PSAPrI New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.700% Cum Pref Share, Series J, $0.01 par value PSAPrJ New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.750% Cum Pref Share, Series K, $0.01 par value PSAPrK New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.625% Cum Pref Share, Series L, $0.01 par value PSAPrL New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.125% Cum Pref Share, Series M, $0.01 par value PSAPrM New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 3.875% Cum Pref Share, Series N, $0.01 par value PSAPrN New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 3.875% Cum Pref Share, Series O, $0.01 par value PSAPrO New York Stock Exchange
0.875% Senior Notes due 2032 PSA32 New York Stock Exchange
0.875% Senior Notes due 2026 PSA26 New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

Explanatory Note

This Amendment No. 1 on Form 8-K/A amends the Current Reports on Form 8-K filed on December 14, 2020 and January 5, 2020 (the “Original Filings”) by Public Storage (the “Company”). The Original Filings reported, among other items, the appointments of Shankh S. Mitra, David J. Neithercut, Paul Williams, Rebecca Owen, and Michelle Millstone-Shroff to the Company’s Board of Trustees (the “Board”). At the time of the Original Filings, the Board had not made any determinations regarding committee assignments for Messrs. Mitra, Neithercut, and Williams, and Mses. Owen and Shroff. The Company hereby amends the Original Filings to include information on committee assignments for Messrs. Neithercut and Williams, and Mses. Owen and Shroff in Item 5.02 below. Other than providing the additional information in Item 5.02 below, no other disclosure in the Original Filings is amended by this Form 8-K/A.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 18, 2021, the Board approved the committee assignments for Messrs. Neithercut and Williams, and Mses. Owen and Shroff. In conjunction with these assignments, the Board also made certain other changes to the committee and Chair assignments, such that effective January 18, 2021, the committees of the Board comprise the following:

Audit Committee

Kristy M. Pipes (Chair)

Rebecca Owen

Avedick B. Poladian

Tariq M. Shaukat

Compensation Committee

Avedick B.. Poladian (Chair)

Michelle Millstone-Shroff

Ronald P. Spogli

Paul S. Williams

Nominating/Corporate Governance Committee

Ronald P. Spogli (Chair)

Leslie S. Heisz

David J. Neithercut

Kristy M. Pipes

Paul S. Williams

SIGNATURES

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

By: /s/ Nathaniel A. Vitan
Nathaniel A. Vitan
Date: January 19, 2021 Senior Vice President, Chief Legal Officer & Corporate Secretary