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Public Storage

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FY2023 Annual Report · Public Storage
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PUBLIC STORAGE

2 0 2 3

A N N U A L 

R E P O R T

WA
107

OR
45 

NV
33

CA
444

HIHH
2122

ID
7 

UT
13

AZ
60 

CO
87

MN
68

IA
 1

MO
44

LA
14

NE
10

KS
24

OK
48

TX
 455

WI
15

IMII
61

IL

IN OH
137 54 65

KY
17

TN
52

AL
31

GA
127

MS
5

HHNHH
2222

NY
73

PA
37

VA
  120
NC
110

SC
81

MA
RI
CT

29
4
15

NJ
DE
MD

67
5
105

SWEDENENN
N
39

DENMARKKK
NNMANN
NMANMAR
10

FL
 3
   33 360

UNITED
UNITED
UUNITED
KINGDOM
KINGDOM
KINGDOM
43

NETHERRERREREHHERRRLALALLLAALALALLLALAARRRRRR NNNDSNDAAAAA
67
BELBELBELELELLLELELGGGIUGIUUUMU
21

GERMANNNYNY
30

FRANCE
65

P R O P E RT I E S (as of December 31, 2023)

Number 
of Properties

Net Rentable
Square Feet

Number 
of Properties

Net Rentable
Square Feet

Public Storage
Alabama
Arizona
California
Colorado
Connecticut
Delaware
Florida
Georgia
Hawaii
Idaho
Illinois
Indiana
Iowa
Kansas
Kentucky
Louisiana
Maryland
Massachusetts
Michigan
Minnesota
Mississippi
Missouri
Nebraska
Nevada
New Hampshire
New Jersey
New York
North Carolina

31
60
444
87
15
5
360
127
12
7
137
54
1
24
17
14
105
29
61
68
5
44
10
33
2
67
73
110

1,457,000
4,275,000
31,419,000
6,468,000
985,000
324,000
 25,038,000
8,555,000
890,000
669,000
8,930,000
3,585,000
59,000
1,538,000
1,009,000
1,011,000
7,782,000
2,052,000
4,387,000
5,425,000
449,000
2,919,000
882,000
2,305,000
132,000
4,651,000
5,122,000
8,110,000

Public Storage (cont.)
Ohio
Oklahoma
Oregon
Pennsylvania
Rhode Island
South Carolina
Tennessee
Texas
Utah
Virginia
Washington
Wisconsin

65
48
45
37
4
81
52
455
13
120
107
15

4,415,000
3,502,000
2,618,000
2,685,000
248,000
5,031,000
3,228,000
38,668,000
800,000
7,894,000
7,586,000
968,000

3,044

218,071,000

Shurgard Self Storage Limited
Belgium
Denmark
France
Germany
Netherlands
Sweden
United Kingdomg

21 
10 
65 
30 
67 
39 
43
275

1,260,000
572,000
3,495,000
1,585,000
3,624,000
2,105,000
2,327,000
14,968,000

Total

3,319

233,039,000

CHAIRMAN’S LETTER

Fellow Stakeholders,

In 2023, our businesses performed well amidst an uncertain macroeconomic environment after two
years of record self-storage industry growth. Both individually and collectively, Public Storage and
Shurgard (Euronext Brussels: SHUR) achieved record revenues and net operating income in their
core self-storage and ancillary businesses (primarily tenant reinsurance).

Below are the key figures for these businesses. At year-end 2023, Public Storage owned 35% of
Shurgard, the largest owner and operator of self-storage properties in Europe. While our interest is
significant, Shurgard is a separate company with its own management and Board of Directors, the
majority of which are independent. The figures below are presented on a combined basis to help you
better understand our performance.

Combined Revenues1

(Amounts in millions)

U.S. self-storage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
European self-storage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ancillary businesses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,260
342
298

$

3,946
316
275

$

3,204
283
250

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

4,900

$

4,537

$

3,737

2023

2022

2021

Combined Net Operating Income1

(Amounts in millions)

2023

2022

2021

U.S. self-storage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
European self-storage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ancillary businesses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,198
212
207

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

3,617

Public Storage’s share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 3,456

$

$

$

2,966
195
196

3,357

3,209

$

$

$

2,352
171
175

2,698

2,566

1. See accompanying schedule “Supplemental Non-GAAP Disclosures.”

The combined revenues of Public Storage and Shurgard increased by $363 million, to a record
$4.9 billion, and the combined NOI increased to a record $3.6 billion in 2023. Our share of the
combined NOI was $3.5 billion.

By design, each company is positioned to execute across all macro environments. The shared
characteristics of operational innovation and excellence, multi-factor external growth, prudent
balance sheet management, and manageable new supply from competitors are driving growth and

1

value creation, as detailed by Public Storage CEO Joe Russell and Shurgard CEO Marc Oursin in
their respective shareholder letters.

Both management teams are inspiring motivated workforces to capitalize on the formidable
competitive advantages we have developed over decades. These advantages are built for and
magnified in times like these. I want to thank Public Storage’s Board of Trustees and Shurgard’s
Board of Directors for their support and leadership in guiding such talented teams.

I’d also like to express particular gratitude to John Sambuco, a widely skilled executive who retired
after more than 30 years of leadership at Public Storage and Shurgard. John led various teams across
many aspects of our businesses (asset management most recently), helping create the foundation for
who we are today. We thank John for his invaluable contributions and wish him the best in his well-
deserved retirement.

With industry-leading brands, increasingly efficient operating platforms, high-quality properties
located in growing markets, and growth-oriented balance sheets underpinned by low leverage, we are
in a position of strength in 2024 and poised to deliver solid returns to shareholders for years to
come.

Ronald L. Havner, Jr.
Chairman of the Board of Trustees
February 29, 2024

2

CHIEF EXECUTIVE OFFICER’S LETTER

Fellow Stakeholders,

Public Storage succeeded in 2023 by strengthening our industry-leading platform and achieving
record net operating income. The Public Storage team innovated across the business and enhanced
the portfolio significantly. Once again, we created growth and value for our stakeholders while
bolstering our industry-leading brand and platform.

To highlight 2023, we reached several milestones and achievements including:

• Expanding the owned portfolio to more than 3,000 properties, 218 million square feet,

and approximately two million customers;

• Reaching $21.38 same store rent per available square foot (REVPAF);1

• Achieving a nearly 80% same store direct operating margin;

• Delivering $4.5 billion and $3.4 billion in consolidated revenue and NOI, respectively;

• Growing our high-growth, non-same store portfolio to 705 properties and 63 million

square feet, comprising 29% of our owned portfolio;

• Expanding our pipeline to more than $765 million in property development and

redevelopment;

• Acquiring and integrating the 90,000 customer, $2.2 billion Simply Self Storage portfolio,

the largest private portfolio transaction in our decades-long growth history; and

• Being named a Nareit “Leader in the Light” for outstanding sustainability practices,
receiving a second-consecutive Great Place to Work® award, and achieving top scoring
among U.S. self-storage REITs across the leading sustainability benchmarks.

I am proud of the Public Storage team for these accomplishments and many more.

1. Realized annual rent per available square foot is computed by dividing annualized rental income by total available rentable square footage.

1

2023 Business Results

We have two principal businesses: (i) self-storage, conducted under the Public Storage® brand, and
(ii) ancillary businesses, primarily the reinsurance of policies offered to our self-storage customers
under the Orange Door® brand. Below are the revenues and NOI for each business.

Revenues

(Amounts in millions)

Self-storage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Ancillary businesses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,260
258

$

3,946
236

$

3,204
212

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

4,518

$

4,182

$

3,416

2023

2022

2021

Net Operating Income1

(Amounts in millions)

Self-storage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Ancillary businesses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,198
172

$

2,966
163

$

2,352
143

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

3,370

$

3,129

$

2,495

2023

2022

2021

In 2023, the NOI of these businesses increased by $241 million, or 8%, to a record $3.4 billion. As
a result, our core funds from operations and free cash flow per diluted common share increased to
record levels as well:

Earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
11.06
Core FFO per share1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 16.89
14.44
Free cash flow per share1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

$
$
$

23.50
15.92
13.56

$
$
$

9.87
12.93
11.55

2023

2022

2021

1. See accompanying schedule “Supplemental Non-GAAP Disclosures.”

How We Measure Our Results

We measure operating results by segmenting our portfolio into two categories: (i) stabilized
properties in the same store pool and (ii) unstabilized properties in the non-same store pool. The
same store pool allows us and investors to assess the health of our self-storage business by only
including properties with stabilized revenues (i.e., rent and occupancy) and operating expenses that
reflect organic growth on an “apples-to-apples” basis.

2

Our approach differs from other self-storage REITs, which include high-growth, unstabilized
lease-up properties in their same store pools. They also allocate certain property operating expenses
to general and administrative expense rather than cost of operations, enhancing their reported
performance under metrics used by investors, including same store NOI growth, operating margin,
and NAV (net asset value). We report the way we would want our performance to be reported if we
were in your position.

Same store NOI increased by 4.7% in 2023, compared to an 18.5% increase in 2022.

Same Store Properties
(Dollar amounts in millions, except occupancy and REVPAF)

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . .
Costs of operations

Net operating income1 . . . . . . . . . . . . . . . . . . . . .

Net rentable square feet . . . . . . . . . . . . . . . . . . . .
Average occupancy . . . . . . . . . . . . . . . . . . . . . . . .
Year-end occupancy . . . . . . . . . . . . . . . . . . . . . . .
REVPAF . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2023

3,428
802

2,626

154.9
93.3%
91.6%
21.38

$

$

$

2022

3,274
766

2,508

154.9
94.8%
92.3%
20.45

$

$

$

2021

2,842
725

2,117

154.9
96.2%
94.7%
17.79

$

$

$

We exclude our 705 unstabilized non-same store properties from the same store pool because their
year-over-year performance is not comparable to stabilized assets. Given self-storage’s stabilization
period (typically 3-5 years for occupancy and rents), this group primarily comprises properties
developed or redeveloped since 2018 and acquired since 2021. It consists of 63.2 million square feet,
or 29% of our total portfolio, as we enter 2024. The cost to acquire and build these properties
totaled $10 billion. At stabilization, we estimate their market value will approximate $12 billion,
resulting in approximately $2 billion of value creation. We have significant upside tied to this
growing pool of high-growth assets.

Our non-same store NOI increased significantly during 2023 due to strong lease-up and the
addition of new acquisition and development properties, providing an engine of growth to offset
broader deceleration in the self-storage industry.

Non-Same Store Properties
(Amounts in millions, except occupancy and REVPAF)

2023

2022

2021

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . .
Costs of operations

Net operating income1 . . . . . . . . . . . . . . . . . . . . .

Net rentable square feet . . . . . . . . . . . . . . . . . . . .
Average occupancy . . . . . . . . . . . . . . . . . . . . . . . .
REVPAF . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

$

$

832
260

572

63.2
84.8%
14.67

$

$

$

672
214

458

49.3
85.6%
14.11

$

$

$

362
127

235

43.4
84.8%
12.10

1. See accompanying schedule “Supplemental Non-GAAP Disclosures.”

3

2023 Business Review

The competitive advantages unique to Public Storage, including our leading operating platform,
multi-factor external growth strategy, and strong balance sheet, comprise a wide moat relative to our
competition. We entered 2023 with a “One Team” theme to enhance our people and platforms on
an even more holistic basis.

As “One Team,” we have focused on the following as we continually strengthen our business:

• Driving revenues and controlling expenses against the evolving operating backdrop;

• Advancing our industry-leading digital platform and further transforming our operating

model;

•

•

Partnering with industry peers through third-party management and our new Savvy Self
Storage Insurance and lending programs;

Investing in our people, culture, and communities;

• Enhancing the size and quality of our property portfolio; and

• Utilizing our growth-oriented balance sheet.

The macro environment remained in transition during 2023, with inflationary pressure ranging
from high to moderate and the Fed’s response bringing higher interest rates and GDP growth
contraction. The impact on businesses and consumers, including a slow housing market, was evident
despite the avoidance of recession.

Following two consecutive years of record growth (including 50% cumulative Core FFO per share
growth for Public Storage), the self-storage industry was at newfound heights entering this macro
dislocation. An ensuing mix of normalization from record performance, slowing move-in customer
demand, and competitive move-in pricing behavior among property owners drove growth
deceleration for the industry in 2023 (including Public Storage’s Core FFO per share growth
declining from 23% in 2022 to 6% in 2023).

With healthy behavior exhibited by our existing customers, the environment for new move-in
customers was the primary source of pressure for the industry. The number of customers seeking
self-storage was down some, but property owners exacerbated the impact by offering significant
reductions in rents offered to new customers. This competitive pricing behavior began in the second
half of 2022 when many operators were caught off guard by the return of seasonality in our business.
It then continued through 2023 as many operators were surprised by a lower level of seasonal
demand, primarily attributable to the slower housing market.

Despite this backdrop, the Public Storage team capitalized on our competitive advantages to drive
industry-leading performance, including achieving an operating margin that was 380 to 880 basis
points higher than our self-storage REIT peer group in 2023. Bucking the industry-wide trend, the
team impressively achieved higher move-in volumes by calibrating the appropriate mixes of
marketing, pricing, promotions, and customer experience offerings. This outperformance has driven

4

improving occupancy trends and created a fresher customer base to support revenue growth over the
next few years. Our new tenants are exhibiting strong behavior as they learn to value the convenience
that Public Storage’s unique customer experience affords.

Advancing Our Industry-Leading Digital Platform and Further Transforming
Our Operating Model

Under the leadership of Natalia Johnson, our Chief Administrative Officer who oversees technology,
data science, human capital, and customer care, Public Storage has integrated its entire platform by
developing and implementing the industry’s first comprehensive and centralized digital operating
ecosystem. The ecosystem includes our one-of-a-kind customer experience, field operations led by
Steven Lentin, industry-leading revenue management led by Richard Craig, advanced data science
led by Philip Kim, asset management, and broader corporate functions. The team works together to
deliver the best customer experience in the industry.

Due to our efforts led by Mike Braine in technology and Dilhara Kaluarachchi in the customer care
center, we now provide the same level of digital enablement that makes many other important things
easier, faster, and more self-service across our customers’ daily lives. Adoption has been swift, with
self-selected digital options now comprising 80% of our customer transactions, a significant increase
from just 30% in 2019.

The Public Storage Digital Customer Experience

®

DIGITAL 
LEASES

RENT BY 
PHONE

DIGITAL 

PROPERTY 
ACCESS

ENHANCED 
SECURITY

TEXTING
SERVICE

CUSTOMER 
DEMAND 
BASED 
STAFFING

FULL 
SERVICE 
KIOSK

AUTO-ENROLL
INSURANCE

CENTRALIZED
SERVICE

PS APP

PROPERTY 
MANAGER 
APPOINTMENT 
SUPPORT

Our broader proprietary digital ecosystem is a critical element of our operating model
transformation. Real-time data, which provides insight into how and when customers use our

5

properties, enables digital property management and a shift to flexible staffing based on customer
demand, instead of the traditional “9 to 5” model.

We have implemented digital property management across the country. Customers utilize our
website, Public Storage App, and remote customer care platform to rent units, manage their
accounts, and receive live video customer care. We monitor for safety and security through our
digital cameras and property access systems. Cleaning, repairs, and maintenance are led by our
multi-property local teams. The result is even-higher customer satisfaction as we’ve aligned the self-
storage experience with the digital expectations customers now have across their daily lives.

Investing in Our People, Culture, and Communities

Nathan Tan leads our human capital management and development. Our brand and platform
strength is driven by our people, who embody a culture of integrity, innovation, entrepreneurship,
development, diversity, inclusion, and community.

Highlights of our people-centric approach in 2023 included:

• Receiving the Great Place to Work® award for a second consecutive year, an award based

entirely on employees’ experiences working at Public Storage;

•

Launching “Preparing the Path,” our diversity leadership accelerator program;

• Completing year two of “Community Connects,” our corporate volunteering and giving

program; and

• Being named among ten out of approximately 215 Nareit member companies to receive

the prestigious “Leader in the Light” award for outstanding sustainability practices.

The quality and dedication of our people drive our success. I am honored to lead such a strong team
and am committed to ongoing advancement to ensure our people are positioned to excel
professionally and personally within our communities.

Enhancing the Size and Quality of Our Property Portfolio

Tom Boyle, our Chief Financial and Investment Officer, leads our capital allocation strategies. We
have a multi-dimensional approach to portfolio growth centered on acquisitions, development,
redevelopment, and third-party property management. We are the largest owner and developer of
self-storage properties in the world. Our more than 3,000 owned properties consist of more than
218 million square feet located across 40 states. There are significant benefits of coverage and scale
in our business, including operating expense and overhead efficiencies. Our scale, combined with
our people, operating platform, innovation, and brand, afford meaningful advantages that result in
superior operating margins and cash flow.

6

Acquisitions, Development, Redevelopment, and Third-Party Management

We expanded our portfolio by adding 175 properties comprising 14 million square feet of space
through acquisition, development, and redevelopment in 2023. The 705 non-same store properties
now comprise 29% of our total portfolio square footage, but only 18% of our NOI (due to 85%
average occupancy and rents that are below market), providing meaningful embedded growth
through lease-up over the next few years.

Total Owned Portfolio By Property Type
218 million square feet

Stabilized
Same Store
Properties
71%

Non-Same Store
Lease-Up Properties:

18%

Acquisitions

4%

Development

7%

Redevelopment

High growth lease-up properties are 29% of
the total portfolio and growing

Led by Mike McGowan and Paul Spittle, we acquired 164 properties comprising 12.1 million
square feet for $2.7 billion during the year. The acquisition of Simply Self Storage for $2.2 billion
drove this elevated volume. Simply is the largest private portfolio acquisition in Public Storage’s
long-standing history and the largest private self-storage portfolio to trade hands in 2023.

($ millions)

$6,000

$5,000

$4,000

$3,000

$2,000

$1,000

$0

$430

2019

$796

2020

Acquisitions

$5,115

2021

7

$2,675

2023

$731

2022

We have a differentiated acquisition strategy grounded in big data and analytics, and a reputation as
a preferred buyer that offers speed and certainty to close. Through this, we are acquiring and driving
outsized growth as we lease up properties over the next few years.

Acquisition Yields
4Q23 Annualized

Yield in 2022

Yield in 2023

5.2% 

3.0%

4.1% 

8%

6%

4%

2%

0%
Acquired in:

2023

 Occupancy / Growth (yoy):

 Rent Growth (yoy):

 Volume ($000s):

 Square Feet (000s):

n/a

n/a

$2,674,840

12,067

2022

82% (+4%)

14%

$730,957

4,740

4.7%

5.0% 

2021

82% (-2%)

5%

$5,115,276

22,009

Self-storage property development has always been a difficult business. Recently, the confluence of
normalizing operations, higher costs and interest rates, and municipal roadblocks (e.g., NIMBY-ism)
have made it even more difficult. As a result, we expect new industry-wide development deliveries to
fall below 3% of existing stock over the next couple years after peaking at more than 5% in 2019.

The size and skill of our development platform are unmatched. We have the only in-house,
nationwide program in the industry, led by Andres Friedman and Phil Williams. Building directly is
a major competitive advantage because, when and where it makes sense, we can develop new
properties at costs below the level at which existing properties are trading in the marketplace.

Property development is a long-term business that allows us to achieve superior returns when
combined with our industry-leading NOI generation. We remain disciplined and are confident in
our ability to grow the development pipeline to continue achieving attractive returns. We are
uniquely positioned to deliver new properties at an opportune time when others can’t. To that end,
despite ongoing challenges, we plan to deliver a record $450 million of development in 2024.

8

 
21%

18%

15%

12%

9%

6%

3%

0%

-3%
Delivered in:

-0.6%

2023

 Occupancy / Growth (yoy):

 Rent Growth (yoy):

n/a

n/a

Development Yields
4Q23 Annualized

Yield in 2022

Yield in 2023

14.3%

12.9%

6.4%

6.0%

6.2%

0.3%

8.8%

8.1%

10.6%

10.9%

2022

2021

2020

2019

2018

78% (+0%)

82% (-1%)

89% (-5%)

85% (-3%)

87% (-1%)

 Volume ($000s):

$193,766

$100,089

$115,632

 Square Feet (000s):

1,098

631

681

17%

10%

5%

$42,063

347

4%

2%

$150,387

$262,187

1,057

2,069

We re-entered the third-party management business in 2018 under the leadership of Pete Panos.
Through this platform, we manage properties for independent private owners as if they were our
own. We are happy to share our competitive advantages as a lever to increase our market coverage
and scale, while benefiting from a proprietary acquisition pipeline when our partners choose to sell.
We achieved record third-party management growth in 2023, expanding the program by 132
properties to 324 properties in total.

With wide-ranging competitive advantages, our external growth outlook is favorable. We anticipate
that additional economic and interest rate clarity will lead to greater industry transaction volume in
2024. As other developers continue to ease back, we remain confident in finding new development
and redevelopment opportunities, with a pipeline of more than $765 million at year-end. The
momentum of our third-party management business is also building as our partners see the
economic and reputational benefits of Public Storage’s platform and brand, in addition to the ease
and certainty of execution when they decide to sell.

Property of Tomorrow

We are investing capital in properties as we upgrade visual and physical branding across the
portfolio through the Property of Tomorrow program. This program is led by Robbie Williams
from our asset management team, who succeeded John Sambuco upon retiring from the
company after more than 30 years of critical and wide-ranging leadership, as Ron Havner
discusses in his letter.

9

This multi-year program comprises over $600 million of investment that makes economic,
environmental, and branding sense, including LED lighting, solar power generation, heat pumps,
low-water irrigation, higher-efficiency offices, enhanced digital security, and plenty of easily
recognized orange signage. In 2023, the team enhanced more than 730 properties, reaching 85%
completion across the total portfolio by revenues. We will technically complete Property of
Tomorrow in 2024, but the many learnings afforded by the program help align key opportunities to
holistically enhance our competitive advantages going forward.

Tenant Reinsurance

Our Orange Door® tenant reinsurance program offers customers peace of mind and protection from
loss or damage to their belongings at our owned and third-party managed properties. Orange Door®
leads the self-storage tenant reinsurance industry under the direction of Marshann Varley. The
program generated $161 million of NOI in 2023, up 7% from $151 million in 2022, and is
positioned for growth as we continue expanding the portfolio and innovating to ensure best-in-class
protection for our customers.

In 2023, we expanded our offering by launching the Savvy Storage Insurance Program®. Savvy
allows owners outside of our third-party management program to offer insurance at their properties,
thereby increasing their ancillary income. The benefits to our owner partners include advantaged
compensation and significantly higher customer adoption rates facilitated by a comprehensive digital
platform. We have initially partnered with Storable, a leading provider of comprehensive end-to-end
technology and business solutions for the self-storage industry, in offering Savvy to owners that use
their property management software programs.

Sustainability

Sustainability is an integral part of our long-term and resilience-focused strategy. Nathan Vitan, our
Chief Legal Officer, leads our efforts in addition to legal, compliance, and risk management. In
2023, Nareit named us a “Leader in the Light,” an award honoring companies that demonstrate
outstanding sustainability practices. In our first year participating, we were pleased to be among ten
out of approximately 215 Nareit members to receive the award.

We are executing an ambitious environmental program. A 20% average reduction in carbon, water,
and waste from 2018 to 2022 has resulted in our impact being approximately 88% below other
property types. Furthermore, our impact is below our self-storage REIT peers despite owning similar
building structures. We are committed to reducing our footprint further, including increasing our
solar power capability from approximately 500 properties today to over 1,000 properties by 2025.

We are also expanding our solar program to benefit local communities and the environment while
generating rental income on previously unused rooftop space. In 2023, we announced a partnership
that will add community solar to 133 Public Storage properties across Maryland, New Jersey, and
Illinois. The partnership will provide affordable renewable energy to approximately 10,000 low- and
moderate-income households within our local communities.

10

Combined, our long-term strategy, low-impact environmental footprint, people-focused approach,
and strong governance are increasingly reflected in the various analytical frameworks. We are in the
top 6% of the Sustainalytics global coverage universe (15,900+ companies) and lead the U.S. self-
storage REIT peer group across the major sustainability benchmarks.

Utilizing Our Growth-Oriented Balance Sheet

Public Storage’s balance sheet is calibrated to enable strong, sustainable growth over full economic
cycles. We are the only U.S. REIT with A2 and A credit ratings from Moody’s and S&P,
respectively.

We seek to fund external growth with retained cash flow and unsecured notes at attractive pricing on
a relative basis given the low-leverage nature of our balance sheet, significant cash flow generation,
and stable operating profile. Since 2015, we have issued $9.2 billion of debt at a 3.1% blended rate
to fund our growth. We have also reduced the cost of our perpetual preferred equity capital by 130
basis points to 4.5% by refinancing approximately $6 billion of preferred equity. In 2023, we tripled
the size of our revolving credit facility to provide additional flexibility in funding our growth moving
forward.

With significant cash on-hand and low variable rate debt, Tom Boyle, Nick Kangas, and the finance
team once again did an admirable job on our balance sheet and financing activities. We began the
year with $775 million of cash. After issuing $2.2 billion of unsecured notes and allocating capital
primarily towards $2.9 billion of external growth, we ended the year with $370 million of cash. We
did so by generating approximately $480 million of retained cash flow. Our operating strategies and
balance sheet, including industry-leading access to and cost of capital, meaningfully benefited Public
Storage this year.

With 3.9x net debt and preferred equity to EBITDA, considerable retained cash flow generation,
and a strong operating profile, we have advantageous access to capital and significant capacity to
fund further growth.

Outlook

We are extremely well-positioned moving into 2024 with improving macroeconomic clarity and the
potential for a “soft landing.” The competitive move-in pricing dynamics remain, but are showing
signs of abating. Existing customers, including those who moved in last year, are exhibiting healthy
behavior including longer lengths of stays. Additionally, the delivery of new competitor properties is
declining from its 2019 peak, a trend we expect will continue over the next couple years given the
myriad obstacles to new property development.

The strength of our people, platform, balance sheet, and strategies allow us to execute on
opportunity through economic cycles. The Public Storage team is poised to advance our competitive
advantages further in 2024 and beyond.

Joseph D. Russell, Jr.
President and Chief Executive Officer
February 29, 2024

11

CUMULATIVE TOTAL RETURN

Public Storage, S&P 500 Index and NAREIT Equity Index
December 31, 2007 - December 31, 2023

$900

$800

$700

$600

$500

$400

$300

$200

$100

$0

12/31/07

12/31/08

12/31/09

12/31/10

12/31/11

12/31/12

12/31/13

12/31/14

12/31/15

12/31/16

12/31/17

12/31/18

12/31/19

12/31/20

12/31/21

12/31/22

12/31/23

PSA

S&P 500 Index

NAREIT Equity Index

12/31/07 12/31/08 12/31/09 12/31/10 12/31/11 12/31/12 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23

PSA

$100.00 $112.37 $118.95 $152.89 $209.09 $232.71 $249.95 $317.02 $438.55 $408.30 $396.50 $398.99 $434.79 $489.40 $815.45 $650.63 $739.16

S&P 500
Index

NAREIT
Equity
Index

$100.00 $ 63.00 $ 79.66 $ 91.66 $ 93.59 $108.55 $143.69 $163.34 $165.58 $185.36 $225.81 $215.88 $283.83 $336.02 $432.39 $354.01 $446.97

$100.00 $ 62.27 $ 79.70 $101.98 $110.42 $132.18 $135.95 $174.06 $178.98 $194.42 $211.28 $202.74 $260.85 $247.49 $349.70 $262.45 $292.26

The graph set forth above compares the yearly change in the Company’s cumulative total shareholder
return on its Common Shares for the 16-year period ended December 31, 2023 to the cumulative
total return of the Standard & Poor’s 500 Stock Index (“S&P 500 Index”) and the FTSE NAREIT All
Equity REITs Index (“NAREIT Equity Index”) for the same period (total shareholder return equals
price appreciation plus dividends). The stock price performance graph assumes that the value of the
investment in the Company’s Common Shares and each index was $100 on December 31, 2007 and
that all dividends were reinvested. The share price performance shown in the graph is not necessarily
indicative of future price performance.

Supplemental Non-GAAP Disclosures (unaudited)
Core funds from operations per share (“Core FFO”) represents diluted net income per share (“EPS”) before the impact
of i) depreciation expense and disposition gains or losses and ii) foreign currency gains and losses, the application of
preferred share redemption charges, and certain other items. Free cash flow per share (“Free Cash Flow”) represents Core
FFO, less per share capital expenditures and non-cash stock based compensation and other expense. Core FFO and Free
Cash Flow are not substitutes for EPS and may not be comparable with other REITs due to calculation differences;
however, we believe they are helpful measures for investors and REIT analysts to understand our performance. Net
Operating Income (“NOI”) represents revenues less pre-depreciation cost of operations earned directly at our properties,
and we believe is a useful performance measure that we and the investment community use to evaluate performance and
real estate values. Each of these non-GAAP measures exclude the impact of depreciation, which is based upon historical
cost and assumes the value of buildings diminish ratably over time, while we believe that real estate values fluctuate due
to market conditions. We also present supplemental measures of our revenues and NOI including Shurgard on a
combined basis, to provide a measure of the performance of the businesses we have a significant interest in. However, the
inclusion of these entities in these supplemental measures does not substitute for “equity in earnings of unconsolidated
real estate entities” on our income statement.

Reconciliation of Core FFO and Free Cash Flow per Share

For the year ended December 31,

2023

2022

2021

$ 11.06

$

23.50

$

9.87

EPS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Eliminate noncore items (including our equity share):

Depreciation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate gain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on sale of equity investment in PS Business Parks, Inc. . . . . . . . . . . . . . .
Foreign currency, preferred share redemption charges, and other noncore

5.64
(0.10)
—

items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

0.29

Core FFO per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deduct capital expenditures and adjust non-cash comp/other . . . . . . . . . . . . . . . .

$ 16.89
(2.45)

Free Cash Flow per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 14.44

5.27
(0.31)
(12.00)

(0.54)

15.92
(2.36)

13.56

$

$

4.44
(0.95)
—

(0.43)

$ 12.93
(1.38)

$ 11.55

Reconciliation of Revenues
(Amounts in millions)

Consolidated revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shurgard Europe’s revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 4,518
382

Combined revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 4,900

2023

2022

4,182
355

4,537

$

$

2021

$ 3,416
321

$ 3,737

For the year ended December 31,

Reconciliation of NOI
(Amounts in millions)

Net income on our income statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Eliminate: Depreciation, real estate acquisition and development expense,
G&A, interest expense, interest and other income, equity in earnings,
currency exchange gains (losses), gains on real estate sales and PSB, and
income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Add - Shurgard Europe NOI . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Combined net operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less - NOI of Shurgard Europe allocable to others . . . . . . . . . . . . . . . . . . . . .

For the year ended December 31,

2023

2022

2021

$ 2,160

$

4,366

$ 1,960

1,210
247

3,617
(161)

(1,237)
228

3,357
(148)

535
203

2,698
(132)

Public Storage’s share of NOI . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 3,456

$

3,209

$ 2,566

[THIS PAGE INTENTIONALLY LEFT BLANK] 

 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-K

☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended December 31, 2023.

or

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from

to

.

Commission File Number: 001-33519

PUBLIC STORAGE
(Exact name of Registrant as specified in its charter)

Maryland

93-2834996

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification Number)

701 Western Avenue, Glendale, California 91201-2349

(Address of principal executive offices) (Zip Code)

(818) 244-8080

(Registrant's telephone number, including area code)

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

Title of Class

Common Shares, $0.10 par value

Depositary Shares Each Representing 1/1,000 of a 5.150% Cum Pref Share,
Series F, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 5.050% Cum Pref Share,
Series G, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 5.600% Cum Pref Share,
Series H, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 4.875% Cum Pref Share,
Series I, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 4.700% Cum Pref Share,
Series J, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 4.750% Cum Pref Share,
Series K, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 4.625% Cum Pref Share,
Series L, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 4.125% Cum Pref Share,
Series M, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 3.875% Cum Pref Share,
Series N, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 3.900% Cum Pref Share,
Series O, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 4.000% Cum Pref Share,
Series P, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 3.950% Cum Pref Share,
Series Q, $0.01 par value
Depositary Shares Each Representing 1/1,000 of a 4.000% Cum Pref Share,
Series R, $0.01 par value

Trading
Symbol

Name of exchange on
which registered

PSA

New York Stock Exchange

PSAPrF

New York Stock Exchange

PSAPrG

New York Stock Exchange

PSAPrH

New York Stock Exchange

PSAPrI

New York Stock Exchange

PSAPrJ

New York Stock Exchange

PSAPrK

New York Stock Exchange

PSAPrL

New York Stock Exchange

PSAPrM New York Stock Exchange

PSAPrN

New York Stock Exchange

PSAPrO

New York Stock Exchange

PSAPrP

New York Stock Exchange

PSAPrQ

New York Stock Exchange

PSAPrR

New York Stock Exchange

Title of Class
Depositary Shares Each Representing 1/1,000 of a 4.100% Cum Pref Share,
Series S, $0.01 par value
Guarantee of 0.875% Senior Notes due 2032 issued by Public Storage
Operating Company
Guarantee of 0.500% Senior Notes due 2030 issued by Public Storage
Operating Company

Trading
Symbol

Name of exchange on
which registered

PSAPrS

New York Stock Exchange

PSA/32

New York Stock Exchange

PSA/30

New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ☒

No

☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Exchange Act.

Yes ☐

No

☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒

No

☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be
submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit such files).

Yes ☒

No

☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated
filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting
company

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 provided pursuant to Section 13(a) of the
Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the
effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of
the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☒ Relates to
an immaterial correction having no impact on our net income within the statements of income, nor any impact to our
balance sheet, statements of comprehensive income, statements of equity and redeemable noncontrolling interests, or
statements of cash flows as of and for the years ended December 31, 2022 and 2021. Refer to Note 2 of our Consolidated
Financial Statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of
incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period
pursuant to § 240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐

No

☒

The aggregate market value of the voting and non-voting common shares held by non-affiliates of the Registrant as of June
30, 2023:

Common Shares, $0.10 par value per share – $43,990,689,000 (computed on the basis of $291.88 per share, which was the
reported closing sale price of the Company's Common Shares on the New York Stock Exchange (the “NYSE”) on June 30,
2023).

As of February 13, 2024, there were 175,691,404 outstanding Common Shares, $0.10 par value per share.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive proxy statement to be filed in connection with the Annual Meeting of Shareholders to be held in
2024 are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent described therein.

(This Page Intentionally Left Blank)

Public Storage
Form 10-K
For the Fiscal Year Ended December 31, 2023

TABLE OF CONTENTS

Business

Risk Factors

Unresolved Staff Comments

Cybersecurity

Properties

Legal Proceedings

Mine Safety Disclosures

Part I

Part II

Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of
Equity Securities
[Reserved]

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 1.

Item 1A.

Item 1B.

Item 1C.

Item 2.

Item 3.

Item 4.

Item 5.

Item 6.

Item 7.

Item 7A.

Quantitative and Qualitative Disclosures about Market Risk

Item 8.

Item 9.

Item 9A.

Item 9B.

Item 9C.

Item 10.

Item 11.

Item 12.

Item 13.

Item 14.

Financial Statements and Supplementary Data

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Controls and Procedures

Other Information

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Trustees, Executive Officers and Corporate Governance

Executive Compensation

Part III

Security Ownership of Certain Beneficial Owners and Management and Related Shareholder
Matters
Certain Relationships and Related Transactions and Trustee Independence

Principal Accountant Fees and Services

Item 15.

Exhibits and Financial Statement Schedules

Part IV

Page

1

7

18

18

21

22

22

23

23

23

52

52

52

52

55

55

56

56

56

57

57

58

(This Page Intentionally Left Blank)

ITEM 1.

Business

Cautionary Statement Regarding Forward-Looking Statements

PART I

This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements include statements relating to our 2024 outlook and
all underlying assumptions; our expected acquisition, disposition, development, and redevelopment activity; supply and
demand for our self-storage facilities; information relating to operating trends in our markets; expectations regarding
operating expenses, including property tax changes; expectations regarding the impacts from inflation and a potential future
recession; our strategic priorities; expectations with respect to financing activities, rental rates, cap rates, and yields; leasing
expectations; our credit ratings; and all other statements other than statements of historical fact. Such statements are based
on management’s beliefs and assumptions made based on information currently available to management and may be
identified by the use of the words “expects,” “believes,” “anticipates,” “should,” “estimates,” and similar expressions.

These forward-looking statements involve known and unknown risks and uncertainties, which may cause our
actual results and performance to be materially different from those expressed or implied in the forward-looking
statements. Risks and uncertainties that may impact future results and performance include, but are not limited to, those
described in Part 1, Item 1A, “Risk Factors” of this report and in our other filings with the Securities and Exchange
Commission (the “SEC”). These include changes in demand for our facilities; impacts of natural disasters; adverse changes
in laws and regulations including governing property tax, evictions, rental rates, minimum wage levels, and insurance;
adverse economic effects from public health emergencies, international military conflicts, or similar events impacting
public health and/or economic activity; increases in the costs of our primary customer acquisition channels; adverse
impacts to us and our customers from high interest rates, inflation, unfavorable foreign currency rate fluctuations, or
changes in federal or state tax laws related to the taxation of REITs; security breaches, including ransomware; or a failure
of our networks, systems, or technology.

These forward-looking statements speak only as of the date of this report or as of the dates indicated in the
statements. All of our forward-looking statements, including those in this report, are qualified in their entirety by this
cautionary statement. We expressly disclaim any obligation to update publicly or otherwise revise any forward-looking
statements, whether as a result of new information, new estimates, or other factors, events, or circumstances after the date
of these forward-looking statements, except when expressly required by law. Given these risks and uncertainties, you
should not rely on any forward-looking statements in this report, or which management may make orally or in writing from
time to time, neither as predictions of future events nor guarantees of future performance.

General Discussion of our Business

Public Storage is a Maryland real estate investment trust (“REIT”) engaged in the ownership, development, and
operation of self-storage facilities and other related operations including tenant reinsurance and third-party self-storage
management. We are the industry leading owner of self-storage properties, with the most recognized brand in the self-
storage industry, including our ubiquitous orange color.

On August 14, 2023, we completed a reorganization that resulted in us holding the interests in our facilities
through an operating partnership, Public Storage OP, L.P. and its subsidiaries including Public Storage Operating
Company, formerly known as Public Storage, which was organized in 1980. This structure is commonly referred to as an
umbrella partnership REIT, or UPREIT. Subsequent to the reorganization, the primary assets of the parent entity, Public
Storage, are general partner and limited partner interests in Public Storage OP, L.P.

Unless stated otherwise or the context otherwise requires, references to “Public Storage” or the “Company” mean
Public Storage, references to “PSA OP” mean Public Storage OP, L.P., and references to “PSOC” mean Public Storage
Operating Company. References to "we," "us," and "our" mean collectively Public Storage, PSA OP, PSOC and those
entities/subsidiaries owned or controlled by Public Storage, PSA OP, and PSOC.

1

Self-storage Operations:

We acquire, develop, own, and operate self-storage facilities, which offer storage spaces for lease on a month-to-
month basis, for personal and business use. We are the largest owner of self-storage facilities in the United States (“U.S.”),
with physical presence in most major markets and 40 states. We believe our scale, brand name, and technology platform
afford us competitive advantages. At December 31, 2023, we held interests in and consolidated 3,044 self-storage facilities
(an aggregate of 218 million net rentable square feet of space) operating under the Public Storage® name.

Other Operations:

We manage insurance programs whereby customers at our facilities, including those we manage for third parties,
have the option of purchasing insurance from a non-affiliated insurance company to cover certain losses to their stored
goods. A wholly-owned, consolidated subsidiary of Public Storage fully reinsures these policies and thereby assumes all
risk of losses under the policies. This subsidiary receives from the non-affiliated insurance company reinsurance premiums
substantially equal to the premiums collected from our tenants. These policies cover claims for losses related to specified
events up to a maximum limit of $5,000 per storage unit. We reinsure all risks in this program but purchase insurance from
an independent third party insurer to cover this exposure for a limit of $15.0 million for losses in excess of $5.0 million per
occurrence. At December 31, 2023, there were approximately 1.3 million certificates of insurance held by our self-storage
customers, representing aggregate coverage of approximately $6.2 billion.

At December 31, 2023, we managed 210 facilities for third parties, and were under contract to manage 114
additional facilities including 105 facilities that are currently under construction. In addition, we sell merchandise,
primarily locks and cardboard boxes, at our self-storage facilities.

We hold a 35% interest in Shurgard Self Storage Limited (“Shurgard”). Shurgard is a public company traded on
Euronext Brussels under the “SHUR” symbol. At December 31, 2023, Shurgard owned and operated 275 self-storage
facilities (15 million net rentable square feet) located in seven countries in Western Europe under the Shurgard® name.

For all periods presented herein, we have elected to be treated as a REIT, as defined in the Internal Revenue Code
of 1986, as amended (the “Code”). For each taxable year in which we qualify for taxation as a REIT, we will not be subject
to U.S. federal corporate income tax on our “REIT taxable income” (generally, taxable income subject to specified
adjustments, including a deduction for dividends paid and excluding our net capital gain) that is distributed to our
shareholders. We believe we met these requirements in all periods presented herein and we expect to continue to qualify as
a REIT.

We file annually with the SEC annual reports on Form 10-K, which include consolidated financial statements
certified by our independent registered public accountants. We also file quarterly with the SEC quarterly reports on Form
10-Q, which include unaudited consolidated financial statements. We expect to continue such reporting.

On our website, www.publicstorage.com, we make available, free of charge, our annual reports on Form 10-K,
quarterly reports on Form 10-Q, current reports on Form 8-K, definitive proxy statements, and other reports required to be
filed with or furnished to the SEC, as well as all supplements and amendments to those filings, as soon as reasonably
practicable after the filings, supplements, and amendments are electronically filed with or furnished to the SEC. The
information contained on our website is not a part of, or incorporated by reference into, this Annual Report on Form 10-K.

Competition

Ownership and operation of self-storage facilities is highly fragmented. As the largest owner of self-storage
facilities, we believe that we own approximately 9% of the self-storage square footage in the U.S. and that collectively the
four largest self-storage owners in the U.S. own approximately 20%, with the remaining 80% owned by regional and local
operators. We believe our Public Storage® brand awareness, as well as the innovative improvements we have made to the
customer experience described below, provide us with a competitive advantage in acquiring and retaining customers
relative to other self-storage operators.

2

The high level of ownership fragmentation in the industry is partially attributable to the relative simplicity of
managing a local self-storage facility, such that small-scale owners can operate self-storage facilities at a basic level of
profitability without significant managerial or operational infrastructure. Our facilities compete with nearby self-storage
facilities owned by other operators, who use marketing channels, including Internet advertising, signage, and banners, and
offer services similar to ours. As a result, competition is significant and affects the occupancy levels, rental rates, rental
income, and operating expenses of our facilities. However, we believe that the economies of scale inherent in this business
result in our being able to operate self-storage facilities at a materially higher level of cash flow per square foot than other
operators without our scale.

Technology

We believe technology enables revenue optimization and cost efficiencies. Over the past few years, we have
invested in additional technologies that we believe have enabled us to operate and compete more effectively by providing
customers with an enhanced digital experience.

Convenient shopping experience: Customers can conveniently shop for available storage space, reviewing
attributes such as facility location, size, amenities (such as climate-control), and pricing through the following marketing
channels:

•

•

•

Our Website: The online marketing channel is a key source of customers. Approximately 81% of our
move-ins in 2023 were sourced through our website, and we believe that many of our other customers
who reserved directly through our customer care center or arrived at a facility and moved in without a
reservation reviewed our pricing and availability online through our website. We seek to update the
structure, layout, and content of our website regularly to enhance our placement in “unpaid” search in
Google and related websites, to improve the efficiency of our bids in “paid” search campaigns, and to
maximize users’ likelihood of reserving space on our website.

Our Customer Care Center: Our customer care center is staffed by skilled sales specialists and customer
service representatives. Customers can reach our customer care center and complete their rental over the
phone by calling our advertised toll-free telephone numbers provided on search engines, from our
website, the Public Storage App, or from our in-store kiosks. We believe giving customers the option to
interact with a live agent, despite the higher marginal cost relative to a reservation made on our website,
enhances our ability to close sales with potential customers and results in greater satisfaction. We also
have live Internet chat augmented with ChatBot capability as another channel for our customers to
engage our agents, cost effectively improving customer responsiveness.

Our Properties: Customers can also shop for available space at any one of our facilities. Property
managers access the same information that is available on our website and to our customer care center
agents and can inform the customer of available space at that site or at our other nearby storage facilities.
Property managers are trained to maximize the conversion of such “walk in” shoppers into customers.
We are expanding the use of in-store kiosks to give customers the options of a full self-service
experience or a two-way video assisted service via our existing customer care center.

eRental® move-in process: To further enhance the move-in experience, we offer our eRental® process whereby
prospective tenants (including those who initially reserved a space) are able to execute their rental agreement from their
smartphone or computer and then go directly to their space on the move-in date. Approximately 60% of customers utilized
our eRental® and Rent by Phone process during 2023.

Public Storage App: We maintain an industry leading customer smartphone application. The Public Storage App

provides our customers with digital access to our properties, as well as payment and other account management functions.

Centralized information network: Our centralized reporting and information network enables us to identify
changing market conditions and operating trends and analyze customer data. Our network allows us to quickly change each
of our individual property’s pricing and promotions, and drive marketing spending, such as the relative level of bidding for
various paid search terms on paid search engines.

3

Growth and Investment Strategies

Our ongoing growth strategies consist of: (i) improving the operating performance of our existing self-storage
facilities, (ii) acquiring and developing facilities, and (iii) growing ancillary business activities including tenant reinsurance
and third-party management services. While our long-term strategy includes each of these elements, in the short term the
level of growth in our asset base in any period is dependent upon the cost and availability of capital, as well as the relative
attractiveness of available investment alternatives.

Improve the operating performance of existing facilities: We regularly update and enhance our strategies to
increase the net cash flow of our existing self-storage facilities through maximizing revenues and controlling operating
costs. We maximize revenues through striking the appropriate balance between occupancy and rates to new and existing
tenants by regularly adjusting (i) our promotional and other discounts, (ii) the rental rates we charge to new and existing
customers, and (iii) our marketing spending and intensity. We adjust these pricing and marketing decisions by observing
their impact on web and customer care center traffic, reservations, move-ins, move-outs, tenant length of stay, and other
indicators of response. The size and scope of our operations have enabled us to achieve high operating margins and a low
level of administrative costs relative to revenues through the centralization of many functions, such as facility maintenance,
employee compensation and benefits programs, revenue management, and the development and documentation of
standardized operating procedures.

Acquire existing properties: We seek to capitalize on the fragmentation of the self-storage industry through
acquiring attractively priced, well-located existing self-storage facilities. We believe our presence in and knowledge of
substantially all of the major markets in the U.S. enhance our ability to identify attractive acquisition opportunities. Data on
the rental rates and occupancy levels of our existing facilities provide us an advantage in evaluating the potential of
acquisition opportunities. Our aggressiveness in bidding for particular marketed facilities depends upon many factors
including the potential for future growth, the quality of construction and location, the cash flow we expect from the facility
when operated on our platform, how well the facility fits into our current geographic footprint, and our return on capital
expectations.

Develop new self-storage facilities and expand existing facilities: The development of new self-storage locations
and the expansion of existing facilities have been an important source of our growth. Our operating experience in major
markets and experience in stabilizing new properties provide us advantages in developing new facilities. We plan to
increase our development activity when we identify attractive risk adjusted return profiles with yields above those of
acquisitions. However, our level of development is dependent upon many factors, including the cost and availability of
land, the cost and availability of construction materials and labor, zoning and permitting limitations, our cost of capital, the
cost of acquiring facilities relative to developing new facilities, and local demand and economic conditions.

Grow ancillary business activities: We pursue growth initiatives aimed at increasing our insurance offering
coverage for tenants who choose to protect their stored items against loss and desire to maximize their experience. As we
grow our self-storage portfolio through acquisition, development and third-party management, we have the opportunity to
increase the growth profile of our tenant reinsurance business.

We recently launched the Savvy Storage Insurance Program (“Savvy”), a program to provide other owner
operators of self-storage facilities a tenant insurance offering for their tenants. We believe this offering will provide owners
and their tenants simplified onboarding and implementation, experienced and dedicated support, and significantly higher
customer adoption rates than the offerings available in the market today.

Our third party management business enables us to generate revenues through management fees, expand our
presence, increase our economies of scale, promote our brand, and enhance our ability to acquire additional facilities over
the medium and long-term as a result of strategic relationships forged with third-party owners.

Compliance with Government Regulations

We are subject to various laws, ordinances, and regulations, including various federal, state, and local regulations
that apply generally to the ownership of real property and the operation of self-storage facilities. These include various
laws and regulations concerning environmental matters, labor matters, and employee safety and health matters. Further, our
insurance activities are subject
to state insurance laws and regulations as determined by the particular insurance
commission for each state in accordance with certain federal regulations.

4

into the environment and the remediation of

We are committed to a long-term environmental stewardship program that reduces emissions of hazardous
materials
including
environmentally-friendly capital initiatives and building and operating properties with high structural resilience and low
obsolescence. We accrue environmental assessments and estimated remediation costs when it is probable that such efforts
will be required and the related costs can be reasonably estimated. Our current practice is to conduct environmental
investigations in connection with property acquisitions. Although there can be no assurance, we are not aware of any
environmental contamination of any of our facilities that individually or in the aggregate would be material to our overall
business, financial condition, or results of operations.

identified existing environmental concerns,

Refer to Item 1A, “Risk Factors” below for a discussion of certain risks related to government regulations,
including risks related to environmental regulations, emergency regulations adopted in response to wildfires, flooding, or
public health crises that restrict access to our facilities or the rents we can charge our customers, wage regulations, income
tax regulations including relating to REIT qualification, and property tax regulations.

Aside from the regulations discussed therein, we are not aware of any government regulations that have resulted
or that we expect will result in compliance costs that had or will have a material effect on our capital expenditures,
earnings, or competitive position.

(cid:25)(cid:65)(cid:57)(cid:45)(cid:58) (cid:20)(cid:45)(cid:60)(cid:53)(cid:64)(cid:45)(cid:56) (cid:35)(cid:49)(cid:63)(cid:59)(cid:65)(cid:62)(cid:47)(cid:49)(cid:63)

Our employees are the foundation of our business and fundamental to our ability to execute our corporate
strategies and create long-term value for our stakeholders. Our human capital management strategy focuses on attracting,
developing, and retaining the highest quality talent. We achieve these objectives by committing to our employees to
regular and transparent communication, competitive
provide a diverse and welcoming working environment,
compensation, comprehensive benefits, and opportunities for career growth and development. We believe that this
approach, together with the core principles of our corporate culture, doing the right thing and upholding integrity in all that
we do, promotes employee engagement and a commitment to Public Storage.

We have approximately 6,200 employees, including 5,380 customer facing roles (such as property level and

customer care center personnel), 390 field management employees, and 430 employees in our corporate operations.

The following is an overview of our key programs and initiatives focused on attracting, developing, and retaining
the highest quality talent. For detailed information regarding such programs and initiatives, including our sustainability
efforts, strategies, commitments, and progress, please refer to our 2023 Sustainability Report, which is available on our
website at publicstorage.com. The information contained on our website is not a part of, or incorporated by reference into,
this Annual Report on Form 10-K.

(cid:11)(cid:35)(cid:47)(cid:31)(cid:43)(cid:44)(cid:35)(cid:45)(cid:50) (cid:27)(cid:39)(cid:30) (cid:16)(cid:39)(cid:29)(cid:37)(cid:46)(cid:44)(cid:35)(cid:40)(cid:39)

We are committed to creating a workplace that values diversity and inclusion, where every employee feels valued,
included, and able to be their authentic self as part of our best-in-class team. Public Storage hires based on skills,
personality, and experience, without regard to age, gender, race, ethnicity, religion, sexual orientation, or other protected
characteristic. We maintain policies regarding diversity, equal opportunity, pay-for-performance, discrimination,
harassment, and labor (including opposition to child and compulsory labor). We also maintain a policy of requiring that
diverse candidates be considered for all director-level positions and above.

Our commitments to excellence and hiring “the best” have fostered an inclusive team that reflects the diversity of
the customers we serve. Our diversity is evident at all levels of the organization. The data in the table below reflects our
employee diversity as of December 31, 2023.

Executive
Team

All
Employees

People of Color

Female

50%

25%

53%

65%

All Employees People of Color

Black or African American

Hispanic or Latino

Asian

Other

25%

18%

4%

6%

5

We publicly disclose our annual Consolidated EEO-1 report, which reflects the race, ethnicity, and gender

composition of our workforce, on the Investor Relations section of our website.

Communication and Engagement

Given the geographically dispersed nature of our business, regular and clear communication is critical to ensuring
that our employees feel informed, included, valued, and engaged. We use various communication channels, including
emails, newsletters, videos, virtual and in-person meetings, and town halls, to provide updates on company strategy,
performance, employee recognition, and other information, as well as the opportunity to ask questions of our leadership. To
better understand the effectiveness of our engagement strategies, we conduct various surveys to evaluate employee
commitment, motivation, and engagement, and to seek employee feedback. We use this feedback to refine and enhance our
policies and programs for our employees. This includes the creation of additional career advancement opportunities and
development programs.

We believe that the success of our engagement strategies can also be seen through third party surveys and
recognition. Among other recognitions, we are proud again to be named a Great Place to Work® in 2023. We have also
been recognized by Comparably, Inc. as a “Choice Employer” with an “A+” Culture Score based on employee responses
across 18 culture metrics, among other recognitions.

Compensation, Health, Wellness, and Safety

Public Storage maintains compensation and benefits programs designed to incentivize, reward, and support our
employees. We believe that employee compensation should align with our short- and long-term performance goals and
provide the competitive compensation and incentives needed to attract, motivate, and retain employees who are crucial to
our success. We tailor our compensation programs to each employee group to ensure market competitiveness and enhance
overall employee engagement.

We offer affordable health plans and programs to virtually all of our employees. Full-time employees are eligible
to participate in our comprehensive employee benefit offerings, which include medical, dental, vision, flexible and health
savings accounts, discount programs, income protection plans, and our 401(k) plan. Additionally, we maintain various
employee support programs, including access to counseling, life planning tools, and discount programs for fitness, legal
services, and home, auto, and pet insurance. Finally, we offer educational resources and tools, including a dedicated health
and wellness website, to encourage employees to maintain a healthy and balanced lifestyle. We periodically consider
employee feedback received through our engagement processes in the composition and design of our compensation and
benefits programs.

We are committed to providing safe self-storage facilities for our customers and employees. We conduct monthly
safety trainings at all of our properties and an annual safety training at our headquarters. We publicly disclose our
employee health and safety data in our annual Sustainability Report.

Training and Development

At Public Storage, we offer comprehensive training and development programs at every level of the organization.
These programs are intended to provide our employees with the skills, tools, and knowledge they need to be successful in
their roles and to contribute to the value of the organization. They are also intended to foster individual growth and strong
employee engagement.

The majority of our new hires join Public Storage as property managers without prior experience in the self-
storage industry. We provide a hands-on new employee training program that includes coaching and development. For
those new hires in leadership roles, we provide property-level training that exposes our leaders to daily property operations
and is intended to provide them with an understanding of the fundamentals of our business and operations. We also offer
numerous career development opportunities for existing employees across Public Storage, including management training
programs. Many of our training and career development programs use our online learning platform of training courses and
reference materials. In addition to formal training programs, we also offer one-on-one coaching, job shadowing, and
mentoring opportunities. In 2023, we introduced a leadership accelerator program specifically for high potential women
and diverse employees. This program includes individual mentorship and practical experiences designed to further enhance
our bench of high potential leaders, thereby supporting management succession planning.

6

Performance Management and Succession Planning

Our performance management processes are designed to encourage collaboration between employees and their
managers. Employees and managers work together to plan, monitor, and review the employee’s objectives and career
aspirations and to establish and hold employees accountable to short- and long-term goals aligned with the Company’s
strategy. This is a continuous process intended to provide regular opportunities for employees and their managers to share
and receive feedback.

Succession planning is a priority for management and our Board, and is viewed as critical to ensuring business
continuity and providing for the Company’s long-term growth and success. Periodically throughout each year, the
executive team meets to review and assess the Company’s succession bench strength, evaluate talent, and provide
recommendations for developing and preparing future leaders within the organization. This collaborative approach to talent
management works to ensure that employees are given opportunities to grow beyond their current
roles and
responsibilities.

Climate Change and Environmental Stewardship

We are committed to managing climate-related risks and opportunities. This commitment is a key component of
our recognition that we must operate in a responsible and sustainable manner that aligns with our long-term corporate
strategy and promotes our best interests along with those of our stakeholders, including our customers, investors,
employees, and the communities in which we do business.

Our management Environmental, Social, and Governance Steering Committee (our “Sustainability Committee”)
guides our commitment to sustainability and has primary responsibility for climate-related activities. The Sustainability
Committee reports to our Board and its committees, which oversee all of our sustainability initiatives.

We consider potential environmental impacts—both positive and negative—in our decision making across the

business.

We measure and monitor our environmental impact and leverage sustainability measures to reduce this impact
while achieving cost efficiencies in our operations by implementing a range of energy, water, and waste management
initiatives. Many of these initiatives are integrated into our ongoing Property of Tomorrow capital investment program.

Regarding climate, we assess risks and opportunities in conjunction with ongoing operating and risk management
processes across the company. We give primary consideration to physical, regulatory, legal, market, and reputational risks.
Examples of these risks include heat/water stress, natural disasters, pandemics, temperature change, and regulatory
compliance. We are addressing potential heat stress risks (e.g., higher energy costs, more frequent power outages, and
impacts on our customers and workforce) through initiatives such as converting to LED lighting, solar power generation
installation, and analyzing battery storage and microgrids. We are addressing potential water stress risks (e.g., increased
costs and decreased availability) through initiatives such as efficient plumbing systems, low-water use irrigation systems,
drought tolerant and native landscaping, water run-off controls, and storm water retention. We address the remaining risks
primarily through natural disaster resilient development, redevelopment, and capital expenditures.

We will continue to utilize our unique competitive advantages in furthering our environmental stewardship efforts

and addressing the effects of climate change. Please refer to our Sustainability Report for further information.

Seasonality

We experience minor seasonal fluctuations in the demand for self-storage space, with demand and rental rates
generally higher in the summer months than in the winter months. We believe that these fluctuations result in part from
increased moving activity during the summer months.

7

ITEM 1A.

Risk Factors

In addition to the other information in our Annual Report on Form 10-K, you should consider the risks described
below that we believe may be material to investors in evaluating the Company. This section contains forward-looking
statements, and in considering these statements, you should refer to the qualifications and limitations on our forward-
looking statements that are described in Item 1, “Business.”

Risks Related to Our Properties and Our Business

Natural disasters, terrorist attacks, civil unrest, or other events that could damage or otherwise disrupt our ability
to operate our facilities could adversely impact our business and financial results.

Natural disasters, such as earthquakes, fires, hurricanes, and floods, terrorist attacks, civil unrest, and other events
that damage our facilities or our customers’ property, or that make our facilities temporarily unavailable, have in the past
and may in the future adversely impact our business and financial results. Damage and business interruption losses could
exceed the aggregate limits of our insurance coverage. In addition, because we self-insure a portion of our risks, losses
below a certain level may not be covered by insurance. See Note 15 to our December 31, 2023 consolidated financial
statements for a description of the risks of losses that are not covered by third-party insurance contracts. Our exposure to
these types of events is increased by potential tenant claims associated with our tenant reinsurance business. In addition,
customer perceptions about the risk of property loss from these events could negatively impact self-storage demand.

We are subject to risks from the consequences of climate change, including severe weather events, as well as the
transition to a low-carbon economy and other steps taken to prevent or mitigate climate change.

Our self-storage facilities are located in areas that may be subject to the direct impacts of climate change, such as
increased destructive weather events like floods, fires, drought, and prolonged periods of extreme temperature or other
extreme weather, which could result in significant damage to our facilities, increased capital expenditures, increased
expenses, reduced revenues, or reduced demand for our facilities. Indirect impacts of climate change could also adversely
impact our business, including through increased costs, such as insurance costs or regulatory compliance costs. In addition,
the ongoing transition to a low-carbon economy presents certain risks for us and our customers, including stranded assets,
increased costs, lower profitability, lower property values, lower household wealth, and macroeconomic risks related to
high energy costs and energy shortages, among other things. Governmental, political, and societal pressures, including
expectations of institutional and activist investors and other interest groups, could require us to accelerate our initiatives
and, with it, the costs of their implementation. These same potential governmental, political, and social pressures could in
the future result in (i) costly changes to newly developed facilities or retrofits of our existing facilities to reduce carbon
emissions through multiple avenues, including changes to insulation, space configuration, lighting, heating, and air
conditioning, (ii) increased energy costs as a result of transitioning to less carbon-intensive, but more expensive, sources of
energy to operate our facilities, and (iii) consumers reducing their individual carbon footprints by owning fewer durable
material consumer goods and other such items requiring storage, resulting in a reduced demand for our self-storage space.
For example, beginning in 2026, we expect to be required to disclose our Scope 1, 2, and 3 emissions data and certain
climate-related risk matters under California SB 253 and SB 261, which we expect to result in increased compliance costs.
In addition, our reputation and investor relationships could be damaged as a result of our involvement with activities
perceived to be causing or exacerbating climate change, as well as any decisions we make to continue to conduct or change
our activities in response to considerations relating to climate change.

Operating costs, including property taxes, could increase.

We could be subject to increases in property or other taxes, repair and maintenance costs, payroll, utility costs,
insurance premiums, workers compensation, and other operating expenses due to various factors such as inflation, labor
shortages, commodity and energy price increases, weather, increases to minimum wage rates, supply chain disruptions, and
changes to governmental safety and real estate use limitations and other governmental actions. Our property tax expense,
which totaled approximately $413.2 million during the year ended December 31, 2023, generally depends upon the
assessed value of our real estate facilities as determined by assessors and government agencies and, accordingly, could be
subject to substantial increases if such agencies change their valuation approaches or opinions or if new laws are enacted,
especially if new approaches are adopted or laws are enacted that result in increased property tax assessments in states or
geographies where we have a high concentration of facilities. See also “We have exposure to increased property tax in
California” below.

8

The acquisition of existing properties or self-storage operating companies is subject to risks that may adversely
affect our growth and financial results.

We have acquired self-storage facilities and self-storage operating companies in the past, and we expect to
continue to do so in the future. We face significant competition for suitable acquisition properties and companies from
other real estate investors, including operating companies and private equity funds. As a result, we may be unable to
acquire the companies or additional properties we desire or the purchase price for desirable companies or properties may be
significantly increased. Failures or unexpected circumstances in integrating facilities or companies that we acquire, or
circumstances we did not detect or anticipate during due diligence, such as environmental matters, needed repairs or
deferred maintenance, customer collection issues, assumed liabilities, turnover of critical personnel involved in acquired
operating companies, or the effects of increased property tax following reassessment of a newly-acquired property, as well
as the general risks of real estate investment and mergers and acquisitions, could jeopardize realization of the anticipated
earnings from an acquisition.

Our development program subjects us to risks.

At December 31, 2023, we had a pipeline of development projects totaling $766.2 million (subject

to
contingencies), and we expect to continue to seek additional development projects. There are significant risks involved in
developing self-storage facilities, such as delays, cost increases, or inability to complete development projects due to
changes in or failure to meet government or regulatory requirements, failure of revenue to meet our underwriting estimates,
delays caused by weather issues, unforeseen site conditions, or personnel problems. Self-storage space is generally not pre-
leased, and rent-up of newly developed space can be delayed or ongoing cash flow yields can be reduced due to
competition, reductions in storage demand, or other factors.

There is significant competition among self-storage operators and from other storage alternatives.

Our self-storage facilities generate most of our revenue and earnings. Significant competition from self-storage
operators, property developers, and other storage alternatives may adversely impact our ability to attract and retain
customers and may negatively impact our ability to generate revenue. Competition in the local market areas in which many
of our properties are located is significant and affects our occupancy levels, rental rates, and operating expenses. There is
also an increasing influx of capital from outside financing sources driving more money, development, and supply into the
industry. Development of self-storage facilities may increase, which may intensify competition as newly developed
facilities are opened. Development of self-storage facilities by other operators could increase, due to increases in
availability of funds for investment or other reasons, and further intensify competition.

Demand for self-storage facilities may be affected by customer perceptions and factors outside of our control.

Significantly lower logistics costs could introduce new competitors, such as valet-style storage services, which
may reduce the demand for traditional self-storage. Customer preferences and/or needs for self-storage could change,
decline, or shift to other product types, thereby impacting our business model and ability to grow and/or generate revenues.
Shifts in population and demographics could cause the geographical distribution of our portfolio to be suboptimal and
affect our ability to maintain occupancy and attract new customers. Security incidents could result in the perception that
our properties are not safe. If our customers do not feel our properties are safe, they may select competitors for their self-
storage needs, or if there is an industry perception of inadequate security generally, customer use of self-storage could be
negatively impacted.

Our newly developed and expanded facilities, and facilities that we manage for third party owners, may negatively
impact the revenues of our legacy facilities.

We continue to develop new self-storage facilities and expand our existing self-storage facilities. In addition, we
are seeking to increase the number of self-storage facilities that we manage for third party owners in exchange for a fee,
many of which are in the process of stabilization and are near our existing stabilized self-storage facilities. In order to
hasten the fill-up of these new facilities, we aggressively price such space during the fill-up period. While we believe that
this aggressive pricing allows us to increase our market share relative to our competitors and increase the cash flows of
these properties, such pricing and the added capacity may also negatively impact our existing stabilized self-storage
facilities that are near these unstabilized facilities.

9

We may incur significant liabilities from environmental contamination or moisture infiltration.

Existing or future laws impose or may impose liability on us to clean up environmental contamination on or
around properties that we currently or previously owned or operated, even if we were not responsible for or aware of the
environmental contamination or even if such environmental contamination occurred prior to our involvement with the
property. We have conducted preliminary environmental assessments on most of our properties, which have not identified
any material liabilities. These assessments, commonly referred to as “Phase 1 Environmental Assessments,” include an
investigation (excluding soil or groundwater sampling or analysis) and a review of publicly available information regarding
the site and other nearby properties.

We are also subject to potential liability relating to moisture infiltration, which can result in mold or other damage
to our or our customers’ property, as well as potential health concerns. When we receive a complaint or otherwise become
aware that an air quality concern exists, we implement corrective measures and seek to work proactively with our
customers to resolve issues, subject to our contractual limitations on liability for such claims.

We are not aware of any environmental contamination or moisture infiltration related liabilities at any of our
properties that could be material to our overall business, financial condition, or results of operation. However, we may not
have detected all material liabilities, we could acquire properties with material undetected liabilities, or new conditions
could arise or develop at our properties, any of which could result in a cash settlement or adversely affect our ability to sell,
lease, operate, or encumber affected facilities.

Recent significant increases in interest rates could adversely impact us and our tenants.

In response to high inflation, the Federal Reserve has significantly increased the benchmark federal funds rate
since early 2022. These actions have significantly increased interest rates. As a result, if we issued new debt or preferred
shares or refinanced our indebtedness, our debt service costs or preferred share dividend yields would be, based on current
interest rates, significantly higher than current financing costs. These interest rate increases have also adversely impacted
the relative attractiveness of the dividend yield on our common shares. Increases in our cost of capital impact our
assessment of the yields we consider appropriate to support pursuing property acquisition and development opportunities
and thus can impact our external growth prospects. The degree and pace of these changes have had and may continue to
have adverse macroeconomic effects that have and may continue to have adverse impacts on our tenants, including as a
result of economic recession, increased unemployment, and increased financing costs. For more information on interest rate
risk, see Part II, “Item 7A. Quantitative and Qualitative Disclosures About Market Risk”.

Economic conditions can adversely affect our business, financial condition, growth, and access to capital.

Economic downturns or adverse economic or industry conditions, including those related to high levels of
inflation, could adversely impact our financial results, growth, and access to capital. Our revenues and operating cash flow
can be negatively impacted by reductions in employment and population levels, household and disposable income, and
other general economic factors that lead to a reduction in demand for self-storage space in each of the markets in which we
operate.

Our ability to raise capital on attractive terms to fund our activities may be adversely affected by challenging
market conditions, including high interest rates resulting from government efforts to manage inflation. In periods when the
capital and credit markets experience significant volatility, the amounts, sources, and cost of capital available to us may be
adversely affected. If we were unable to raise capital at reasonable rates, prospective earnings growth through expanding
our asset base could be limited.

We have exposure to European operations through our ownership in Shurgard.

We own approximately 35% of the common shares of Shurgard, and this investment has a $390.2 million book
value and a $1.7 billion market value (based upon the closing trading price of Shurgard’s common stock) at December 31,
2023. We recognized $27.9 million in equity in earnings and received $39.0 million in dividends in 2023 with respect to
Shurgard.

10

Shurgard, as an owner, operator, and developer of self-storage facilities, is subject to many of the same risks we
are with respect to self-storage. However, through our investment in Shurgard, we are exposed to additional risks unique to
the various European markets in which Shurgard operates, which may adversely impact our business and financial results,
and many of which are referred to in Shurgard’s public filings. These risks include the following:

•

•

•

•

•

•

•

Currency risks: Currency fluctuations can impact the fair value of our investment in Shurgard, our equity
earnings, our ongoing dividends, and any other related repatriations of cash.

Legislative, tax, and regulatory risks: Shurgard is subject to a variety of local, national, and pan-European
laws and regulations related to permitting and land use, the environment, labor, and other areas, as well as
income, property, sales, and value added and employment tax. These laws and regulations can be difficult to
apply or interpret, can vary in each country or locality, and are subject to unexpected changes in their form
and application due to regional, national, or local political uncertainty and other factors. Such changes, or
Shurgard’s failure to comply with these laws, could subject it to penalties or other sanctions, adverse changes
in business processes, and, potentially, adverse income tax, property tax, or other tax burdens.

Impediments to capital repatriation could negatively impact the realization of our investment in Shurgard:
Laws in Europe and the U.S. may create, impede, or increase our cost to repatriate distributions received from
Shurgard or proceeds from the sale of Shurgard shares.

Risks of collective bargaining: Collective bargaining, which is prevalent in certain areas in Europe, could
negatively impact Shurgard’s labor costs or operations. Many of Shurgard’s employees participate in various
national unions.

Potential operating and individual country risks: Economic slowdowns or extraordinary political or social
change in the countries in which it operates have posed, and could continue to pose, challenges or result in
future reductions of Shurgard’s operating cash flows.

Liquidity of our ownership stake: We have no plans to liquidate our interest in Shurgard. However, while
Shurgard is a publicly held entity, if we chose to, our ability to liquidate our shares in Shurgard in an efficient
manner could be limited by the level of Shurgard’s public “float” relative to any ownership stake we sought
to sell. Our existing relationship with our legacy joint venture partner may place further contractual
limitations on our ability to sell all of the shares we own if we desired to do so.

Impediments of Shurgard’s public ownership structure: Shurgard’s strategic decisions, involving activities
such as borrowing money, capital contributions, raising capital from third parties, and selling or acquiring
significant assets, are determined by its board of directors. As a result, Shurgard may be precluded from
taking advantage of opportunities that we would find attractive but that we may not be able to pursue
separately, or it could take actions that we do not agree with.

Public health and other crises have adversely impacted, and may in the future adversely impact, our business.

Our business is subject to risks from public health and other crises like the COVID-19 pandemic, including,

among others:

•

•

•

•

•

risk of illness or death of our employees or customers;

negative impacts on economic conditions in our markets, which may reduce the demand for self-storage;

risk that there could be an out-migration of population from major markets where we operate;

government restrictions that (i) limit or prevent use of our facilities, (ii) limit our ability to increase rent or
otherwise limit the rent we can charge, (iii) limit our ability to collect rent or evict delinquent tenants, or (iv)
limit our ability to complete development and redevelopment projects;

risk that we could experience a change in the move-out patterns of our long-term customers due to economic
uncertainty and increases in unemployment, which could lead to lower occupancies and rent “roll down” as
long-term customers are replaced with new customers at lower rates; and

11

•

risk of negative impacts on the cost and availability of debt and equity capital, which could have a material
impact upon our capital and growth plans.

We have been and may in the future be adversely impacted by emergency regulations adopted in response to
significant events, such as natural disasters or public health crises, that could adversely impact our operations.

In response to significant events, local, state, and federal governments have and may in the future adopt
regulations that could impact our operations. For example, in response to wildfires in 2018 and 2019 and floods in 2023,
the State of California and some localities in California adopted temporary regulations that imposed certain limits on the
rents we could charge at certain of our facilities and the extent to which we could increase rents to existing tenants.
Similarly, in response to the COVID-19 pandemic, certain localities adopted restrictions on the use of certain of our
facilities, limited our ability to increase rents, limited our ability to collect rent or evict delinquent tenants, and limited our
ability to complete development and redevelopment projects. Similar restrictions could be imposed in the future in
response to significant events and these restrictions could adversely impact our operations.

Our marketing and pricing strategies may fail to be effective or may be constrained by factors outside of our
control.

Marketing initiatives, including our increasing dependence on Google to source customers, may fail to be
effective and could negatively impact financial performance. Approximately 65% of our new storage customers in 2023
were sourced directly or indirectly through “unpaid” search and “paid” search campaigns on Google. We believe that the
vast majority of customers searching for self-storage use Google at some stage in their shopping experience. Google is
providing tools to allow smaller and less sophisticated operators to bid for search terms, increasing competition for self-
storage search terms. The predominance of Google in the shopping experience, as well as Google’s enabling of additional
competitors to bid for placements in self-storage search terms, may reduce the number of new customers that we can
procure, and/or increase our costs to obtain new customers.

In addition, the inability to utilize our pricing methodology due to regulatory or market constraints could also

significantly impact our financial results.

We are exposed to ongoing litigation and other legal and regulatory actions, which may divert management’s time
and attention, require us to pay damages and expenses or restrict the operation of our business.

We have approximately 6,200 employees and 1.9 million customers, and we conduct business at facilities in 40
states. As a result, we are subject to the risk of legal claims and proceedings (including class actions) and regulatory
enforcement actions across many jurisdictions in the ordinary course of our business and otherwise, and we could incur
significant liabilities and substantial legal fees as a result of these actions. Resolution of these claims and actions may
divert time and attention by our management and could involve payment of damages or expenses by us, all of which may
be significant, and could damage our reputation and our brand. In addition, any such resolution could involve our
agreement to terms that restrict the operation of our business. The results of legal proceedings cannot be predicted with
certainty. We cannot guarantee that losses incurred in connection with any current or future legal or regulatory proceedings
or actions will not exceed any provisions we may have set aside in respect of such proceedings or actions or any available
insurance coverage. Any such legal claims, proceedings, and regulatory enforcement actions could negatively impact our
operating results, cash flow available for distribution or reinvestment, and/or the price of our common shares.

In addition, through exercising their authority to regulate our activities, governmental agencies can otherwise

negatively impact our business by increasing costs or decreasing revenues.

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Our use of or failure to adopt advancements in information technology may hinder or prevent us from achieving
strategic objectives or otherwise harm our business.

Our use of or inability to adopt and deliver new technological capabilities and enhancements in line with strategic
objectives, including artificial intelligence and machine learning, may put us at a competitive disadvantage; cause us to
miss opportunities to innovate, achieve efficiencies, or improve the customer experience; or adversely impact our business,
reputation, results of operations, and financial condition. Legislative activity in the privacy area may also result in new
laws that are applicable to us and that may hinder our business, including by restricting our use of customer data or
otherwise regulating the use of algorithms and automated processing in ways that could materially affect our business or
lead to significant increases in the cost of compliance. In addition, the use of emerging technologies entails risks including
risks relating to the possibility of intellectual property infringement or misappropriation; data privacy; new or enhanced
governmental or regulatory scrutiny, requirements, litigation, or other liability; ethical concerns; negative consumer
perceptions as to automation and artificial intelligence; or other complications or liabilities that could adversely affect our
business, reputation, results of operations, or financial results.

The failure or disruption of our computer and communications systems, on which we are heavily dependent, could
significantly harm our business.

We are heavily dependent upon automated information technology and Internet commerce, with more than half of
our new customers coming from the telephone or over the Internet. We centrally manage significant components of our
operations with our computer systems, including our financial information, and we also rely extensively on third-party
vendors to retain data, process transactions, and provide other systems services. These systems are subject to damage or
interruption from power outages, system, network, internet and telecommunications failures, hackers, including through a
ransomware attack, computer worms, viruses, and other destructive or disruptive cybersecurity incidents, and catastrophic
events. Such incidents could also result in significant costs to repair or replace such networks or information systems, as
well as actual monetary losses in case of a cybersecurity incident that resulted in fraudulent payments or other cash
transactions. Our operations could be severely impacted by a natural disaster, terrorist attack, attack by hackers, acts of
vandalism, data theft, misplaced or lost data, programming or human error, or other circumstance that results in a
significant outage of our systems or those of our third party providers, despite our use of back up and redundancy
measures. While we may be entitled to damages if our third-party providers fail to satisfy their security-related obligations
to us, any award may be insufficient to cover our damages, or we may be unable to recover such award.

If our confidential information is compromised or corrupted, including as a result of a cybersecurity incident, our
reputation and business relationships could be damaged and our financial condition and operating results could be
adversely affected.

In the ordinary course of our business we acquire and store sensitive data, including personally identifiable
information of our prospective and current customers and our employees. The secure processing and maintenance of this
information is critical to our operations and business strategy. Although we believe we have taken commercially reasonable
steps to protect the security of our confidential information, information security risks have generally increased in recent
years due to the rise in new technologies and the increased sophistication and activities of perpetrators of cyberattacks.
Despite our security measures, we face cybersecurity threats, including system, network, or Internet failures; cyberattacks,
ransomware, and other malware; social engineering; and phishing schemes. In these cases, our information technology and
infrastructure could be vulnerable and our or our customers’ or employees’ confidential information could be compromised
or misappropriated. Any such cybersecurity incident, including those impacting personal information, could result in
serious and harmful consequences for us or our customers. A cybersecurity incident could also interfere with our ability to
comply with financial reporting requirements. Additionally, future or past business transactions (such as acquisitions or
integrations) could expose us to additional cybersecurity risks and threats, as our systems could be negatively affected by
vulnerabilities present in acquired or integrated entities’ systems and technologies. Furthermore, we may discover security
issues that were not found during due diligence of such acquired or integrated entities, and it may be difficult to integrate
companies into our information technology environment and security program.

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Our confidential information may also be compromised due to programming or human error, negligence, or fraud.
Although we and our third-party service providers make efforts to maintain the security and integrity of our information,
including the implementation of security measures, required employee awareness training, and the existence of a disaster
recovery plan, there is no guarantee that they will be adequate to safeguard against all cybersecurity incidents or misuses of
data. In addition, as the regulatory environment related to information security, data collection and use, and privacy
becomes increasingly rigorous, with new and changing requirements applicable to our business from multiple regulatory
agencies at the local, state, federal, or international level, compliance with those requirements could also result in
additional costs, or we could fail to comply with those requirements due to various reasons.

Any such access, disclosure, or other loss of information could result in legal claims or proceedings, liability
under laws that protect the privacy of personal information, regulatory penalties, disruption to our operations and the
services we provide to customers, or damage to our reputation, any of which could adversely affect our results of
operations, reputation, and competitive position. In addition, our customers could lose confidence in our ability to protect
their personal information, which could cause them to discontinue leasing our self-storage facilities. Such events could lead
to lost future revenues and adversely affect our results of operations, or result in remedial and other costs, fines, or
lawsuits, which could exceed any available insurance that we have procured.

We have identified and expect to continue to identify cyberattacks and cybersecurity incidents on our systems and
those of third parties, but none of the cyberattacks and incidents we have identified to date has had a material impact on our
business or operations. While we have purchased cybersecurity insurance, there are no assurances that the coverage would
be adequate in relation to any incurred losses. Moreover, as cyberattacks increase in frequency and magnitude, we may be
unable to obtain cybersecurity insurance in amounts and on terms we view as adequate for our operations.

Further information relating to cybersecurity risk management is discussed in Item 1C. “Cybersecurity” in this

report.

Ineffective succession planning for our CEO and executive management, as well as for our other key employees,
may impact the execution of our strategic plan.

We may not effectively or appropriately identify ready-now succession candidates for our CEO and executive
management team, which may negatively impact our ability to meet key strategic goals. Failure to implement succession
plans for other key employees may leave us vulnerable to retirements and turnover.

We may fail to protect our intellectual property adequately.

We maintain a portfolio of trademarks and trade dress that we believe are fundamental to the success of the Public
Storage® brand. While we actively seek to enforce and expand our rights, failure to adequately protect our rights could
lead to loss of such trademark and trade dress protection. We also own and seek to protect other intellectual property, such
as propriety systems, processes, data, and other trade secrets that we have collected and developed in the course of
operating our business and that we believe provides us with various competitive advantages. Our protections could be
inadequate or we could lose rights to our other intellectual property and trade secrets. Competitor use of our trademarks and
trade names could lead to likelihood of confusion, tarnishment of our brand, and loss of legal protection for our marks.

Risks Related to Our Ownership, Organization and Structure

Takeover attempts or changes in control could be thwarted, even if beneficial to shareholders.

In certain circumstances, shareholders might desire a change in control or acquisition of us in order to realize a
premium over the then-prevailing market price of our shares or for other reasons. However, the following could prevent,
deter, or delay such a transaction:

•

Provisions of Maryland law may impose limitations that may make it more difficult for a third party to
negotiate or effect a business combination transaction or control share acquisition with Public Storage.
Currently, our Board has opted not to subject the Company to these provisions of Maryland law, but it could
choose to do so in the future without shareholder approval.

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•

•

To protect against the loss of our REIT status due to concentration of ownership levels, our declaration of
trust generally limits the ability of a person, other than the Hughes family or “designated investment
entities” (each as defined in our declaration of trust), to own, actually or constructively, more than 3% of our
outstanding common shares or 9.9% of the outstanding shares of any class or series of preferred or equity
shares. Our Board may grant, and has previously granted, a specific exemption. These limits could
discourage, delay, or prevent a transaction involving a change in control of the Company not approved by our
Board.

Similarly, current provisions of our declaration of trust and powers of our Board could have the same effect,
including (1) limitations on removal of trustees, (2) restrictions on the acquisition of our shares of beneficial
interest, (3) the power to issue additional common shares, preferred shares, or equity shares on terms
approved by our Board without obtaining shareholder approval, (4) the advance notice provisions of our
bylaws, and (5) our Board’s ability under Maryland law, without obtaining shareholder approval,
to
implement takeover defenses that we may not yet have and to take, or refrain from taking, other actions that
could have the effect of delaying, deterring, or preventing a transaction or a change in control.

Holders of our preferred shares have dividend, liquidation, and other rights that are senior to the rights of the
holders of our common shares.

Holders of our preferred shares are entitled to cumulative dividends before any dividends may be declared or set
aside on our common shares. Upon liquidation, holders of our preferred shares will receive a liquidation preference of
$25,000 per share (or $25.00 per depositary share) plus any accrued and unpaid distributions before any payment is made
to the common shareholders. These preferences may limit the amount received by our common shareholders either from
ongoing distributions or upon liquidation. In addition, our preferred shareholders have the right to elect two additional
directors to our Board whenever dividends are in arrears in an aggregate amount equivalent to six or more quarterly
dividends, whether or not consecutive.

Public Storage is a holding company with no direct operations, and it relies on funds received from PSA OP and
PSOC to pay its obligations and make distributions to shareholders

Public Storage is a holding company with no direct operations. All of Public Storage’s property ownership,
development, and related business operations are conducted through PSOC (which is wholly-owned by PSA OP) and
Public Storage has no material assets or liabilities other than its investment in PSA OP. As a result, Public Storage relies on
distributions from PSA OP, which in turn relies on distributions from PSOC, to make common and preferred share
dividend payments. Although Public Storage currently wholly-owns (directly or indirectly) PSA OP and PSOC, and
therefore exercises exclusive control over PSA OP and PSOC, including the authority to cause PSA OP and PSOC to make
distributions, in connection with our future acquisition activities or otherwise, PSA OP may issue additional units of
limited partnership to third parties, and these limited partners may negotiate for certain rights. In addition, because Public
Storage is a holding company, shareholder claims are structurally subordinated to all existing and future liabilities of PSA
OP and PSOC and their subsidiaries. Therefore, in the event of a bankruptcy, insolvency, liquidation or reorganization of
PSA OP or PSOC, or their subsidiaries, assets of PSA OP or PSOC or the applicable subsidiary will be available to satisfy
any claims of our shareholders only after such liabilities and obligations have been satisfied in full.

Holders of our Preferred Shares are subject to certain risks.

Holders of our preferred shares have preference rights over our common shareholders with respect to liquidation
and distributions, which give them some assurance of continued payment of their stated dividend rate, and receipt of their
principal upon liquidation of the Company or redemption of their securities. However, holders of our Preferred Shares
should consider the following risks:

•

•

The Company has in the past, and could in the future, issue or assume additional debt. Preferred shareholders
would be subordinated to the interest and principal payments of such debt, which would increase the risk that
there would not be sufficient funds to pay distributions or liquidation amounts to the preferred shareholders.

The Company has in the past, and could in the future, issue additional preferred shares that, while pari passu
to the existing preferred shares, increases the risk that there would not be sufficient funds to pay distributions
to the preferred shareholders.

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• While the Company has no plans to do so, if the Company were to lose its REIT status or no longer elect
REIT status, it would no longer be required to distribute its taxable income to maintain REIT status. If, in
such a circumstance, the Company ceased paying dividends, unpaid distributions to the preferred shareholders
would continue to accumulate. The preferred shareholders would have the ability to elect two additional
members to serve on our Board until the arrearage was cured. The preferred shareholders would not receive
any compensation (such as interest) for the delay in the receipt of distributions, and it is possible that the
arrearage could accumulate indefinitely.

•

Holders of our Preferred Shares have limited rights in the event the Company ceases to pay dividends to
shareholders and have no rights with respect to a Company decision to discontinue listing the Preferred
Shares on a national securities exchange or file reports with the SEC, including following a change of control
transaction.

Risks Related to Government Regulations and Taxation

We would incur adverse tax consequences if we failed to qualify as a REIT, and we would have to pay substantial
U.S. federal corporate income taxes.

REITs are subject to a range of complex organizational and operational requirements. A qualifying REIT does not
generally incur U.S. federal corporate income tax on its “REIT taxable income” (generally, taxable income subject to
specified adjustments, including a deduction for dividends paid and excluding net capital gain) that it distributes to its
shareholders. Our REIT status is also dependent upon the REIT qualification of PS Business Parks, Inc. (“PSB”) through
the end of its taxable year ended December 31, 2022, as a result of our substantial ownership interest in it prior to the
closing of the PSB merger with an unaffiliated third party. We believe we have qualified as a REIT and we intend to
continue to maintain our REIT status.

However, there can be no assurance that we qualify or will continue to qualify as a REIT, because of the highly
technical nature of the REIT rules, the ongoing importance of factual determinations, the possibility of unidentified issues
in prior periods, or changes in our circumstances, as well as share ownership limits in our declaration of trust that may fail
to ensure that our shareholder base is sufficiently diverse for us to qualify as a REIT. For any year we fail to qualify as a
REIT, unless certain relief provisions apply (the granting of such relief could nonetheless result in significant excise or
penalty taxes), we would not be allowed a deduction for dividends paid, we would be subject to U.S. federal corporate
income tax on our taxable income, and generally we would not be allowed to elect REIT status until the fifth year after
such a disqualification. In addition, for tax years beginning after December 31, 2022, we could also be subject to certain
taxes enacted by the Inflation Reduction Act of 2022 that are applicable to non-REIT corporations, including the corporate
alternative minimum tax and nondeductible one percent excise tax on certain stock repurchases. Any taxes, interest, and
penalties incurred would reduce our cash available for distributions to shareholders and could negatively affect our stock
price. However, for years in which we failed to qualify as a REIT, we would not be subject to REIT rules that require us to
distribute substantially all of our taxable income to our shareholders.

Dividends payable by REITs do not qualify for the preferential tax rates available for some dividends.

Dividends payable by REITs may be taxed at higher rates than dividends of non-REIT corporations. The
maximum U.S. federal
income tax rate for qualified dividends paid by domestic non-REIT corporations to U.S.
stockholders that are individuals, trusts, or estates is generally 20%. Dividends paid by REITs to such stockholders are
generally not eligible for that rate, but under current tax law, such stockholders may deduct up to 20% of ordinary
dividends (i.e., dividends not designated as capital gain dividends or qualified dividend income) received from a REIT for
taxable years beginning before January 1, 2026. Although this deduction reduces the effective tax rate applicable to certain
dividends paid by REITs, such tax rate may still be higher than the tax rate applicable to regular corporate qualified
dividends. This may cause investors to view REIT investments as less attractive than investments in non-REIT
corporations, which in turn may adversely affect the value of the stock of REITs, including our stock.

Changes in tax laws could negatively impact us.

The United States Treasury Department and Congress frequently review federal

income tax legislation,
regulations and other guidance. We cannot predict whether, when, or to what extent new federal tax laws, regulations,
interpretations or rulings will be adopted, but these changes might include, in particular, increases in the U.S. federal
income tax rates that apply to us or our shareholders in certain circumstances, possibly with retroactive effect.

16

We may pay some taxes, reducing cash available for shareholders.

Even if we qualify as a REIT for U.S. federal corporate income tax purposes, we may be subject to some federal,
foreign, state, and local taxes on our income and property. Certain consolidated corporate subsidiaries of the Company
have elected to be treated as taxable REIT subsidiaries (“TRSs”) for U.S. federal corporate income tax purposes and are
taxable as regular corporations and subject to certain limitations on intercompany transactions. If tax authorities determine
that amounts paid by our TRSs to us are not reasonable compared to similar arrangements among unrelated parties, we
could be subject to a 100% penalty tax on the excess payments, and ongoing intercompany arrangements could have to
change, resulting in higher ongoing tax payments. To the extent the Company is required to pay federal, foreign, state, or
local taxes, or federal penalty taxes due to existing laws or changes thereto, we will have less cash available for distribution
to shareholders.

In addition, certain local and state governments have imposed taxes on self-storage rent. While in most cases those
taxes are paid by our customers, they increase the cost of self-storage rental to our customers and can negatively impact our
revenues. Other local and state governments may impose self-storage rent taxes in the future.

If PSA OP were to fail to maintain its status as a partnership for U.S. federal income tax purposes, our financial
results would be adversely impacted.

We believe PSA OP qualifies as a partnership for U.S. federal income tax purposes. As a partnership, PSA OP is
generally not subject to U.S. federal income tax on its income. Instead, each of the partners is allocated its share of PSA
OP’s income. There is no assurance, however, that the IRS will not challenge the status of PSA OP as a partnership for
U.S. federal income tax purposes. If the IRS were to successfully challenge the status of PSA OP as a partnership, it would
be taxable as a corporation. In such event, this would reduce the amount of distributions that PSA OP could make. The
treatment of PSA OP as a corporation would also cause us to fail to qualify as a REIT. This would substantially reduce our
cash available to pay distributions and the return on a shareholder's investment.

We have exposure to increased property tax in California.

Approximately $821.2 million of our 2023 net operating income is from our properties in California, and we
incurred approximately $49.1 million in related property tax expense. Due to the impact of Proposition 13, which generally
limits increases in assessed values to 2% per year, the assessed value and resulting property tax we pay is less than it would
be if the properties were assessed at current estimated market values. From time to time, proposals have been made to
reduce the beneficial impact of Proposition 13, most recently in the November 2020 ballot. While this ballot initiative
failed, there can be no assurance that future initiatives or other legislative actions will not eliminate or reduce the benefit of
Proposition 13 with respect to our properties. If the beneficial effect of Proposition 13 were ended for our properties, our
property tax expense could increase substantially, adversely affecting our cash flow from operations and net income.

We are subject to new and changing legislation and regulations, including the California Privacy Rights Act
(CPRA).

We are subject to new and changing legislation and regulations, including the Americans with Disabilities Act of
1990 and legislation regarding property taxes, income taxes, REIT status, labor and employment, privacy, and lien sales at
the city, county, state, and federal level, which could materially impact our business and operations. Failure to comply with
applicable laws, regulations, and policies may subject us to increased litigation and regulatory actions and negatively affect
our business and operations or reputation.

17

On November 3, 2020, Californians passed a ballot measure that creates the California Privacy Rights Act
(“CPRA”). The CPRA amends and expands the California Consumer Privacy Act (CCPA), which went into effect on
January 1, 2020. The CPRA, which went into effect on January 1, 2023, provides new rights and amends existing rights
found in the CCPA. It also creates a new privacy enforcement authority, the California Privacy Protection Agency
(“CalPPA”). The CPRA grants the Attorney General and the CalPPA the authority to issue regulations on a wide range of
topics. It therefore remains unclear what, if any, modifications will be made to the CPRA or how it will be interpreted.
While we believe we have developed processes to comply with current privacy requirements, a regulatory agency may not
agree with certain of our implementation decisions, which could subject us to litigation, regulatory actions, or changes to
our business practices that could increase costs or reduce revenues. Other states have also enacted or are considering
enacting privacy laws similar to those passed in California. Similar laws may be implemented in other jurisdictions in
which we do business and in ways that may be more restrictive than those in California, increasing the cost of compliance,
as well as the risk of noncompliance, on our business.

Our tenant reinsurance business is subject to governmental regulation, which could reduce our profitability or limit
our growth.

We hold limited lines self-service storage insurance agent licenses from a number of individual state departments
of insurance and are subject to state governmental regulation and supervision. Our continued ability to maintain these
limited lines self-service storage insurance agent licenses in the jurisdictions in which we are licensed depends on our
compliance with related rules and regulations. The regulatory authorities in each jurisdiction generally have broad
discretion to grant, renew, and revoke licenses and approvals, to promulgate, interpret, and implement regulations, and to
evaluate compliance with regulations through periodic examinations, audits, and investigations of the affairs of insurance
agents. As a result of regulatory or private action in any jurisdiction, we may be temporarily or permanently suspended
from continuing some or all of our reinsurance activities, or otherwise fined, penalized, or subject to an adverse judgment,
which could reduce our net income.

ITEM 1B.

Unresolved Staff Comments

None.

ITEM 1C.

Cybersecurity

Public Storage devotes significant resources to protecting and continuing to improve the security of its computer
systems, software, networks, and other technology assets. Our security efforts are designed to preserve the confidentiality,
integrity, and continued availability of information owned by, or in the care of, the Company and protect against, among
other things, cybersecurity attacks by unauthorized parties attempting to obtain access to confidential information, destroy
data, disrupt or degrade service, sabotage systems, or cause other damage.

Management and Board Oversight

Our risk management processes include a comprehensive enterprise risk management framework focused on (i)
evaluating the risks facing the Company and aligning the Company’s efforts to mitigate those risks with its strategy and
risk appetite; (ii) communicating and improving the Company’s understanding of its key risks and responsive actions; and
(iii) providing the Board with a defined, rated risk inventory and framework against which the Board can direct its
responsibilities to oversee the Company’s risk assessment and risk management efforts. Our cybersecurity program is a key
component of our overall enterprise risk management framework.

A dedicated team of technology professionals monitors and manages cybersecurity risks. They are led by our
Chief Technology Officer (CTO), who has served in senior leadership positions with responsibility for cybersecurity and
IT risk management for over 10 years, and our Vice President, Management Information Systems (VPMIS), who has been
a Certified Information Systems Security Professional (CISSP) since 2016. Their teams are responsible for leading
enterprise-wide cyber resilience strategy, policy, standards, architecture, and processes. Our CTO and VPMIS regularly
engage with our Chief Administrative Officer. They also report monthly on cybersecurity matters to our entire executive
management team.

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In the event of an incident that jeopardizes the confidentiality, integrity, or availability of the information
technology systems we use, we utilize a regularly updated information security incident response plan (IRP). The IRP is
overseen by our executive Incident Response Committee (IRC), which consists of our Chief Financial and Investment
Officer, Chief Administrative Officer, Chief Legal Officer, and CTO. The IRP guides our internal response to
cybersecurity incidents.

Pursuant to our IRP and its escalation protocols, designated personnel are responsible for assessing the severity of
the incident and associated threat, containing the threat, remediating the threat, including recovery of data and access to
systems, analyzing the reporting obligations associated with the incident, and performing post-incident analysis and
program improvements. While the particular personnel assigned to an incident response team will depend on the particular
facts and circumstances, the response team is generally led by the IRC with support from internal personnel and external
counsel or other experts.

Our Board considers cybersecurity risk one of the most significant risks to our business. The Board has delegated
to the Audit Committee oversight of cybersecurity, data privacy, and other information technology risks affecting the
Company. The Audit Committee periodically evaluates our cybersecurity strategy to ensure its effectiveness. Our CTO and
VPMIS provide quarterly reports to the Audit Committee, which also provides quarterly reports on its activities to the
Board. Annually, the Board receives a comprehensive update regarding the Company’s cybersecurity efforts, which may
include a cybersecurity tabletop exercise, presentation by third party cybersecurity experts, or similar events. Several
members of our Board and Audit Committee have cybersecurity, data privacy, or related experience from their principal
occupation or other professional experience.

Processes for Assessing, Identifying and Managing Material Risks from Cybersecurity Threats

Our cybersecurity program focuses on (i) preventing and preparing for cybersecurity incidents, (ii) detecting and

analyzing cybersecurity incidents, and (iii) containing, eradicating, recovering from, and reporting cybersecurity events.

Prevention and Preparation

We identify and address information security risks by employing a defense-in-depth methodology, consisting of
both proactive and reactive elements, which provides multiple, redundant defensive measures and prescribes actions to take
in case a security control fails or a vulnerability is exploited. We leverage internal resources, along with strategic external
partnerships, to mitigate cybersecurity threats to the Company. We have partnerships for security operations center (SOC)
services, penetration testing, incident response, and various third-party assessments. We deploy both commercially
available solutions and proprietary systems to actively manage threats to our information technology environment.

We assess our cybersecurity program against various frameworks. Our information security program is certified
for compliance with the Payment Card Industry Data Security Standard for the safe handling and protection of credit card
data. Annually, we are assessed, either internally or by an independent third party, against the National Institute of
Standards and Technology (NIST) Cybersecurity Framework. We also utilize reports prepared by our external partners to
assess our cyber proficiency on a standalone basis and comparatively against peers and other companies, and we regularly
engage external resources regarding emerging threats. We have policies and procedures to oversee and identify the
cybersecurity risks associated with our use of third-party service providers, including contractual mechanisms, as well as
the regular review of SOC reports, relevant cyber attestations, and other independent cyber ratings.

We employ a robust information security and training program for our employees, including mandatory computer-
based training, regular internal communications, and ongoing end-user testing to measure the effectiveness of our
information security program. As part of this commitment, we require our employees to complete a Cybersecurity
Awareness eCourse and acknowledge our Information Security policy each year. In addition, we have an established
schedule and process for regular phishing awareness campaigns that are designed to imitate real-world contemporary
threats and provide immediate feedback (and, if necessary, additional training or remedial action) to employees.

As discussed above, we maintain an IRP that guides our response to a cybersecurity incident. Annually, we test
the IRP’s response procedures, including through disaster response and business continuity plan exercises. These exercises
are intended to challenge and validate our information security response and resources through simulated cybersecurity
incidents, including engagement of outside cybersecurity legal counsel, other third-party partners, key internal personnel,
executive management, and our Board.

19

Detection and Analysis

Cybersecurity incidents may be detected through a variety of means, which may include, but are not limited to,
automated event-detection notifications, employee notifications, notification from external parties (e.g., our third-party
information technology provider), and proactive threat hunting in conjunction with our external partners. Once a potential
cybersecurity incident is identified, including a third-party cybersecurity event, the incident response team designated
pursuant to the IRP follows the procedures set forth in the plan to investigate the potential incident, including determining
the nature of the event (e.g. ransomware or personal data breach) and assessing the severity of the event and sensitivity of
any compromised data.

Containment, Eradication, Recovery, and Reporting

In the event of a cybersecurity incident, our first priority is to contain the cybersecurity incident as quickly as

possible consistent with the procedures in our IRP.

Once a cybersecurity incident is contained, our focus shifts to remediation and recovery. These activities depend
on the nature of the cybersecurity incident and may include rebuilding systems and/or hosts, replacing compromised files
with clean versions, validation of files or data that may have been affected, increased network monitoring or logging to
identify recurring attacks, monitoring dark or deep web forums, reconfiguring administrative account access, hardening
network security such as firewall configurations, and employee re-training. We also maintain cybersecurity insurance
providing coverage for certain costs related to security failures and specified cybersecurity-related incidents that interrupt
our network or networks of our vendors, in all cases up to specified limits and subject to certain exclusions.

Our IRP provides clear communication protocols, including with respect to members of executive management,
internal and external counsel, the Audit Committee and our Board. These protocols include a framework for assessing our
SEC and other regulatory reporting obligations related to a cybersecurity incident.

Following the conclusion of an incident, the incident response team will generally assess the effectiveness of the

cybersecurity program and IRP and make adjustments as appropriate.

Cybersecurity Risks

As of December 31, 2023, we are not aware of any material cybersecurity incidents in the last three years.
However, we routinely face risks of potential incidents, whether through cyber-attacks or cyber intrusions over the Internet,
ransomware and other forms of malware, computer viruses, attachment to emails, phishing attempts, extortion or other
scams that we have been able to prevent or sufficiently mitigate harm from. Although we make efforts to maintain the
security and integrity of the third-party networks and systems we use, these systems and the proprietary, confidential and
personal information that resides on or is transmitted through them, are subject to the risk of a security incident or
disruption, and there can be no assurance that our security efforts and measures, and those of our third-party providers. See
“Item 1A–Risk Factors–If our confidential
including as a result of a
cybersecurity incident, our reputation and business relationships could be damaged, which could adversely affect our
financial condition and operating results.”

information is compromised or corrupted,

20

ITEM 2.

Properties

At December 31, 2023, we had controlling ownership interests in 3,044 self-storage facilities located in 40 states

within the U.S.:

Texas

California

Florida

Illinois

Georgia

North Carolina

Virginia

Maryland

Washington
Colorado

Minnesota

New York

South Carolina

New Jersey

Ohio

Michigan

Arizona

Indiana

Oklahoma

Tennessee

Missouri

Pennsylvania

Oregon

Nevada

Massachusetts

Kansas

Other states (14 states)

Total (a)

At December 31, 2023

Number of Storage
Facilities

Net Rentable Square Feet
(in thousands)

455

444

360

137

127

110

120

105

107
87

68

73

81

67

65

61

60

54

48

52

44

37

45

33

29

24

151

3,044

38,668

31,419

25,038

8,930

8,555

8,110

7,894

7,782

7,586
6,468

5,425

5,122

5,031

4,651

4,415

4,387

4,275

3,585

3,502

3,228

2,919

2,685

2,618

2,305

2,052

1,538

9,883

218,071

(a) See Schedule III: Real Estate and Accumulated Depreciation in our consolidated financial statements included in this Annual
Report on Form 10-K, for a summary of land, building, accumulated depreciation, square footage, and number of properties by
market.

At December 31, 2023, two of our facilities with a net book value of $11.7 million were encumbered by an

aggregate of $1.8 million in mortgage notes payable.

21

The configuration of self-storage facilities has evolved over time. The oldest facilities are comprised generally of
multiple single-story buildings, and have on average approximately 500 primarily “drive up” spaces per facility, and a
small rental office. The most prevalent recently constructed facilities have higher density footprints with large, multi-story
buildings with climate control and typically 1,000 or more self-storage spaces, a more imposing and visible retail presence,
and a prominent and large rental office designed to appeal to customers as an attractive and retail-focused “store.” Our self-
storage portfolio includes facilities with characteristics of the oldest facilities, characteristics of the most recently
constructed facilities, and those with characteristics of both older and recently constructed facilities. Most spaces have
between 25 and 400 square feet and an interior height of approximately eight to 12 feet.

ITEM 3.

Legal Proceedings

For a description of the Company’s legal proceedings, see “Note 15. Commitments and Contingencies” to our

consolidated financial statements included in this Annual Report on Form 10-K.

ITEM 4.

Mine Safety Disclosures

Not applicable.

22

PART II

ITEM 5.
Equity Securities

Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of

Our common shares of beneficial interest (NYSE: PSA) have been listed on the NYSE since October 19, 1984. As

of February 13, 2024, there were approximately 9,586 holders of record of our common shares.

Our Board has authorized management to repurchase up to 35,000,000 of our common shares on the open market
or in privately negotiated transactions. From the inception of the repurchase program through February 20, 2024, we have
repurchased a total of 23,721,916 common shares (all purchased prior to 2010) at an aggregate cost of approximately
$679.1 million. Our common share repurchase program does not have an expiration date and there are 11,278,084 common
shares that may yet be repurchased under our repurchase program as of December 31, 2023. We have no current plans to
repurchase shares; however, future levels of common share repurchases will be dependent upon our available capital,
investment alternatives, and the trading price of our common shares.

Refer to Item 12. “Security Ownership of Certain Beneficial Owners and Management and Related Shareholder

Matters” for information about our equity compensation plans.

ITEM 6.

[Reserved]

ITEM 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be

read in conjunction with our consolidated financial statements and notes thereto.

Critical Accounting Estimates

The preparation of consolidated financial statements and related disclosures in conformity with U.S. generally
accepted accounting principles (“GAAP”) requires us to make judgments, assumptions, and estimates that affect the
amounts reported. On an ongoing basis, we evaluate our estimates and assumptions. These estimates and assumptions are
based on current facts, historical experience, and various other factors that we believe are reasonable under the
circumstances to determine reported amounts of assets, liabilities, revenues, and expenses that are not readily apparent
from other sources.

We believe the following are our critical accounting estimates, because they are reasonably likely to have a
material impact on the portrayal of our financial condition and results, and they require us to make judgments and estimates
about matters that involve a significant level of uncertainty.

Impairment of Long-Lived Assets: The analysis of impairment of our long-lived assets, including our real estate
facilities, involves identification of indicators of impairment, including unfavorable operational results and significant cost
overruns on construction, projections of future operating cash flows, and estimates of fair values, all of which require
significant judgment and subjectivity. In particular, these estimates are sensitive to significant assumptions, such as the
projections of future rental rates, stabilized occupancy level, future profit margin, discount rates, and capitalization rates,
all of which could be affected by our expectations about future market or economic conditions. Others could come to
materially different conclusions.

23

Allocating Purchase Price for Acquired Real Estate Facilities: We estimate the fair values of the assets and
liabilities of acquired real estate facilities, which consist principally of land, buildings and acquired customers in place, for
purposes of allocating the aggregate purchase price of acquired real estate facilities. We estimate the fair value of land
based upon price per square foot derived from observable transactions involving comparable land in similar locations as
adjusted for location quality, parcel size, and date of sale associated with the acquired facilities. The fair value estimate of
land is sensitive to the adjustments made to the land market transactions used in the estimate, particularly when there is a
lack of recent comparable land market data. For large portfolio acquisitions, we estimate the fair value of buildings
primarily using the income approach by estimating the fair value of hypothetical vacant acquired facilities and adjusting for
the estimated fair value of land. For individual and small portfolio acquisitions, we estimate the fair value of buildings
primarily based upon the estimated current replacement cost, which we calculate by estimating the replacement cost of new
purpose-built self-storage facilities in similar geographic regions and adjusting for age, quality, amenities, and
configuration associated with the buildings acquired. The fair value estimate of buildings is sensitive to assumptions used
in both the income approach, such as lease-up period, future stabilized operating cash flows, capitalization rate and
discount rate, and in the replacement cost approach, such as current cost adjustment, soft cost and developer profit
estimates. We estimate the fair value of acquired customers in place using the income approach by estimating the foregone
rent over the presumed period of time to absorb the occupied spaces as if they were vacant at the time of acquisition. The
fair value estimate of the acquired customers in place is sensitive to the assumptions used in the income approach, such as
market rent, lease-up period and discount rate. Others could come to materially different conclusions as to the estimated
fair values of land, buildings and acquired customers in place, which would result
in different depreciation and
amortization expense, gains and losses on sale of real estate assets, as well as the level of land and buildings on our
consolidated balance sheet.

Overview

Our self-storage operations generate most of our net income, and our earnings growth is impacted by the levels of
growth within our Same Store Facilities (as defined below) as well as within our Acquired Facilities and Newly Developed
and Expanded Facilities (both as defined below). Accordingly, a significant portion of management’s time is devoted to
maximizing cash flows from our existing self-storage facility portfolio.

During 2023, revenues generated by our Same Store Facilities increased by 4.7% ($154.0 million), as compared to
2022, while Same Store cost of operations increased by 4.7% ($35.9 million). Demand and operating trends softened in the
second half of 2022 continuing through 2023 as compared to what we experienced in 2020 and 2021, and we expect this to
continue in 2024.

We have grown and plan to continue to grow through the acquisition and development of new facilities and
expansion of our existing self-storage facilities. Since the beginning of 2021, we acquired a total of 470 facilities with 38.8
million net rentable square feet for $8.5 billion. Additionally, within our non-same store portfolio, our developed and
expanded facilities include a total of 145 self-storage facilities of 17.1 million net rentable square feet. For development
and expansions completed by December 31, 2023, we incurred a total cost of $1.6 billion. During 2023, combined net
operating income generated by our Acquired Facilities and Newly Developed and Expanded Facilities increased 28.7%
($109.4 million), as compared to 2022.

On September 13, 2023, we acquired BREIT Simply Storage LLC, a self-storage company that owns and operates
127 self-storage facilities (9.4 million square feet) and manages 25 self-storage facilities for third parties, for a purchase
price of $2.2 billion in cash (the “Simply Acquisition”). The 127 wholly-owned facilities are geographically diversified
across 18 states and located in submarkets with strong demand drivers and other desirable characteristics.

In connection with the Simply Acquisition, on July 26, 2023, we completed a public offering of $2.2 billion

aggregate principal amount of unsecured senior notes in various tranches and maturities.

We have experienced recent inflationary impacts on our cost of operations including labor, utilities, and repairs
and maintenance, and costs of development and expansion activities, and we may continue to experience such impacts in
the future. We have implemented various initiatives to manage the adverse impacts, such as enhancements in operational
processes and investments in technology to reduce payroll hours, achievement of economies of scale from recent
acquisitions with supervisory payroll and centralized management costs allocated over a broader number of self-storage
facilities, and investments in solar power and LED lights to lower utility usage.

24

In order to enhance the competitive position of certain of our facilities relative to local competitors (including
newly developed facilities), we have embarked on our multi-year Property of Tomorrow program to (i) rebrand our
properties with more pronounced, attractive, and clearly identifiable color schemes and signage, (ii) enhance the energy
efficiency of our properties, and (iii) upgrade the configuration and layout of the offices and other customer zones to
improve the customer experience. We expect to complete the program in 2024. We spent approximately $160 million on
the program in 2023 and expect to spend approximately $150 million in 2024 on this effort. We have also embarked on a
solar program under which we plan to install solar panels on over 1,000 of our self-storage facilities. We have completed
the installations on 534 facilities through 2023. We spent approximately $51 million on the program in 2023 and expect to
spend $100 million in 2024 on this effort.

Results of Operations

Operating Results for 2023 and 2022

In 2023, net income allocable to our common shareholders was $1.9 billion or $11.06 per diluted common share,
compared to $4.1 billion or $23.50 per diluted common share in 2022, representing a decrease of $2.2 billion or $12.44 per
diluted common share. The decrease is due primarily to (i) a $2.1 billion gain on sale of our equity investment in PS
Business Parks, Inc. (“PSB”) in July 2022, (ii) a $149.5 million increase in foreign currency exchange losses primarily
associated with our Euro denominated notes payable, (iii) a $79.1 million decrease in equity in earnings of unconsolidated
real estate entities due to our sale of PSB in July 2022, and (iv) a $64.8 million increase in interest expense, partially offset
by (v) a $231.8 million increase in self-storage net operating income and (vi) a $45.0 million increase in interest and other
income.

The $231.8 million increase in self-storage net operating income in 2023 as compared to 2022 is a result of a
$118.2 million increase attributable to our Same Store Facilities and a $113.6 million increase attributable to our non-same
store facilities. Revenues for the Same Store Facilities increased 4.7% or $154.0 million in 2023 as compared to 2022, due
primarily to higher realized annual rent per occupied square foot, partially offset by a decline in occupancy. Cost of
operations for the Same Store Facilities increased by 4.7% or $35.9 million in 2023 as compared to 2022, due primarily to
increased property tax expense, marketing expense, and other direct property costs. The increase in net operating income of
$113.6 million for the non-same store facilities is due primarily to the impact of facilities acquired in 2021, 2022, and 2023
and the fill-up of recently developed and expanded facilities.

Operating Results for 2022 and 2021

In 2022, net income allocable to our common shareholders was $4.1 billion or $23.50 per diluted common share,
compared to $1.7 billion or $9.87 per diluted common share in 2021, representing an increase of $2.4 billion or $13.63 per
diluted common share. The increase is due primarily to (i) a $2.1 billion gain on sale of our equity investment in PSB and
(ii) a $614.3 million increase in self-storage net operating income, partially offset by (iii) a $174.7 million increase in
depreciation and amortization expense, (iv) a $125.1 million decrease in equity in earnings of unconsolidated real estate
entities due to the sale of our equity investment in PSB, and (v) a $45.5 million increase in interest expense.

The $614.3 million increase in self-storage net operating income in 2022 as compared to 2021 is a result of a
$390.6 million increase in our Same Store Facilities and a $223.7 million increase in our non-same store facilities.
Revenues for the Same Store Facilities increased 15.2% or $432.2 million in 2022 as compared to 2021, due primarily to
higher realized annual rent per available square foot, partially offset by a decline in occupancy. Cost of operations for the
Same Store Facilities increased by 5.7% or $41.7 million in 2022 as compared to 2021, due primarily to increased property
tax expense, marketing expense, other direct property costs, and centralized management costs. The increase in net
operating income of $223.7 million for the non-same store facilities is due primarily to the impact of facilities acquired in
2021 and the fill-up of recently developed and expanded facilities.

25

Funds from Operations and Core Funds from Operations

Funds from Operations (“FFO”) and FFO per share are non-GAAP measures defined by Nareit. We believe that
FFO and FFO per share are useful to REIT investors and analysts in measuring our performance because Nareit’s
definition of FFO excludes items included in net income that do not relate to or are not indicative of our operating and
financial performance. FFO represents net income before real estate-related depreciation and amortization, which is
excluded because it is based upon historical costs and assumes that building values diminish ratably over time, while we
believe that real estate values fluctuate due to market conditions. FFO also excludes gains or losses on sale of real estate
assets and real estate impairment charges, which are also based upon historical costs and are impacted by historical
depreciation. FFO and FFO per share are not a substitute for net income or earnings per share. FFO is not a substitute for
net cash flow in evaluating our liquidity or ability to pay dividends, because it excludes investing and financing activities
presented on our consolidated statements of cash flows. In addition, other REITs may compute these measures differently,
so comparisons among REITs may not be helpful.

For the year ended December 31, 2023, FFO was $16.60 per diluted common share as compared to $16.46 and
$13.36 per diluted common share for the years ended December 31, 2022 and 2021, respectively, representing an increase
in 2023 of 0.9%, or $0.14 per diluted common share, as compared to 2022.

We also present “Core FFO” and “Core FFO per share” non-GAAP measures that represent FFO and FFO per
share excluding the impact of (i) foreign currency exchange gains and losses, (ii) charges related to the redemption of
preferred securities, and (iii) certain other non-cash and/or nonrecurring income or expense items primarily representing,
with respect to the periods presented below, the impact of loss contingency accruals and resolutions, casualties, due
diligence costs incurred in pursuit of strategic transactions, unrealized gain on private equity investments, UPREIT
reorganization costs, Simply integration costs, amortization of acquired non real estate-related intangibles from the Simply
Acquisition and our equity share of deferred tax benefits of a change in tax status, merger transaction costs, severance of a
senior executive, lease termination income, and casualties from our equity investees. We review Core FFO and Core FFO
per share to evaluate our ongoing operating performance and we believe they are used by investors and REIT analysts in a
similar manner. However, Core FFO and Core FFO per share are not substitutes for net income and net income per share.
Because other REITs may not compute Core FFO or Core FFO per share in the same manner as we do, may not use the
same terminology or may not present such measures, Core FFO and Core FFO per share may not be comparable among
REITs.

26

The following table reconciles net income to FFO and Core FFO and reconciles diluted earnings per share to FFO

per share and Core FFO per share:

Year Ended December 31,

Year Ended December 31,

2023

2022

Percentage
Change

2022

2021

Percentage
Change

(Amounts in thousands, except per share data)

Reconciliation of Net Income to FFO and Core
FFO:

Net income allocable to common shareholders

$ 1,948,741

$ 4,142,288

(53.0)% $ 4,142,288

$ 1,732,444

139.1 %

Eliminate items excluded from FFO:

Real estate-related depreciation and amortization

962,703

881,569

881,569

709,349

Real estate-related depreciation from

unconsolidated real estate investments

Real estate-related depreciation allocated to

noncontrolling interests and restricted share
unitholders

Gains on sale of real estate investments,

36,769

54,822

54,822

73,729

(6,635)

(6,622)

(6,622)

(4,415)

including our equity share from investments

(17,290)

(54,403)

(54,403)

(165,272)

Gain on sale of equity investment in PS Business

Parks, Inc.

— (2,116,839)

(2,116,839)

—

FFO allocable to common shares

$ 2,924,288

$ 2,900,815

0.8 % $ 2,900,815

$ 2,345,835

23.7 %

Eliminate the impact of items excluded from Core
FFO, including our equity share from investments:

Foreign currency exchange loss (gain)

51,197

(98,314)

(98,314)

(111,787)

Preferred share redemption charge

Property losses and tenant claims due to

casualties

Other items

—

—

447

—

4,817

(338)

—

31,604

4,817

(338)

4,909

(543)

Core FFO allocable to common shares

$ 2,975,932

$ 2,806,980

6.0 % $ 2,806,980

$ 2,270,018

23.7 %

Reconciliation of Diluted Earnings per Share to
FFO per Share and Core FFO per Share:

Diluted earnings per share

$

11.06

$

23.50

(52.9)% $

23.50

$

9.87

138.1 %

Eliminate amounts per share excluded from FFO:

Real estate-related depreciation and amortization

5.64

5.27

5.27

4.44

Gains on sale of real estate investments,

including our equity share from investments

(0.10)

(0.31)

(0.31)

(0.95)

Gain on sale of equity investment in PS Business

Parks, Inc.

FFO per share

—

(12.00)

(12.00)

—

$

16.60

$

16.46

0.9 % $

16.46

$

13.36

23.2 %

Eliminate the per share impact of items excluded
from Core FFO, including our equity share from
investments:

Foreign currency exchange loss (gain)

Preferred share redemption charge

Property losses and tenant claims due to

casualties

Other items

Core FFO per share

0.29

—

—

—

(0.57)

—

0.03

—

(0.57)

—

0.03

—

(0.64)

0.18

0.03

—

$

16.89

$

15.92

6.1 % $

15.92

$

12.93

23.1 %

Diluted weighted average common shares

176,143

176,280

176,280

175,568

27

Analysis of Net Income — Self-Storage Operations

Our self-storage operations are analyzed in four groups: (i) the 2,339 facilities that we have owned and operated
on a stabilized basis since January 1, 2021 (the “Same Store Facilities”), (ii) 470 facilities we acquired since January 1,
2021 (the “Acquired Facilities”), (iii) 145 facilities that have been newly developed or expanded, or that had commenced
expansion by December 31, 2023 (the “Newly Developed and Expanded Facilities”), and (iv) 90 other facilities, which are
otherwise not stabilized with respect to occupancies or rental rates since January 1, 2021 (the “Other Non-same Store
Facilities”). See Note 14 to our December 31, 2023 consolidated financial statements “Segment Information,” for a
reconciliation of the amounts in the tables below to our total net income.

28

Self-Storage Operations

Summary

Revenues:

Same Store Facilities
Acquired Facilities
Newly Developed and Expanded Facilities
Other Non-Same Store Facilities

Cost of operations:

Same Store Facilities
Acquired Facilities
Newly Developed and Expanded Facilities
Other Non-Same Store Facilities

Net operating income (a):

Same Store Facilities
Acquired Facilities
Newly Developed and Expanded Facilities
Other Non-Same Store Facilities
Total net operating income

Depreciation and amortization expense:

Same Store Facilities
Acquired Facilities
Newly Developed and Expanded Facilities
Other Non-Same Store Facilities

Total depreciation and amortization

expense

Net income (loss):

Year Ended December 31,

Year Ended December 31,

2023

2022

Percentage
Change

2022

2021

Percentage
Change

(Dollar amounts and square footage in thousands)

$ 3,427,867
450,653
262,450
118,643
4,259,613

$ 3,273,823
327,245
230,999
113,961
3,946,028

4.7 % $ 3,273,823
327,245
37.7 %
230,999
13.6 %
4.1 %
113,961
7.9 % 3,946,028

$ 2,841,598
106,474
167,119
88,375
3,203,566

802,269
144,498
78,531
36,652
1,061,950

2,625,598
306,155
183,919
81,991
3,197,663

766,405
109,744
67,805
36,255
980,209

2,507,418
217,501
163,194
77,706
2,965,819

4.7 %
31.7 %
15.8 %
1.1 %
8.3 %

766,405
109,744
67,805
36,255
980,209

724,748
32,705
58,890
35,687
852,030

4.7 % 2,507,418
217,501
40.8 %
163,194
12.7 %
77,706
5.5 %
7.8 % 2,965,819

2,116,850
73,769
108,229
52,688
2,351,536

528,121
323,796
61,421
56,718

501,139
280,871
54,115
52,021

5.4 %
15.3 %
13.5 %
9.0 %

501,139
280,871
54,115
52,021

483,219
131,998
47,549
50,662

15.2 %
207.3 %
38.2 %
29.0 %
23.2 %

5.7 %
235.6 %
15.1 %
1.6 %
15.0 %

18.5 %
194.8 %
50.8 %
47.5 %
26.1 %

3.7 %
112.8 %
13.8 %
2.7 %

970,056

888,146

9.2 %

888,146

713,428

24.5 %

Same Store Facilities
Acquired Facilities
Newly Developed and Expanded Facilities
Other Non-Same Store Facilities

2,097,477
(17,641)
122,498
25,273

2,006,279
(63,370)
109,079
25,685

4.5 % 2,006,279
(63,370)
109,079
25,685

(72.2)%
12.3 %
(1.6)%

1,633,631
(58,229)
60,680
2,026

Total net income

$ 2,227,607

$ 2,077,673

7.2 % $ 2,077,673

$ 1,638,108

Number of facilities at period end:

Same Store Facilities
Acquired Facilities
Newly Developed and Expanded Facilities
Other Non-Same Store Facilities

Net rentable square footage at period end:

Same Store Facilities
Acquired Facilities
Newly Developed and Expanded Facilities
Other Non-Same Store Facilities

2,339
470
145
90
3,044

154,874
38,816
17,101
7,280
218,071

2,339
306
134
90
2,869

154,874
26,634
15,366
7,343
204,217

— %
53.6 %
8.2 %
— %
6.1 %

— %
45.7 %
11.3 %
(0.9)%
6.8 %

2,339
306
134
90
2,869

154,874
26,634
15,366
7,343
204,217

2,339
232
126
90
2,787

154,874
21,830
14,273
7,342
198,319

22.8 %
8.8 %
79.8 %
1167.8 %

26.8 %

— %
31.9 %
6.3 %
— %
2.9 %

— %
22.0 %
7.7 %
— %
3.0 %

29

(a) Net operating income or “NOI” is a non-GAAP financial measure that excludes the impact of depreciation and amortization
expense, which is based upon historical real estate costs and assumes that building values diminish ratably over time, while we
believe that real estate values fluctuate due to market conditions. We utilize NOI in determining current property values,
evaluating property performance, and evaluating property operating trends. We believe that investors and analysts utilize NOI in
a similar manner. NOI is not a substitute for net income, operating cash flow, or other related financial measures, in evaluating
our operating results. See Note 14 to our December 31, 2023 consolidated financial statements for a reconciliation of NOI to our
total net income for all periods presented.

Same Store Facilities

The Same Store Facilities consist of facilities we have owned and operated on a stabilized level of occupancy,
revenues, and cost of operations since January 1, 2021. The composition of our Same Store Facilities allows us more
effectively to evaluate the ongoing performance of our self-storage portfolio in 2021, 2022, and 2023 and exclude the
impact of fill-up of unstabilized facilities, which can significantly affect operating trends. We believe investors and analysts
use Same Store Facilities information in a similar manner. However, because other REITs may not compute Same Store
Facilities in the same manner as we do, may not use the same terminology or may not present such a measure, Same Store
Facilities may not be comparable among REITs.

The following table summarizes the historical operating results (for all periods presented) of these 2,339 facilities
(154.9 million net rentable square feet) that represent approximately 71% of the aggregate net rentable square feet of our
U.S. consolidated self-storage portfolio at December 31, 2023. It includes various measures and detail that we do not
include in the analysis of the developed, acquired, and other non-same store facilities, due to the relative magnitude and
importance of the Same Store Facilities relative to our other self-storage facilities.

30

Selected Operating Data for the Same Store Facilities (2,339 facilities)

Year Ended December 31,

Year Ended December 31,

2023

2022

Percentage
Change

2022

2021

Percentage
Change

(Dollar amounts in thousands, except for per square foot data)

Revenues (a):

Rental income

$3,312,597 $3,169,132

4.5% $ 3,169,132

$ 2,756,752

Late charges and administrative fees

115,270

104,691

10.1%

104,691

84,846

Total revenues

3,427,867

3,273,823

4.7% 3,273,823

2,841,598

Direct cost of operations (a):

Property taxes

On-site property manager payroll

Repairs and maintenance

Utilities

Marketing

Other direct property costs

300,505

126,830

64,565

44,775

69,158

90,990

290,605

123,372

60,317

45,578

47,863

83,615

Total direct cost of operations

696,823

651,350

3.4%

2.8%

7.0%

(1.8)%

44.5%

8.8%

7.0%

290,605

123,372

60,317

45,578

47,863

83,615

279,142

118,085

54,359

42,417

41,446

75,959

651,350

611,408

Direct net operating income (b)

2,731,044

2,622,473

4.1% 2,622,473

2,230,190

15.0%

23.4%

15.2%

4.1%

4.5%

11.0%

7.5%

15.5%

10.1%

6.5%

17.6%

Indirect cost of operations (a):

Supervisory payroll

Centralized management costs

Share-based compensation

(33,846)

(60,861)

(10,739)

(36,327)

(64,053)

(14,675)

(6.8)%

(5.0)%

(26.8)%

(36,327)

(64,053)

(14,675)

(38,487)

(57,021)

(5.6)%

12.3%

(17,832)

(17.7)%

Net operating income

2,625,598

2,507,418

4.7% 2,507,418

2,116,850

Depreciation and amortization expense

(528,121)

(501,139)

5.4%

(501,139)

(483,219)

Net income

$2,097,477 $2,006,279

4.5% $ 2,006,279

$ 1,633,631

18.5%

3.7%

22.8%

Gross margin (before indirect costs,
depreciation and amortization expense)

Gross margin (before depreciation and
amortization expense)

Weighted average for the period:

79.7%

80.1%

(0.5)%

80.1%

78.5%

2.0%

76.6%

76.6%

—%

76.6%

74.5%

2.8%

Square foot occupancy

93.3%

94.8%

(1.6)%

94.8%

96.2%

(1.5)%

Realized annual rental income per (c):

Occupied square foot

Available square foot

At December 31:

Square foot occupancy

$

$

22.93 $

21.38 $

21.58

20.45

6.3% $

4.5% $

21.58 $

20.45 $

18.49

17.79

16.7%

15.0%

91.6%

92.3%

(0.8)%

92.3%

94.7%

(2.5)%

Annual contract rent per occupied square
foot (d)

$

23.04 $

22.88

0.7% $

22.88 $

19.81

15.5%

31

(a) Revenues and cost of operations do not include tenant reinsurance and merchandise sale revenues and expenses generated at the

facilities. See “Ancillary Operations” below for more information.

(b) Direct net operating income (“Direct NOI”), a subtotal within NOI, is a non-GAAP financial measure that excludes the impact of
supervisory payroll, centralized management costs, and share-based compensation in addition to depreciation and amortization
expense. We utilize direct net operating income in evaluating property performance and in evaluating property operating trends as
compared to our competitors.

(c) Realized annual rent per occupied square foot is computed by dividing rental income, before late charges and administrative fees,
by the weighted average occupied square feet for the period. Realized annual rent per available square foot (“REVPAF”) is
computed by dividing rental income, before late charges and administrative fees, by the total available net rentable square feet for
the period. These measures exclude late charges and administrative fees in order to provide a better measure of our ongoing level of
revenue. Late charges are dependent upon the level of delinquency, and administrative fees are dependent upon the level of move-
ins. In addition, the rates charged for late charges and administrative fees can vary independently from rental rates. These measures
take into consideration promotional discounts, which reduce rental income.

(d) Annual contract rent represents the agreed upon monthly rate that is paid by our tenants in place at the time of measurement.
Contract rates are initially set in the lease agreement upon move-in, and we adjust them from time to time with notice. Contract rent
excludes other fees that are charged on a per-item basis, such as late charges and administrative fees, does not reflect the impact of
promotional discounts, and does not reflect the impact of rents that are written off as uncollectible.

Analysis of Same Store Revenue

We believe a balanced occupancy and rate strategy maximizes our revenues over time. We regularly adjust rental
rates and promotional discounts offered (generally, “$1.00 rent for the first month”), as well as our marketing efforts to
maximize revenue from new tenants to replace tenants that vacate.

We typically increase rental rates to our long-term tenants (generally, those who have been with us for at least a
year) every six to twelve months. As a result, the number of long-term tenants we have in our facilities is an important
factor in our revenue growth. The level of rate increases to long-term tenants is based upon evaluating the additional
revenue from the increase against the negative impact of incremental move-outs, by considering customers’ in-place rent
and prevailing market rents, among other factors.

Revenues generated by our Same Store Facilities increased 4.7% and 15.2% in 2023 and 2022, respectively, in
each case as compared to the previous year. The increase in 2023 is due primarily to (i) a 6.3% increase in realized annual
rent per occupied square foot for 2023 as compared to 2022, partially offset by (ii) a 1.6% decrease in average occupancy
for 2023 as compared to 2022. The increase in 2022 is due primarily to (i) a 16.7% increase in realized annual rent per
occupied square foot for 2022 as compared to 2021, partially offset by (ii) a 1.5% decrease in average occupancy for 2022
as compared to 2021.

The increase in realized annual rent per occupied square foot in 2023 as compared to 2022 was due to cumulative
rate increases to existing long-term tenants over the past twelve months, partially offset by a 13.9% decrease in average
rates per square foot charged to new tenants moving in who replaced tenants moving out with higher rental rates. The
growth rate in realized annual rent per occupied square foot has decelerated since the second half of 2022 from lower
move-in rates and increased promotion discounts offered in order to replace tenants that vacate. At December 31, 2023,
annual contract rent per occupied square foot was 0.7% higher as compared to December 31, 2022.

Occupancy levels have gradually declined since the second half of 2022 and are returning to 2019 levels as move-
out activity increased and customer demand softened. The weighted average square foot occupancy for our Same Store
Facilities was 93.3% for 2023, representing a decrease of 1.6%, as compared to 2022. During 2023, we lowered move-in
rental rates and increased promotional activity and advertising spending to increase move-in activity at our facilities, which
led to a year-over-year 8.8% increase in move-in volumes that more than offset the year-over-year 5.9% increase in move-
out volumes. Move-in volumes net of move-out volumes were higher in 2023 as compared to 2022, which reduced the
year-over-year decline in occupancy levels between December 31, 2022 and December 31, 2023.

Move-out activities from our tenants were higher in 2023 as compared to 2022, returning to 2019 levels, which
were not impacted by the COVID-19 pandemic. Average length of stay of our tenants remained at similar high levels in
2023 as compared to 2022, which supported our revenue growth by contributing to the number of tenants eligible for rental
rate increases.

32

Demand in the summer months of 2023 was impacted by the lower home-moving activities due to limited housing
market transaction volumes leading to less seasonality than we typically experience. Typical seasonal demand patterns
returned in the second half of 2023 with decreased demand during the fall and winter months. Demand fluctuates due to
various local and regional factors, including the overall economy. Demand for our facilities is also impacted by new supply
of self-storage space and alternatives to self-storage.

Industry-wide demand from new customers for storage space at the beginning of 2024 is below the level at the
beginning of 2023. We will mitigate this lower demand by continuing to support new customer move-ins with increased
marketing expense, lower rental rates to new customers, and increased promotional discounting. We expect industry-wide
demand from new customers to stabilize during the year due to improving macroeconomic conditions. We also anticipate
fewer completions of new self-storage facilities nationally, reducing the competitive impact of new supply on customer
acquisition. As a result of stabilizing new customer demand during the year, stable existing customer behavior, and lower
impact from new competitive supply, we anticipate same store revenues in 2024 will be similar to those earned in 2023.

Late Charges and Administrative Fees

Late charges and administrative fees increased 10.1% and 23.4% in 2023 and 2022, in each case as compared to
the previous year. The increase in 2023 is due to (i) higher late charges collected on delinquent accounts driven by more
delinquent accounts and to a lesser extent (ii) higher administrative fees resulting from higher move-in volumes. The
increase in 2022 is due to (i) higher late charges collected on delinquent accounts driven by more delinquent accounts
compared to 2021 and to a lesser extent (ii) higher administrative fees charged per move-in combined with higher move-in
volumes. Delinquency levels at our Same Store Facilities remain below 2019 levels at December 31, 2023.

Selected Key Statistical Data

The following table sets forth average annual contract rent per square foot and total square footage for tenants
moving in and moving out during the years ended December 31, 2023, 2022, and 2021. It also includes promotional
discounts, which vary based upon the move-in contractual rates, move-in volume, and percentage of tenants moving in who
receive the discount.

Year Ended December 31,

Year Ended December 31,

2023

2022

Change

2022

2021

Change

(Amounts in thousands, except for per square foot amounts)

Tenants moving in during the period:

Average annual contract rent per square foot $

15.61

$

18.12

(13.9)% $

18.12

$

17.08

Square footage

110,958

101,956

8.8%

101,956

97,487

Contract rents gained from move-ins

$1,732,054 $1,847,443

(6.2)% $1,847,443 $1,665,078

Promotional discounts given

$

57,778

$

52,114

10.9% $

52,114

$

43,433

Tenants moving out during the period:

Average annual contract rent per square foot $

21.34

$

20.63

3.4% $

20.63

$

17.47

Square footage

111,882

105,663

5.9%

105,663

96,234

Contract rents lost from move-outs

$2,387,562 $2,179,828

9.5% $2,179,828 $1,681,208

6.1%

4.6%

11.0%

20.0%

18.1%

9.8%

29.7%

33

Analysis of Same Store Cost of Operations

Cost of operations (excluding depreciation and amortization) increased 4.7% and 5.7% in 2023 and 2022,
respectively, in each case as compared to the previous year. The increase in 2023 is due primarily to increased property tax
expense, marketing expense, and other direct property costs, while the increase in 2022 is due primarily to increased
property tax expense, marketing expense, other direct property costs, and centralized management costs.

Property tax expense increased 3.4% and 4.1% in 2023 and 2022, respectively, in each case as compared to the

previous year, as a result of higher assessed values.

Marketing expense includes Internet advertising and the operating costs of our telephone reservation center.
Internet advertising expense, comprising keyword search fees assessed on a “per click” basis, varies based upon demand
for self-storage space, the quantity of people inquiring about self-storage through online search, occupancy levels, the
number and aggressiveness of bidding competitors, and other factors. These factors are volatile; accordingly, Internet
advertising can increase or decrease significantly in the short-term. We increased marketing expense by 44.5% and 15.5%
in 2023 and 2022, respectively, in each case as compared to the previous year, by utilizing a higher volume of online paid
search programs to attract new tenants. We plan to continue to use internet advertising and other advertising channels to
support move-in volumes in 2024.

Other direct property costs include administrative expenses specific to each self-storage facility, such as property
loss, telephone and data communication lines, business license costs, bank charges related to processing the facilities’ cash
receipts, tenant mailings, credit card fees, eviction costs, and the cost of operating each property’s rental office. These costs
increased 8.8% in 2023 as compared to 2022 and 10.1% in 2022 as compared to 2021. These increases were due primarily
to an increase in credit card fees as a result of year-over-year increases in revenues, combined with a long-term trend of
more customers paying with credit cards rather than cash, checks, or other methods of payment with lower transaction
costs.

Centralized management costs represents administrative and cash compensation expenses for shared general
corporate functions to the extent their efforts are devoted to self-storage operations. Such functions include information
technology support, hardware, and software, as well as centralized administration of payroll, benefits, training, repairs and
maintenance, customer service, pricing and marketing, operational accounting and finance, legal costs, and costs from
field management executives. Centralized management costs decreased 5.0% in 2023 as compared to 2022 and increased
12.3% in 2022 as compared to 2021. The decrease in 2023 was primarily driven by achievement of economies of scale
from recent acquisitions with centralized management costs allocated over a broader number of self-storage facilities
including non-same store facilities. The increase in 2022 was due primarily to an increase in technology and data team
costs that support property operations.

34

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Acquired Facilities

The Acquired Facilities represent 470 facilities that we acquired in 2021, 2022, and 2023. As a result of the
stabilization process and timing of when these facilities were acquired, year-over-year changes can be significant. The
following table summarizes operating data with respect to the Acquired Facilities:

ACQUIRED FACILITIES

Year Ended December 31,

Year Ended December 31,

2023

2022

Change (a)

2022

2021

Change (a)

($ amounts in thousands, except for per square foot amounts)

Revenues (b):
2021 Acquisitions
2022 Acquisitions
2023 Acquisitions
Total revenues

Cost of operations (b):
2021 Acquisitions
2022 Acquisitions
2023 Acquisitions

Total cost of operations

Net operating income:
2021 Acquisitions
2022 Acquisitions
2023 Acquisitions

Net operating income

Depreciation and amortization expense
Net (loss) income

At December 31:
Square foot occupancy:
2021 Acquisitions
2022 Acquisitions
2023 Acquisitions

Annual contract rent per occupied square
foot:
2021 Acquisitions
2022 Acquisitions
2023 Acquisitions

Number of facilities:
2021 Acquisitions
2022 Acquisitions
2023 Acquisitions

Net rentable square feet (in thousands):
2021 Acquisitions (c)
2022 Acquisitions
2023 Acquisitions

$ 345,061 $ 312,300 $

50,105
55,487
450,653

14,945
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32,761 $ 312,300 $ 106,474 $ 205,826
14,945
35,160
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55,487
220,771
123,408

—
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106,474

14,945
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327,245

104,665
19,911
19,922
144,498

101,859
7,885
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2,806
12,026
19,922
34,754

101,859
7,885
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109,744

32,705
—
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32,705

69,154
7,885
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77,039

240,396
30,194
35,565
306,155
(323,796)

210,441
7,060
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(280,871)

29,955
23,134
35,565
88,654
(42,925)

210,441
7,060
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(280,871)

73,769
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(131,998)

$ (17,641) $ (63,370) $

45,729 $ (63,370) $ (58,229) $

136,672
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(148,873)
(5,141)

81.5%
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$

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17.41 $

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12,067
38,816

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39

ACQUIRED FACILITIES (Continued)

Costs to acquire (in thousands):

2021 Acquisitions (c)

2022 Acquisitions

2023 Acquisitions (d)

As of
December 31, 2023

$

$

5,115,276

730,957

2,674,840

8,521,073

(a) Represents the percentage change with respect to square foot occupancy and annual contract rent per occupied square

foot, and the absolute nominal change with respect to all other items.

(b) Revenues and cost of operations do not include tenant reinsurance and merchandise sale revenues and expenses generated

at the facilities. See “Ancillary Operations” below for more information.

(c) We have completed the expansion projects on facilities acquired in 2021 for $26.9 million, adding 179,000 net rentable

square feet of storage space as of December 31, 2023.

(d) The amount includes the costs allocated to land, buildings and intangible assets associated with the 127 self-storage

facilities from the Simply Acquisition.

We have been active in acquiring facilities in recent years. Since the beginning of 2021, we acquired a total of 470
facilities with 38.8 million net rentable square feet for $8.5 billion. During 2023, these facilities contributed net operating
income of $306.2 million, consistent with our original underwritten expectations.

During 2023, we acquired BREIT Simply Storage LLC, a self-storage company that owns and operates 127 self-
storage facilities (9.4 million square feet) and manages 25 self-storage facilities (1.8 million square feet) for third parties,
for a purchase price of $2.2 billion in cash. Included in the 2023 Acquisition results in the table above are the Simply
portfolio self-storage revenues of $44.4 million, NOI of $29.4 million (including Direct NOI of $31.2 million), and average
square footage occupancy of 87.7% for 2023 since the acquisition on September 13, 2023.

During 2021, we acquired the ezStorage portfolio, consisting of 48 properties (4.1 million net rentable square feet)
for acquisition cost of $1.8 billion. As of December 31, 2023, we have completed the expansion projects on four properties
of this portfolio for $26.5 million, adding 169,000 net rentable square feet of storage space. Included in the 2021
Acquisition results in the table above are ezStorage portfolio revenues of $105.1 million, NOI of $82.2 million (including
Direct NOI of $84.5 million), and average square footage occupancy of 86.3% for 2023.

During 2021, we acquired the All Storage portfolio, consisting of 56 properties (7.5 million net rentable square
feet) for $1.5 billion. Included in the 2021 Acquisition results in the table above are All Storage portfolio revenues of
$89.1 million, NOI of $59.0 million (including Direct NOI of $61.8 million), and average square footage occupancy of
77.9% for 2023.

We remain active in seeking to acquire additional self-storage facilities. Future acquisition volume is likely to be

impacted by increasing cost of capital requirements and overall macro-economic uncertainties.

40

Developed and Expanded Facilities

The developed and expanded facilities include 57 facilities that were developed on new sites since January 1,
2018, and 88 facilities expanded to increase their net rentable square footage. Of these expansions, 61 were completed
before 2022, 22 were completed in 2022 or 2023, and five are currently in process at December 31, 2023. The following
table summarizes operating data with respect to the Developed and Expanded Facilities:

DEVELOPED AND EXPANDED FACILITIES

Year Ended December 31,

Year Ended December 31,

2023

2022

Change (a)

2022

2021

Change (a)

($ amounts in thousands, except for per square foot amounts)

Revenues (b):

Developed in 2018
Developed in 2019
Developed in 2020
Developed in 2021
Developed in 2022
Developed in 2023
Expansions completed before 2022
Expansions completed in 2022 or 2023
Expansions in process
Total revenues

$

40,206 $
18,081
7,621
11,134
6,893
1,032
138,629
27,698
11,156
262,450

36,789 $
16,444
6,838
8,333
687
—
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20,914
13,704
230,999

3,417 $
1,637
783
2,801
6,206
1,032
11,339
6,784
(2,548)
31,451

36,789 $
16,444
6,838
8,333
687
—
127,290
20,914
13,704
230,999

28,308 $
11,921
3,405
1,602
—
—
88,168
20,400
13,315
167,119

Cost of operations (b):
Developed in 2018
Developed in 2019
Developed in 2020
Developed in 2021
Developed in 2022
Developed in 2023
Expansions completed before 2022
Expansions completed in 2022 or 2023
Expansions in process

Total cost of operations

Net operating income (loss):

11,662
5,608
1,884
3,849
3,563
1,638
38,885
9,644
1,798
78,531

10,742
5,622
1,702
3,539
738
—
37,502
5,805
2,155
67,805

Developed in 2018
Developed in 2019
Developed in 2020
Developed in 2021
Developed in 2022
Developed in 2023
Expansions completed before 2022
Expansions completed in 2022 or 2023
Expansions in process

Net operating income

Depreciation and amortization expense

Net income

28,544
12,473
5,737
7,285
3,330
(606)
99,744
18,054
9,358
183,919
(61,421)

26,047
10,822
5,136
4,794
(51)
—
89,788
15,109
11,549
163,194
(54,115)
$ 122,498 $ 109,079

$

920
(14)
182
310
2,825
1,638
1,383
3,839
(357)
10,726

2,497
1,651
601
2,491
3,381
(606)
9,956
2,945
(2,191)
20,725
(7,306)
13,419

10,742
5,622
1,702
3,539
738
—
37,502
5,805
2,155
67,805

9,983
5,240
1,679
1,546
—
—
32,945
5,370
2,127
58,890

26,047
10,822
5,136
4,794
(51)
—
89,788
15,109
11,549
163,194
(54,115)
$ 109,079 $

18,325
6,681
1,726
56
—
—
55,223
15,030
11,188
108,229
(47,549)
60,680

$

8,481
4,523
3,433
6,731
687
—
39,122
514
389
63,880

759
382
23
1,993
738
—
4,557
435
28
8,915

7,722
4,141
3,410
4,738
(51)
—
34,565
79
361
54,965
(6,566)
48,399

41

DEVELOPED AND EXPANDED
FACILITIES (Continued)

As of December 31,
2022

Change (a)

2023

As of December 31,
2021

Change (a)

2022

($ amounts in thousands, except for per square foot amounts)

Square foot occupancy:

Developed in 2018

Developed in 2019

Developed in 2020

Developed in 2021

Developed in 2022

Developed in 2023

Expansions completed before 2022

Expansions completed in 2022 or 2023

Expansions in process

Annual contract rent per occupied square foot:

Developed in 2018

Developed in 2019

Developed in 2020

Developed in 2021

Developed in 2022

Developed in 2023

Expansions completed before 2022

Expansions completed in 2022 or 2023

Expansions in process

Number of facilities:

Developed in 2018

Developed in 2019

Developed in 2020

Developed in 2021

Developed in 2022

Developed in 2023

Expansions completed before 2022

Expansions completed in 2022 or 2023

Expansions in process

Net rentable square feet (in thousands):

Developed in 2018

Developed in 2019

Developed in 2020

Developed in 2021

Developed in 2022

Developed in 2023

Expansions completed before 2022

Expansions completed in 2022 or 2023

Expansions in process

86.7%

84.6%

89.4%

81.5%

77.7%

27.9%

86.4%

70.4%

63.4%

79.3%

$

21.32 $

18.83

22.73

19.78

16.20

9.61

18.36

18.88

28.66

$

18.67 $

18

11

3

6

8

11

61

22

5

87.5%

87.3%

94.3%

82.4%

43.6%

—%

87.0%

71.4%

86.2%

83.4%

20.84

18.19

21.75

18.04

13.84

—

17.89

18.72

30.93

18.37

18

11

3

6

8

—

61

22

5

145

134

2,069

1,057

347

681

631

1,098

8,390

2,353

475

2,069

1,057

347

681

631

—

8,382

1,771

428

88.6%

87.3%

88.9%

48.8%

—%

—%

85.0%

84.8%

96.5%

84.4%

17.08

14.58

17.67

15.41

—

—

14.92

18.19

28.29

15.65

18

11

3

6

—

—

61

22

5

(0.9)%

(3.1)%

(5.2)%

(1.1)%

78.2%

—%

(0.7)%

(1.4)%

(26.5)%

(4.9)%

87.5%

87.3%

94.3%

82.4%

43.6%

—%

87.0%

71.4%

86.2%

83.4%

2.3% $

20.84 $

3.5%

4.5%

9.6%

17.1%

—%

2.6%

0.9%

(7.3)%

18.19

21.75

18.04

13.84

—

17.89

18.72

30.93

1.6% $

18.37 $

—

—

—

—

—

11

—

—

—

11

—

—

—

—

—

1,098

8

582

47

18

11

3

6

8

—

61

22

5

134

126

2,069

1,057

347

681

631

—

8,382

1,771

428

2,069

1,057

347

681

—

—

8,413

1,216

490

(1.2)%

—%

6.1%

68.9%

—%

—%

2.4%

(15.8)%

(10.7)%

(1.2)%

22.0%

24.8%

23.1%

17.1%

—%

—%

19.9%

2.9%

9.3%

17.4%

—

—

—

—

8

—

—

—

—

8

—

—

—

—

631

—

(31)

555

(62)

17,101

15,366

1,735

15,366

14,273

1,093

42

Costs to develop (in thousands):

Developed in 2018

Developed in 2019

Developed in 2020

Developed in 2021

Developed in 2022

Developed in 2023

Expansions completed before 2022 (c)

Expansions completed in 2022 or 2023 (c)

As of
December 31, 2023

$

262,187

150,387

42,063

115,632

100,089

193,766

506,594

268,449

$

1,639,167

(a) Represents the percentage change with respect to square foot occupancy and annual contract rent per occupied square foot, and

the absolute nominal change with respect to all other items.

(b) Revenues and cost of operations do not include tenant reinsurance and merchandise sales generated at the facilities. See

“Ancillary Operations” below for more information.

(c) These amounts only include the direct cost incurred to expand and renovate these facilities, and do not include (i) the original
cost to develop or acquire the facility or (ii) the lost revenue on space demolished during the construction and fill-up period.

Our Developed and Expanded Facilities includes a total of 145 self-storage facilities of 17.1 million net rentable
square feet. For development and expansions completed by December 31, 2023, we incurred a total cost of $1.6 billion.
During 2023, Developed and Expanded Facilities contributed net operating income of $183.9 million.

It typically takes at least three to four years for a newly developed or expanded self-storage facility to stabilize
with respect to revenues. Physical occupancy can be achieved as early as two to three years following completion of the
development or expansion through offering lower rental rates during fill-up. As a result, even after achieving high
occupancy, there can still be a period of elevated revenue growth as the tenant base matures and higher rental rates are
achieved.

We believe that our development and redevelopment activities generate favorable risk-adjusted returns over the
long run. However, in the short run, our earnings are diluted during the construction and stabilization period due to the cost
of capital to fund the development cost, the related construction and development overhead expenses included in general
and administrative expense, and the net operating loss from newly developed facilities undergoing fill-up.

We typically underwrite new developments to stabilize at approximately an 8.0% NOI yield on cost. Our
developed facilities have thus far leased up as expected and are at various stages of their revenue stabilization periods. The
actual annualized yields that we may achieve on these facilities upon stabilization will depend on many factors, including
local and current market conditions in the vicinity of each property and the level of new and existing supply.

The facilities under “expansions completed” represent those facilities where the expansions have been completed
at December 31, 2023. We incurred a total of $775.0 million in direct cost to expand these facilities, demolished a total of
1.3 million net rentable square feet of storage space, and built a total of 6.8 million net rentable square feet of new storage
space.

At December 31, 2023, we had 23 additional facilities in development, which will have a total of 2.3 million net
rentable square feet of storage space and have an aggregate development cost totaling approximately $461.4 million. We
expect these facilities to open over the next 18 to 24 months.

The facilities under “expansion in process” represent

those facilities where construction is in process at
December 31, 2023, and together with additional future expansion activities primarily related to our Same Store Facilities
at December 31, 2023, we expect to add a total of 1.3 million net rentable square feet of storage space by expanding
existing self-storage facilities for an aggregate direct development cost of $304.8 million.

43

Other Non-Same Store Facilities

The “Other Non-Same Store Facilities” represent facilities which, while not newly acquired, developed, or
expanded, are not fully stabilized since January 1, 2021, including facilities undergoing fill-up as well as facilities damaged
in casualty events such as hurricanes, floods, and fires.

The Other Non-Same Store Facilities have an aggregate of 7.3 million net rentable square feet, including 1.3
million in Texas, 0.5 million in Pennsylvania, 0.4 million in each of California, Florida, Illinois, Michigan, Minnesota,
Ohio, and Washington, 0.3 million in each of Arizona, Georgia, and South Carolina, 0.2 million in each of Alabama,
Colorado, Missouri, and Virginia, and 1.0 million in other states.

During 2023, 2022, and 2021, the average occupancy for these facilities totaled 88.1%, 90.2%, and 84.8%,

respectively, and the realized rent per occupied square foot totaled $18.51, $17.10, and $13.96, respectively.

Depreciation and amortization expense

Depreciation and amortization expense for Self-Storage Operations increased $81.9 million in 2023 as compared
to 2022 and increased $174.7 million in 2022 as compared to 2021, due to elevated levels of capital expenditures and new
facilities that are recently acquired and developed. We expect continued increases in depreciation expense in 2024 as a
result of elevated levels of capital expenditures and new facilities that are acquired, developed or expanded in 2024.

44

The following discussion and analysis of the components of net income, including Ancillary Operations and
certain items not allocated to segments, present a comparison for the year ended December 31, 2023 to the year ended
December 31, 2022. The results of these components for the years ended December 31, 2022 compared to December 31,
2021 was included in our Annual Report on Form 10-K for the year ended December 31, 2022 on page 22, under Part II,
Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which was filed with
the SEC on February 21, 2023.

Ancillary Operations

Ancillary revenues and expenses include amounts associated with the reinsurance of policies against losses to
goods stored by tenants in our self-storage facilities, sale of merchandise at our self-storage facilities, and management of
property owned by unrelated third parties. The following table sets forth our ancillary operations:

Revenues:

Tenant reinsurance premiums

Merchandise
Third party property management

Total revenues

Cost of operations:

Tenant reinsurance

Merchandise

Third party property management

Total cost of operations

Net operating income:

Tenant reinsurance

Merchandise

Third party property management

Total net operating income

Year Ended December 31,

2023

2022

Change

(Amounts in thousands)

$

203,503 $

188,201 $

27,511
27,063

258,077

42,366

17,137

26,493

85,996

161,137

10,374

570

28,303
19,631

236,135

36,830

17,113

18,755

72,698

151,371

11,190

876

$

172,081 $

163,437 $

15,302

(792)
7,432

21,942

5,536

24

7,738

13,298

9,766

(816)

(306)

8,644

Tenant reinsurance operations: Tenant reinsurance premium revenue increased $15.3 million or 8.1% in 2023
over 2022, as a result of an increase in our tenant base with respect to acquired, newly developed, and expanded facilities
and the third party properties we manage, as well as the increase of tenant insurance participation at our same store
facilities. Tenant reinsurance premium revenue generated from tenants at our Same-Store Facilities were $149.8 million
and $144.4 million in 2023 and 2022, respectively, representing a 3.7% year over year increase in 2023.

We expect future growth will come primarily from customers of newly acquired and developed facilities and the

increase of tenant insurance participation at our same store facilities.

Cost of operations primarily includes claims paid as well as claims adjustment expenses. Claims expenses vary
based upon the number of insured tenants and the volume of events that drive covered customer losses, such as burglary, as
well as catastrophic weather events affecting multiple properties such as hurricanes and floods. Tenant reinsurance cost of
operations increased $5.5 million in 2023, as compared to 2022, primarily due to increased claim expenses related to
burglary events.

Third-party property management: At December 31, 2023, in our third-party property management program, we
managed 210 facilities for unrelated third parties, and were under contract to manage 114 additional facilities including 105
facilities that are currently under construction. During 2023, we added 152 facilities to the program (including 25 third-
party facilities from the Simply Acquisition), acquired two facilities from the program, and had 18 properties exit the
program. While we expect this business to increase in scope and size, we do not expect any significant changes in overall
profitability of this business in the near term as we seek new properties to manage and are in the earlier stages of fill-up for
newly managed properties.

45

Analysis of items not allocated to segments

Equity in earnings of unconsolidated real estate entities

We account for the equity investments in Shurgard and PSB (prior to the sale of our investment in PSB) using the
equity method and record our pro-rata share of the net income of these entities. The following table, and the discussion
below, sets forth our equity in earnings of unconsolidated real estate entities:

Equity in earnings:

Shurgard

PSB

Total equity in earnings

Year Ended December 31,

2023

2022

Change

(Amounts in thousands)

$

$

27,897 $

—

27,897 $

26,385 $

80,596

106,981 $

1,512

(80,596)

(79,084)

Investment in Shurgard: For purposes of recording our equity in earnings from Shurgard, the Euro was translated
at exchange rates of approximately 1.104 U.S. Dollars per Euro at December 31, 2023 (1.070 at December 31, 2022), and
average exchange rates of 1.081 for 2023 and 1.054 for 2022.

Included in our equity earnings from Shurgard for the year ended December 31, 2022 is our equity share of gains
on sale of real estate totaling $3.5 million (none for 2023). Also included were $36.8 million and $33.4 million of our share
of depreciation and amortization expense for 2023 and 2022, respectively.

Investment in PSB: On July 20, 2022, in connection with the closing of the merger of PSB with affiliates of
Blackstone Real Estate, we completed the sale of our 41% common equity interest in PSB in its entirety. At the close of the
merger transaction, we received a total of $2.7 billion of cash proceeds and recognized a gain of $2.1 billion during the
third quarter of 2022.

Included in our equity earnings from PSB for 2022 is our equity share of gains on sale of real estate totaling $49.1
million. Our equity share of earnings from PSB contributed $57.7 million to Core FFO in 2022. Since the sale of PSB in
July 2022, we no longer recognize equity in earnings from PSB.

Real estate acquisition and development expense: In 2023, 2022 and 2021, we incurred a total of $26.5 million,
$28.7 million, and $12.9 million, respectively, of internal and external expenses related to our acquisition and development
of real estate facilities. These amounts are net of $18.0 million, $17.4 million and $14.6 million in 2023, 2022 and 2021,
respectively, in development costs that were capitalized to newly developed and redeveloped self-storage facilities. During
2023 and 2022, we wrote off $11.7 million and $7.0 million, respectively, of accumulated development costs for cancelled
development and redevelopment projects. During 2023, 2022 and 2021, we recognized a total of $1.2 million, $11.2
million, and $4.0 million, respectively, of share-based compensation expense related to real estate management personnel.
The year-over-year changes in 2023 and 2022 were due primarily to the absence of comparable accelerated compensation
expense recognized for awards granted to real estate management personnel who are eligible for immediate vesting of their
outstanding awards upon retirement.

46

General and administrative expense: The following table sets forth our general and administrative expense:

Year Ended December 31,

Year Ended December 31,

2023

2022

Change

2022

2021

Change

(Amounts in thousands)

Share-based compensation expense $

25,399

$

26,661

$

(1,262) $

26,661 $

33,729 $

Legal costs

Corporate management costs

Other costs

Total

3,304

25,708

26,221

4,014

21,808

19,189

(710)

3,900

7,032

4,014

21,808

19,189

6,194

18,594

17,449

$

80,632

$

71,672

$

8,960 $

71,672 $

75,966 $

(4,294)

(7,068)

(2,180)

3,214

1,740

General and administrative expense increased $9.0 million in 2023, as compared to 2022 due primarily to an
increase in other costs driven by higher spending in IT applications and software development and costs incurred for our
UPREIT reorganization and an increase in corporate management costs driven by higher payroll costs.

General and administrative expense decreased $4.3 million in 2022, as compared to 2021 due primarily to a
decrease in share-based compensation expense driven by lower accelerated compensation expense recognized for awards
granted to corporate management personnel who are eligible for immediate vesting of their outstanding awards upon
retirement, partially offset by an increase in corporate management cost driven by higher payroll cost.

Interest and other income: The following table sets forth our interest and other income:

Interest earned on cash balances

Commercial operations

Unrealized gain on private equity investments

Other

Total

Year Ended December 31,

2023

2022

Change

(Amounts in thousands)

64,819

$

20,824

$

9,531

2,817

8,423

9,846

4,685

5,212

85,590

$

40,567

$

$

$

43,995

(315)

(1,868)

3,211

45,023

Interest earned on cash balances increased $44.0 million in 2023 over 2022 due primarily to higher average cash
balances resulting from temporary cash held from the issuance of $2.2 billion unsecured senior notes on July 26, 2023 until
the funding of the Simply Acquisition on September 13, 2023 and higher interest rates in the financial markets in 2023 as
compared to 2022.

Interest expense: For 2023 and 2022, we incurred $210.4 million and $142.4 million, respectively, of interest on
our outstanding notes payable. In determining interest expense, these amounts were offset by capitalized interest of
$9.3 million and $6.0 million during 2023 and 2022, respectively, associated with our development activities. The increase
of interest expense in 2023 as compared to 2022 is due to the issuance of $2.2 billion of notes payable in July 2023 and the
increase of Compounded SOFR on our $700.0 million variable rate unsecured notes issued in April 2021, partially offset
by the interest savings on the $500.0 million unsecured notes redeemed in August 2022. At December 31, 2023, we had
$9.1 billion of notes payable outstanding, with a weighted average interest rate of approximately 3.1%.

Foreign currency exchange (loss) gain: For 2023, we recorded foreign currency losses of $51.2 million,
representing primarily the changes in the U.S. Dollar equivalent of our Euro-denominated unsecured notes due to
fluctuations in exchange rates (gains of $98.3 million for 2022). The Euro was translated at exchange rates of
approximately 1.104 U.S. Dollars per Euro at December 31, 2023 and 1.070 at December 31, 2022. Future gains and losses
on foreign currency will be dependent upon changes in the relative value of the Euro to the U.S. Dollar and the level of
Euro-denominated notes payable outstanding.

47

Gain on sale of real estate: During 2023, we completed a real estate transaction with a third-party, through which
we sold an operating self-storage facility with a net book value of $7.1 million for gross proceeds of $40.0 million and
acquired a nearby land parcel for $13.5 million. At the close of the transaction, we entered into a leaseback of the self-
storage facility until we complete development of the acquired land into a self-storage facility, no later than December 31,
2026. Of the $40.0 million in gross proceeds, $24.3 million was allocated to the sale of the property based on its estimated
fair value, resulting a net gain on sale of real estate of $17.1 million after direct transaction costs, and $15.7 million was
classified as a reduction of costs to develop the acquired land included in construction in process.

During 2023, we also sold a land parcel for $0.1 million in cash and recorded a related gain on sale of real estate
of $0.1 million. In 2022, we recorded gains totaling $1.5 million, in connection with the partial sale of real estate facilities
pursuant to eminent domain proceedings.

Income tax expense: We operate as a REIT for U.S. federal income tax purposes. As a REIT, we are generally not
subject to U.S. federal income taxes on our taxable income distributed to stockholders. In 2023, 2022, and 2021, we
recorded income tax expense totaling $10.8 million, $14.3 million and $12.4 million, respectively, related to our taxable
REIT subsidiaries and in the state and local jurisdictions in which we operate. The year-over-year changes of income tax
expense in 2023 and 2022 were primarily driven by changes in state income tax, due to fluctuations of taxable income in
certain states where there are differences between federal and state tax laws.

48

Liquidity and Capital Resources

Overview and our Sources of Capital

While operating as a REIT allows us to minimize the payment of U.S. federal corporate income tax expense, we
are required to distribute at least 90% of our taxable income to our shareholders. Notwithstanding this requirement, our
annual operating retained cash flow increased from $200 million to $300 million per year in recent years to approximately
$700 million in 2021, $1 billion in 2022 and $480 million for 2023 after a 50% increase in annual dividend in 2023.
Retained operating cash flow represents our expected cash flow provided by operating activities (including property
operating costs and interest payments described below), less shareholder distributions and capital expenditures. We expect
retained cash flow of approximately $450 million for 2024.

Capital needs in excess of retained cash flow are met with: (i) medium and long-term debt, (ii) preferred equity,
(iii) limited partnership interests, and (iv) common equity. We select among these sources of capital based upon relative
cost, availability, the desire for leverage, and considering potential constraints caused by certain features of capital sources,
such as debt covenants. We view our line of credit, as well as any short-term bank loans, as bridge financing.

is important

Because raising capital

to our growth, we endeavor to maintain a strong financial profile
characterized by strong credit metrics, including low leverage relative to our total capitalization and operating cash flows.
We are one of the highest rated REITs, as rated by major rating agencies Moody’s and Standard & Poor’s. Our senior notes
payable have an “A” credit rating by Standard & Poor’s and “A2” by Moody’s. Our credit ratings on each of our series of
preferred shares are “A3” by Moody’s and “BBB+” by Standard & Poor’s. Our credit profile enables us to effectively
access both the public and private capital markets to raise capital.

On June 12, 2023, we amended our revolving line of credit, increasing the borrowing limit from $500 million to
$1.5 billion. We increased the size of the revolving line of credit and its associated lender base given our increased levels
of debt maturities in coming years and to serve as temporary “bridge” financing until we are able to raise longer term
capital. As of December 31, 2023 and February 20, 2024, there were no borrowings outstanding on the revolving line of
credit; however, we do have approximately $14.6 million of outstanding letters of credit, which limits our borrowing
capacity to $1,485.4 million as of February 20, 2024. Our line of credit matures on June 12, 2027.

We believe that we have significant financial flexibility to adapt to changing conditions and opportunities, and we
have significant access to sources of capital including debt and preferred equity. While the costs of financing have
increased recently, based on our strong credit profile and our substantial current
liquidity relative to our capital
requirements noted below, we would not expect any potential capital market dislocations to have a material impact upon
our expected capital and growth plans over the next 12 months. However, if capital market conditions deteriorate
significantly for a long period of time, our access to or cost of debt and preferred equity capital could be negatively
impacted and potentially affect future investment activities.

Our current and expected capital resources include: (i) $370.0 million of cash as of December 31, 2023 and (ii)
approximately $450 million of expected retained operating cash flow over the next twelve months. Additionally, we have
$1,485.4 million available borrowing capacity on our revolving line of credit, which can be used as temporary “bridge”
financing until we are able to raise longer term capital. We believe that our cash provided by our operating activities will
continue to be sufficient to enable us to meet our ongoing cash requirements for interest payments on debt, maintenance
capital expenditures, and distributions to our shareholders for the foreseeable future.

As described below, our current committed cash requirements consist of (i) $420.7 million of remaining spending
on our current development pipeline, which will be incurred primarily in the next 18 to 24 months and (ii) $810 million in
scheduled principal repayments on our unsecured notes in the next twelve months, which we plan to refinance as they come
due in April 2024. Our cash requirements may increase over the next year as we add projects to our development pipeline
and acquire additional properties. Additional potential cash requirements could result from various activities including the
redemption of outstanding preferred securities, repurchases of common stock, or merger and acquisition activities, as and
to the extent we determine to engage in such activities.

Over the long term, to the extent that our cash requirements exceed our capital resources, we believe we have a
variety of possibilities to raise additional capital including issuing common or preferred securities, debt, and limited
partnership interests, or entering into joint venture arrangements to acquire or develop facilities.

49

Cash Requirements

The following summarizes our expected material cash requirements, which comprise (i) contractually obligated
expenditures, including payments of principal and interest, (ii) other essential expenditures, including property operating
expenses, maintenance capital expenditures and dividends paid in accordance with REIT distribution requirements, and (iii)
opportunistic expenditures, including acquisitions and developments and repurchases of our securities. We expect to satisfy
these cash requirements through operating cash flow and opportunistic debt and equity financings.

Required Debt Repayments: As of December 31, 2023,

totaled
approximately $9.2 billion, consisting of $7.5 billion of U.S. Dollar denominated unsecured notes payable, $1.7 billion of
Euro-denominated unsecured notes payable, and $1.8 million of mortgage notes payable. Approximate principal maturities
and interest payments (including $62.8 million in estimated interest on our $1.1 billion variable rate unsecured notes based
on rates in effect at December 31, 2023) are as follows (amounts in thousands):

the principal outstanding on our debt

2024

2025

2026

2027
2028

Thereafter

Principal

Interest

Total

$

810,496 $

250,656 $

1,061,152

667,247

1,150,138

500,146
1,200,129

4,825,634

222,674

196,588

184,643
163,152

1,103,883

889,921

1,346,726

684,789
1,363,281

5,929,517

$

9,153,790 $

2,121,596 $

11,275,386

We have $700 million of our U.S. Dollar denominated unsecured notes that mature on April 23, 2024 and €100
million of our Euro denominated unsecured notes that mature on April 12, 2024. We plan to refinance these unsecured
notes as they come due in April 2024.

Capital Expenditure Requirements: Capital expenditures include general maintenance, major repairs, or
replacements to elements of our facilities to keep our facilities in good operating condition and maintain their visual appeal.
Capital expenditures do not include costs relating to the development of new facilities or redevelopment of existing
facilities to increase their available rentable square footage.

We spent $237 million of capital expenditures to maintain real estate facilities in 2023 and expect to spend
approximately $180 million in 2024. In addition to standard capital repairs of building elements reaching the end of their
useful lives, our capital expenditures in recent years have included incremental expenditures to enhance the competitive
position of certain of our facilities relative to local competitors pursuant to a multi-year program. Such investments include
development of more pronounced, attractive, and clearly identifiable color schemes and signage and upgrades to the
configuration and layout of the offices and other customer zones to improve the customer experience. We spent
approximately $160 million in 2023 and expect to spend $150 million in 2024 on this effort. In addition, we have spent
$65 million in LED lighting and the installation of solar panels in 2023 and we expect to spend $120 million in 2024.

We believe that

the attractiveness and
competitiveness of our facilities to new and existing customers and, in the case of LED lighting and solar panels, reduce
operating costs.

improve customer

these incremental

satisfaction,

investments

Requirement to Pay Distributions: For all periods presented herein, we have elected to be treated as a REIT, as
defined in the Internal Revenue Code. For each taxable year in which we qualify for taxation as a REIT, we will not be
subject to U.S. federal corporate income tax on our “REIT taxable income” (generally, taxable income subject to specified
adjustments, including a deduction for dividends paid and excluding our net capital gain) that is distributed to our
shareholders. We believe we have met these requirements in all periods presented herein, and we expect to continue to
qualify as a REIT.

Our consistent, long-term dividend policy has been to distribute our taxable income. Future quarterly distributions
with respect to the common shares will continue to be determined based upon our REIT distribution requirements after
taking into consideration distributions to the preferred shareholders and will be funded with cash flows from operating
activities.

50

The annual distribution requirement with respect to our preferred shares outstanding at December 31, 2023 is

approximately $194.7 million per year.

Real Estate Investment Activities: We continue to seek to acquire additional self-storage facilities from third
parties. However, future acquisition volume will depend upon whether additional owners will be motivated to market their
facilities, which will in turn depend upon factors such as economic conditions and the level of seller confidence.

As of December 31, 2023, we had development and expansion projects at a total cost of approximately
$766.2 million. Costs incurred through December 31, 2023 were $345.5 million, with the remaining cost to complete of
$420.7 million expected to be incurred primarily in the next 18 to 24 months. Some of these projects are subject to
contingencies such as entitlement approval. We expect to continue to seek to add projects to maintain and increase our
robust pipeline. Our ability to do so continues to be challenged by various constraints such as difficulty in finding projects
that meet our risk-adjusted yield expectations and challenges in obtaining building permits for self-storage facilities in
certain municipalities.

Property Operating Expenses: The direct and indirect cost of our operations impose significant cash
requirements. Direct operating costs include property taxes, on-site property manager payroll, repairs and maintenance,
utilities, and marketing. Indirect operating costs include supervisory payroll and centralized management costs. The cash
requirements from these operating costs will vary year to year based on, among other things, changes in the size of our
portfolio and changes in property tax rates and assessed values, wage rates, and marketing costs in our markets.

Redemption of Preferred Securities: Historically, we have taken advantage of refinancing higher coupon
preferred securities with lower coupon preferred securities. In the future, we may also elect to finance the redemption of
preferred securities with proceeds from the issuance of debt. As of February 20, 2024, we have three series of preferred
securities that are eligible for redemption, at our option and with 30 days’ notice: our 5.150% Series F Preferred Shares
($280.0 million), 5.050% Series G Preferred Shares ($300.0 million), and 5.600% Series H Preferred Shares
($285.0 million). See Note 10 to our December 31, 2023 consolidated financial statements for the redemption dates of all
of our series of preferred shares. Redemption of such preferred shares will depend upon many factors, including the rate at
which we could issue replacement preferred securities. None of our preferred securities are redeemable at the option of the
holders.

Repurchases of Common Shares: Our Board has authorized management to repurchase up to 35,000,000 of our
common shares on the open market or in privately negotiated transactions. During 2023, we did not repurchase any of our
common shares. From the inception of the repurchase program through February 20, 2024, we have repurchased a total of
23,721,916 common shares at an aggregate cost of approximately $679.1 million. We have no current plans to repurchase
shares; however future levels of common share repurchases will be dependent upon our available capital, investment
alternatives and the trading price of our common shares.

51

ITEM 7A.

Quantitative and Qualitative Disclosures about Market Risk

To limit our exposure to market risk, we are capitalized primarily with preferred and common equity. Our
preferred shares are redeemable at our option generally five years after issuance, but the holder has no redemption option.
Our debt, which totals approximately $9.1 billion at December 31, 2023, is the only market-risk sensitive portion of our
capital structure.

The fair value of our debt at December 31, 2023 is approximately $8.6 billion. The table below summarizes the
annual maturities of our debt, which had a weighted average effective rate of 3.1% at December 31, 2023. See Note 8 to
our December 31, 2023 consolidated financial statements for further information regarding our debt (amounts in
thousands).

2024

2025

2026

2027

2028

Thereafter

Total

Debt

$

810,496 $

667,247 $

1,150,138 $

500,146 $

1,200,129 $

4,825,634 $

9,153,790

We have foreign currency exposure at December 31, 2023 related to (i) our investment in Shurgard, with a book
value of $390.2 million, and a fair value of $1.7 billion based upon the closing price of Shurgard’s stock on December 31,
2023, and (ii) €1.5 billion ($1.7 billion) of Euro-denominated unsecured notes payable, providing a natural hedge against
the fair value of our investment in Shurgard.

ITEM 8.

Financial Statements and Supplementary Data

The financial statements and supplementary data appearing on pages F-3 to F-35 are incorporated herein by

reference.

ITEM 9.

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Not applicable.

ITEM 9A.

Controls and Procedures

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be
disclosed in reports we file and submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is
recorded, processed, summarized, and reported within the time periods specified in accordance with SEC guidelines, and
that such information is communicated to our management, including our Chief Executive Officer and Chief Financial
Officer, to allow timely decisions regarding required disclosure based on the definition “of disclosure controls and
procedures” in Rules 13a-15(e) and 15d-15(e) of the Exchange Act. In designing and evaluating the disclosure controls and
procedures, management recognized that any controls and procedures, no matter how well designed and operated, can
provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to
apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures in reaching that level of
reasonable assurance. We also have investments in certain unconsolidated real estate entities, and, because we do not
control these entities, our disclosure controls and procedures with respect to such entities are substantially more limited
than those we maintain with respect to our consolidated subsidiaries.

As of December 31, 2023, we carried out an evaluation, under the supervision and with the participation of
management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and
operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) of the
Exchange Act). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our
disclosure controls and procedures were effective as of December 31, 2023, at a reasonable assurance level.

52

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting,
as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Under the supervision and with the
participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an
evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control-
Integrated Framework issued by the Committee on Sponsoring Organizations of the Treadway Commission (2013
Framework). Based on our evaluation under the framework in Internal Control-Integrated Framework, our management
concluded that our internal control over financial reporting was effective as of December 31, 2023.

The effectiveness of internal control over financial reporting as of December 31, 2023, has been audited by Ernst
& Young LLP, an independent registered public accounting firm. Ernst & Young LLP’s report on our internal control over
financial reporting appears below.

Changes in Internal Control Over Financial Reporting

There have not been any changes in our internal control over financial reporting (as such term is defined in Rules
13a-15(f) and 15d-15(f) under the Exchange Act) during the fourth quarter of 2023 to which this report relates that have
materially affected, or are reasonable likely to materially affect, our internal control over financial reporting.

53

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Trustees of Public Storage

Opinion on Internal Control Over Financial Reporting

We have audited Public Storage’s internal control over financial reporting as of December 31, 2023, based on criteria
established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Public Storage (the Company) maintained,
in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO
criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United
States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related
consolidated statements of income, comprehensive income, equity and redeemable noncontrolling interests and cash flows
for each of the three years in the period ended December 31, 2023 and the related notes and financial statement schedule
listed in the Index at Item 15(a) and our report dated February 20, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting, and for its
assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s
Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal
control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are
required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the
applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in
all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material
weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk,
and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides
a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded
as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and
that receipts and expenditures of the company are being made only in accordance with authorizations of management and
directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Ernst & Young LLP

Los Angeles, California
February 20, 2024

54

ITEM 9B.

Other Information

During the three months ended December 31, 2023, no trustee or officer of the Company, nor the Company itself,
adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is
defined in Item 408(a) of Regulation S-K.

ITEM 9C.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

55

ITEM 10.

Trustees, Executive Officers and Corporate Governance

The following is a biographical summary of the current executive officers of the Company:

PART III

Joseph D. Russell, Jr., age 64, has served as Chief Executive Officer since January 1, 2019, and as President
since July 2016. Prior to joining Public Storage, Mr. Russell was President and Chief Executive Officer of PS Business
Parks, Inc. from August 2002 to July 2016. Mr. Russell has also served as a trustee of Public Storage since January 1,
2019.

H. Thomas Boyle, age 40, has served as Chief Financial Officer since January 1, 2019 and Chief Investment
Officer since January 1, 2023. Previously, Mr. Boyle was Vice President and Chief Financial Officer, Operations, 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 since May 2023.

Natalia N. Johnson, age 46, has served as Chief Administrative Officer since August 4, 2020. Previously, Ms.
Johnson was Senior Vice President, Chief Human Resources Officer from April 2018 until August 2020, and prior to that
was Senior Vice President of Human Resources, a position she held since joining the Company in July 2016. Prior to
joining Public Storage, Ms. Johnson held a variety of senior management positions at Bank of America, including Chief
Operating Officer for Mortgage Technology and Human Resources Executive for the Mortgage Business, and worked for
Coca-Cola Andina and San Cristόbal Insurance. Ms. Johnson has served as a director of WillScot Mobile Mini Holdings
Corp. since August 2023 and is a member of the Audit and Compensation committees.

Nathaniel A. Vitan, age 50, has served as Senior Vice President, Chief Legal Officer and Corporate Secretary
since April 20, 2019, and was previously Vice President and Chief Counsel–Litigation and Operations since joining the
Company in June 2016 until April 2019. Prior to joining Public Storage, Mr. Vitan was Assistant General Counsel for
Altria Client Services LLC from 2008 to 2016, and before then was a Trial and Appellate Practice attorney at Latham &
Watkins LLP.

Other information required by this item is hereby incorporated by reference to the material appearing in the
Company’s Notice and Proxy Statement for its 2024 Annual Meeting of Shareholders, to be filed pursuant to Regulation
14A under the Exchange Act.

ITEM 11.

Executive Compensation

The information required by this item is hereby incorporated by reference to the material appearing in the
Company’s Notice and Proxy Statement for its 2024 Annual Meeting of Shareholders, to be filed pursuant to Regulation
14A under the Exchange Act.

56

ITEM 12.
Matters

Security Ownership of Certain Beneficial Owners and Management and Related Shareholder

The following table sets forth information, as of December 31, 2023 on the Company’s equity compensation

plans:

Equity Compensation Plan Information

Number of
securities to be
issued upon
exercise of
outstanding
options, warrants,
and rights

Weighted-
average exercise
price of
outstanding
options, warrants,
and rights

Number of securities
remaining available
for future issuance
under equity
compensation plans
(excluding securities
reflected in column
(A))

Plan Category
Equity compensation plans approved by security holders (a)

(A)

(B)

(C)

3,724,762 (b)

$ 220.18 (c)

1,364,578

Equity compensation plans not approved by security holders (d)

—

—

—

Total

3,724,762 (b)

$ 220.18 (c)

1,364,578

a)

b)

c)

d)

The Company’s equity compensation plans are described more fully in Note 12 to the December 31,
2023 financial statements. All plans have been approved by the Company’s shareholders.

Includes (i) stock options to purchase 3,244,606 common shares, including performance-based stock
options as to which the performance period had not ended or the Compensation Committee had not
certified performance as of December 31, 2023, which stock options are reflected in the table above
assuming a maximum payout, (ii) 469,387 restricted share units, including performance-based restricted
share units as to which the performance period had not ended as of December 31, 2023, which restricted
share units are reflected in the table above assuming a maximum payout, and (iii) 10,769 fully vested
deferred share units. All restricted share units, if and when vested, and all deferred share units will be
settled in common shares on a one-for-one basis.

Represents the weighted average exercise price of stock options to purchase 2,857,836 common shares,
excluding the performance-based stock options described in footnote (b), above. The 469,387 restricted
share units would vest for no consideration.

There were no securities outstanding or available for future issuance under equity compensation plans not
approved by the Company’s shareholders.

Other information required by this item is hereby incorporated by reference to the material appearing in the
Company’s Notice and Proxy Statement for its 2024 Annual Meeting of Shareholders, to be filed pursuant to Regulation
14A under the Exchange Act.

ITEM 13.

Certain Relationships and Related Transactions and Trustee Independence

The information required by this item is hereby incorporated by reference to the material appearing in the
Company’s Notice and Proxy Statement for its 2024 Annual Meeting of Shareholders, to be filed pursuant to Regulation
14A under the Exchange Act.

ITEM 14.

Principal Accountant Fees and Services

The information required by this item is hereby incorporated by reference to the material appearing in the
Company’s Notice and Proxy Statement for its 2024 Annual Meeting of Shareholders, to be filed pursuant to Regulation
14A under the Exchange Act of 1934.

57

ITEM 15.

Exhibits and Financial Statement Schedules

a.

1. Financial Statements

PART IV

The financial statements listed in the accompanying Index to Consolidated Financial Statements and Schedules
hereof are filed as part of this report.

2. Financial Statement Schedules

The financial statements schedules listed in the accompanying Index to Consolidated Financial Statements and
Schedules are filed as part of this report.

3. Exhibits

See Index to Exhibits contained herein.

b. Exhibits:

See Index to Exhibits contained herein.

c. Financial Statement Schedules

Not applicable.

58

2.1

3.1

3.2

3.3

3.4

4.1

4.2

4.3

4.4

4.5

4.6

4.7

4.8

4.9

PUBLIC STORAGE
INDEX TO EXHIBITS (1)
(Items 15(a)(3) and 15(c))

Agreement and Plan of Merger, dated August 2, 2023, by and among Old PSA, New PSA and Merger Sub.
Filed as Exhibit 2.1 to the Company’s Current Report on For 8-K dated August 2, 2023 and incorporated
herein by reference.

Amended and Restated Declaration of Trust of Public Storage, a Maryland real estate investment trust, dated
August 14, 2023. Filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K dated August 14, 2023
and incorporated herein by reference.

Amended and Restated Bylaws of Public Storage. Filed as Exhibit 3.1 to the Company’s Current Report on
Form 8-K dated November 13, 2023 and incorporated herein by reference.

Articles of Merger. Filed as Exhibit 3.3 to the Company’s Current Report on Form 8-K dated August 14, 2023
and incorporated herein by reference.

Articles Supplementary of Public Storage, dated August 2, 2023. Filed as Exhibit 3.1 to the Company’s
Current Report on Form 8-K dated August 2, 2023 and incorporated herein by reference.

Description of the Company’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of
1934. Filed herewith.

Master Deposit Agreement, dated as of May 31, 2007. Filed as Exhibit 10.1 to the Company’s Current Report
on Form 8-K dated June 6, 2007 and incorporated herein by reference.

Amended and Restated Indenture, dated as of August 14, 2023, among Public Storage, Public Storage
Operating Company and Computershare Trust Company, N.A. (as successor to Wells Fargo Bank, National
Association), as trustee. Filed as Exhibit A to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated
August 14, 2023 and incorporated herein by reference.

First Supplemental Indenture, dated as of September 18, 2017, between Public Storage and Wells Fargo Bank,
National Association, as trustee, including the form of Global Note representing the 2022 Notes and the form
of Global Note representing the 2027 Notes. Filed as Exhibit 4.2 to the Company’s Current Report on Form 8-
K dated September 18, 2017 and incorporated herein by reference.

Second Supplemental Indenture, dated as of April 12, 2019, between Public Storage and Wells Fargo Bank,
National Association, as trustee, including the form of Global Note representing the 2029 Notes. Filed as
Exhibit 4.2 to the Company’s Current Report on Form 8-K dated April 12, 2019 and incorporated herein by
reference.

Third Supplemental Indenture, dated as of January 24, 2020, between Public Storage and Wells Fargo Bank,
National Association, as trustee, including the form of Global Note representing the 2032 Notes. Filed as
Exhibit 4.2 to the Company’s Current Report on Form 8-K dated January 24, 2020 and incorporated herein by
reference.

Fourth Supplemental Indenture, dated as of January 19, 2021, between Public Storage and Wells Fargo Bank,
National Association, as trustee, including the form of Global Note representing the 2026 Notes. Filed as
Exhibit 4.2 to the Company’s Current Report on Form 8-K dated January 14, 2021 and incorporated herein by
reference.

Fifth Supplemental Indenture, dated as of April 23, 2021, between Public Storage and Wells Fargo Bank,
National Association, as trustee, including the form of Global Note representing the Floating Rate Notes. Filed
as Exhibit 4.2 to the Company’s Current Report on Form 8-K dated April 23, 2021 and incorporated herein by
reference.

Sixth Supplemental Indenture, dated as of April 23, 2021, between Public Storage and Wells Fargo Bank,
National Association, as trustee, including the form of Global Note representing the 2028 Notes. Filed as
Exhibit 4.3 to the Company’s Current Report on Form 8-K dated April 23, 2021 and incorporated herein by
reference.

59

4.10

4.11

4.12

4.13

4.14

4.15

4.16

4.17

4.18

4.19

10.1

10.2

10.3

10.4

Seventh Supplemental Indenture, dated as of April 23, 2021, between Public Storage and Wells Fargo Bank,
National Association, as trustee, including the form of Global Note representing the 2031 Notes. Filed as
Exhibit 4.4 to the Company’s Current Report on Form 8-K dated April 23, 2021 and incorporated herein by
reference.

Eighth Supplemental Indenture, dated as of September 9, 2021, between Public Storage and Wells Fargo
Bank, National Association, as trustee, including the form of Global Note representing the 2030 Notes. Filed
as Exhibit 4.2 to the Company’s Current Report on Form 8-K dated September 9, 2021 and incorporated
herein by reference.

Ninth Supplemental Indenture, dated as of November 9, 2021, between Public Storage and Computershare
Trust Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee, including the form
of Global Note representing the 2026 Notes. Filed as Exhibit 4.2 to the Company’s Current Report on Form 8-
K dated November 9, 2021 and incorporated herein by reference.

Tenth Supplemental Indenture, dated as of November 9, 2021, between Public Storage and Computershare
Trust Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee, including the form
of Global Note representing the 2028 Notes. Filed as Exhibit 4.3 to the Company’s Current Report on Form 8-
K dated November 9, 2021 and incorporated herein by reference.

Eleventh Supplemental Indenture, dated as of November 9, 2021, between Public Storage and Computershare
Trust Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee, including the form
of Global Note representing the 2031 Notes. Filed as Exhibit 4.4 to the Company’s Current Report on Form 8-
K dated November 9, 2021 and incorporated herein by reference.

Twelfth Supplemental Indenture, dated as of July 26, 2023, between Public Storage and Computershare Trust
Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee, including the form of
Global Note representing the 2033 Notes. Filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K
dated July 26, 2023 and incorporated herein by reference.

Thirteenth Supplemental Indenture, dated as of July 26, 2023, between Public Storage and Computershare
Trust Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee, including the form
of Global Note representing the 2029 Notes. Filed as Exhibit 4.3 to the Company’s Current Report on Form 8-
K dated July 26, 2023 and incorporated herein by reference.

Fourteenth Supplemental Indenture, dated as of July 26, 2023, between Public Storage and Computershare
Trust Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee, including the form
of Global Note representing the 2033 Notes. Filed as Exhibit 4.4 to the Company’s Current Report on Form 8-
K dated July 26, 2023 and incorporated herein by reference.

Fifteenth Supplemental Indenture, dated as of July 26, 2023, between Public Storage and Computershare Trust
Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee, including the form of
Global Note representing the 2053 Notes. Filed as Exhibit 4.5 to the Company’s Current Report on Form 8-K
dated July 26, 2023 and incorporated herein by reference.

Sixteenth Supplemental Indenture, dated August 14, 2023, by and among Public Storage Operating Company,
Public Storage and Computershare Trust Company, N.A. Filed as Exhibit 4.1 to the Company’s Current
Report on Form 8-K dated August 14, 2023 and incorporated herein by reference.

Note Purchase Agreement, dated as of November 3, 2015, by and among Public Storage and the signatories
thereto. Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K dated November 3, 2015 and
incorporated herein by reference.

Note Purchase Agreement, dated as of April 12, 2016, by and among Public Storage and the signatories
thereto. Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K dated April 12, 2016 and
incorporated herein by reference.

Amendment No. 1 to 2015 Note Purchase Agreement, dated as of July 28, 2023, by and among Public Storage
and the signatories thereto. Filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the
quarter ended September 30, 2023 and incorporated herein by reference.

Amendment No. 1 to 2016 Note Purchase Agreement, dated as of July 28, 2023, by and among Public Storage
and the signatories thereto. Filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the
quarter ended September 30, 2023 and incorporated herein by reference.

60

10.5

10.6

10.7

10.8*

10.9*

10.10*

10.11*

10.12*

10.13*

10.14*

10.15*

10.16*

10.17*

10.18*

10.19*

10.20*

10.21*

Third Amended and Restated Credit Agreement, dated as of June 12, 2023, by and among the Company, the
financial institutions party thereto, Wells Fargo Securities, LLC, BofA Securities, Inc. and JPMorgan Chase
Bank, N.A., as Joint Bookrunners, Wells Fargo Securities, LLC, BofA Securities, Inc., JPMorgan Chase Bank,
N.A., The Bank of Nova Scotia, BNP Paribas and Sumitomo Mitsui Banking Corporation, as Joint Lead
Arrangers, Wells Fargo Bank, National Association, as Agent, Bank of America, N.A. and JPMorgan Chase
Bank, N.A., as Co-Syndication Agents, and PNC Bank, National Association, TD Bank, N.A., The Bank of
Nova Scotia, BNP Paribas and Sumitomo Mitsui Banking Corporation, as Documentation Agents. Filed as
Exhibit 10.1 to the Company’s Current Report on Form 8-K dated June 12, 2023 and incorporated herein by
reference.

Parent Guarantee, dated as of August 14, 2023, by Public Storage. Filed as Exhibit 10.1 to the Company’s
Current Report on Form 8-K dated August 14, 2023 and incorporated herein by reference.

Form of Trustee and Officer Indemnification Agreement. Filed as Exhibit 10.19 to the Company’s Annual
Report on Form 10-K for the year ended December 31, 2016 and incorporated herein by reference.

Public Storage 2007 Equity and Performance-Based Incentive Compensation Plan, as Amended (2007 Plan).
Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 1, 2014 and incorporated
herein by reference.

Public Storage 2016 Equity and Performance-Based Incentive Compensation Plan (2016 Plan). Filed as
Exhibit 10.6 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 and
incorporated herein by reference.

Public Storage 2021 Equity and Performance-Based Incentive Compensation Plan (2021 Plan). Filed as
Exhibit 10.7 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 and
incorporated herein by reference.

Form of 2007 Plan Restricted Stock Unit Agreement. Filed as Exhibit 10.11 to the Company’s Annual Report
on Form 10-K for the year ended December 31, 2015 and incorporated herein by reference.

Form of 2007 Plan Restricted Stock Unit Agreement (deferral of receipt of shares). Filed as Exhibit 10.12 to
the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 and incorporated herein
by reference.

Form of 2007 Plan Stock Option Agreement. Filed as Exhibit 10.13 to the Company’s Annual Report on Form
10-K for the year ended December 31, 2015 and incorporated herein by reference.

Form of 2007 Plan Trustee Stock Option Agreement. Filed as Exhibit 10.14 to the Company’s Annual Report
on Form 10-K for the year ended December 31, 2015 and incorporated herein by reference.

Form of 2016 Plan Restricted Stock Unit Agreement (deferral of receipt of shares). Filed as Exhibit 10.16 to
the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 and incorporated herein
by reference.

Form of 2016 Plan Trustee Non-Qualified Stock Option Agreement. Filed as Exhibit 10.18 to the Company’s
Annual Report on Form 10-K for the year ended December 31, 2016 and incorporated herein by reference.

Form of 2016 Plan Restricted Stock Unit Agreement (deferral of receipt of shares) (2018). Filed as Exhibit
10.26 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 and incorporated
herein by reference.

Form of 2016 Plan Trustee Deferred Stock Unit Agreement (2018). Filed as Exhibit 10.29 to the Company’s
Annual Report on Form 10-K for the year ended December 31, 2018 and incorporated herein by reference.

Form of 2016 Plan Executive Restricted Stock Unit Agreement (2018). Filed as Exhibit 10.30 to the
Company’s Annual Report on Form 10-K for the year ended December 31, 2018 and incorporated herein by
reference.

Form of 2016 Employee Stock Unit Agreement (2020). Filed as Exhibit 10.2 to the Company’s Quarterly
Report on Form 10-Q for the quarter ended March 31, 2020 and incorporated herein by reference.

Form of 2016 Plan Employee Non-Qualified Stock Option Agreement (2020). Filed as Exhibit 10.4 to the
Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 and incorporated herein by
reference.

61

10.22*

Form of 2016 Plan Performance-Based Non-Qualified Stock Option Agreement (2020). Filed as Exhibit 10.5
to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 and incorporated
herein by reference.

10.23*

Form of 2021 Plan Employee Stock Unit Agreement (2021). Filed as Exhibit 10.1 to the Company’s Quarterly
Report on Form 10-Q for the quarter ended June 30, 2021 and incorporated herein by reference.

10.24*

10.25*

10.26*

Form of 2021 Plan Employee Stock Unit Agreement (2022). Filed as Exhibit 10.1 to the Company’s Quarterly
Report on Form 10-Q for the quarter ended March 31, 2022 and incorporated herein by reference.

Form of 2021 Plan Trustee Non-Qualified Stock Option Agreement. Filed as Exhibit 10.1 to the Company’s
Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 and incorporated herein by reference.

Form of 2021 Plan Performance-Based Non-Qualified Stock Option Agreement (2022). Filed as Exhibit 10.2
to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 and incorporated herein
by reference.

10.27*

Form of 2021 Plan Performance-Based Stock Unit Agreement (2022). Filed as Exhibit 10.3 to the Company’s
Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 and incorporated herein by reference.

21

23.1

31.1

31.2

32

97.1

Listing of Subsidiaries. Filed herewith.

Consent of Ernst & Young LLP. Filed herewith.

Rule 13a – 14(a) Certification. Filed herewith.

Rule 13a – 14(a) Certification. Filed herewith.

Section 1350 Certifications. Filed herewith.

Policy Relating to Recovery of Erroneously Awarded Compensation. Filed herewith.

101 .INS Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because

its XBRL tags are embedded within the Inline XBRL document)

101 .SCH Inline XBRL Taxonomy Extension Schema. Filed herewith.

101 .CAL Inline XBRL Taxonomy Extension Calculation Linkbase. Filed herewith.

101 .DEF Inline XBRL Taxonomy Extension Definition Linkbase. Filed herewith.

101 .LAB Inline XBRL Taxonomy Extension Label Linkbase. Filed herewith.

101 .PRE Inline XBRL Taxonomy Extension Presentation Link. Filed herewith.

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

_ (1)

SEC File No. 001-33519 unless otherwise indicated.

*

Denotes management compensatory plan agreement or arrangement.

62

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the

Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SIGNATURES

Date: February 20, 2024

PUBLIC STORAGE

By:

/s/ Joseph D. Russell, Jr.
Joseph D. Russell, Jr.,
Chief Executive Officer, President and Trustee

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, this report has been

signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature

Title

Date

/s/ Joseph D. Russell, Jr.

Joseph D. Russell, Jr.

/s/ H. Thomas Boyle

H. Thomas Boyle

/s/ Ronald L. Havner, Jr.

Ronald L. Havner, Jr.

Chief Executive Officer, President and
Trustee (principal executive officer)

February 20, 2024

Chief Financial and Investment Officer
(principal financial officer)

February 20, 2024

Chairman of the Board

February 20, 2024

/s/ Tamara Hughes Gustavson

Trustee

February 20, 2024

Tamara Hughes Gustavson

/s/ Leslie Stone Heisz

Leslie Stone Heisz

/s/ Shankh S. Mitra

Shankh S. Mitra

/s/ David J. Neithercut

David J. Neithercut

/s/ Rebecca Owen

Rebecca Owen

/s/ Kristy M. Pipes

Kristy M. Pipes

/s/ Avedick B. Poladian

Avedick B. Poladian

/s/ John Reyes

John Reyes

Trustee

Trustee

Trustee

Trustee

Trustee

Trustee

Trustee

63

February 20, 2024

February 20, 2024

February 20, 2024

February 20, 2024

February 20, 2024

February 20, 2024

February 20, 2024

Signature

Title

Date

/s/ Tariq M. Shaukat

Tariq M. Shaukat

/s/ Ronald P. Spogli

Ronald P. Spogli

/s/ Paul S. Williams

Paul S. Williams

Trustee

Trustee

Trustee

February 20, 2024

February 20, 2024

February 20, 2024

64

PUBLIC STORAGE
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
AND SCHEDULES

(Item 15 (a))

Report of Independent Registered Public Accounting Firm

Auditor name: Ernst & Young LLP; Firm ID: (42); Auditor location: Los Angeles, California

Consolidated Balance Sheets as of December 31, 2023 and 2022

For the years ended December 31, 2023, 2022, and 2021:

Consolidated Statements of Income

Consolidated Statements of Comprehensive Income

Consolidated Statements of Equity and Redeemable Noncontrolling Interests

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

Schedule:

III – Real Estate and Accumulated Depreciation

Page References

F-1

F-3

F-4

F-5

F-6

F-8

F-10

F-33

All other schedules have been omitted since the required information is not present or not present in amounts sufficient to
require submission of the schedule, or because the information required is included in the consolidated financial statements
or notes thereto.

65

(This Page Intentionally Left Blank)

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Trustees of Public Storage

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Public Storage (the Company) as of December 31, 2023
and 2022, the related consolidated statements of income, comprehensive income, equity and redeemable noncontrolling
interests and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and
financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial
statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated
financial position of the Company at December 31, 2023 and 2022, and the consolidated results of its operations and its
cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted
accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United
States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria
established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission (2013 framework), and our report dated February 20, 2024 expressed an unqualified opinion
thereon.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion
on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB
and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the
applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement,
whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the
financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures
included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits
also included evaluating the accounting principles used and significant estimates made by management, as well as
evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our
opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements
that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or
disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex
judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated
financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a
separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

F-1

Purchase Price Allocation

Description of the
Matter

For the year ended December 31, 2023, the Company completed the acquisition of 164 self-storage
facilities for a total purchase price of $2.7 billion. As further discussed in Notes 2, 3 and 4 of the
consolidated financial statements, the transactions were accounted for as asset acquisitions, and the
purchase price was allocated based on a relative fair value of assets acquired and liabilities assumed,
which consisted principally of land, buildings and acquired customers in place.

Auditing the accounting for the Company’s 2023 acquisitions of self-storage facilities was
subjective because the Company, with the assistance of its external valuation specialist, must
exercise a high level of management judgment in determining the estimated fair value of land,
buildings and acquired customers in place. The estimated fair value of land is based upon observable
transactions involving comparable land in similar locations, as adjusted for location quality, parcel
size and date of sale associated with the acquired facilities. Determining the fair value of acquired
land was difficult due to the judgment utilized by management in making adjustments to the
observable transaction data used in the estimate, particularly when there is a lack of recent
comparable land market data. The estimated fair value of the acquired buildings was based upon (i)
the income approach, which included estimating the fair value of hypothetical vacant acquired
buildings and adjusting for the estimated fair value of land or (ii) estimated replacement costs, which
were calculated by estimating the replacement cost of new facilities in similar geographic regions
and adjusting those costs for the age, quality, amenities and configuration associated with the
acquired facilities. Determining the fair value of the acquired buildings was challenging due to the
judgment utilized by management in determining the assumptions utilized in the income approach
and replacement cost approach. The estimated fair value of the acquired customers in place was
based upon the income approach, which included estimating the forgone rent over the presumed
period of time to absorb the occupied spaces if they were vacant at the time of acquisition.
Determining the fair value of acquired customers in place was challenging due to the judgment
utilized by management in determining the assumptions used in the income approach.

How We
Addressed the
Matter in Our
Audit

We obtained an understanding, evaluated the design, and tested the operating effectiveness of
controls over management’s accounting for acquired self-storage facilities, including controls over
the review of assumptions underlying the purchase price allocation and accuracy of the underlying
data used. For example, we tested controls over the determination of the estimated fair values of the
land, buildings and acquired customers in place, including the controls over the review of the
valuation models and the underlying assumptions used to develop such estimates.

For the 2023 acquisitions of self-storage facilities described above, our procedures included, but
were not limited to, reading the purchase and sale agreements and other closing documents,
evaluating whether the Company had appropriately determined the transaction was an asset
acquisition or business combination and performing a sensitivity analysis to evaluate the impact on
the Company’s financial statements resulting from changes in allocated land, building and acquired
customers in place values. For certain of these asset acquisitions, we also evaluated the methods and
significant assumptions used by the Company and tested the completeness and accuracy of the
underlying data supporting the significant assumptions and estimates. Additionally, for certain of
these asset acquisitions, we involved our valuation specialists to assist in the assessment of the
methodology utilized by the Company and to perform corroborative analyses to assess whether the
assumptions used in the valuation and the estimated fair values were supported by observable
market data.

/s/ Ernst & Young LLP

We have served as the Company's auditor since 1980.

Los Angeles, California
February 20, 2024

F-2

PUBLIC STORAGE
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except share data)

ASSETS

Cash and equivalents

Real estate facilities, at cost:

Land

Buildings

Accumulated depreciation

Construction in process

Investments in unconsolidated real estate entities

Goodwill and other intangible assets, net

Other assets

Total assets

LIABILITIES AND EQUITY

Notes payable

Accrued and other liabilities

Total liabilities

Commitments and contingencies (Note 15)

Equity:

Public Storage shareholders’ equity:

December 31,
2023

December 31,
2022

$

370,002

$

775,253

5,628,488

21,836,750

27,465,238

(9,423,974)

18,041,264

345,453

18,386,717

390,180

387,267

275,050

5,273,073

18,946,053

24,219,126

(8,554,155)

15,664,971

372,992

16,037,963

275,752

232,517

230,822

$

$

19,809,216

$

17,552,307

9,103,277

$

598,993

9,702,270

6,870,826

514,680

7,385,506

Preferred Shares, $0.01 par value, 100,000,000 shares authorized, 174,000 shares issued
(in series) and outstanding, (174,000 shares at December 31, 2022) at liquidation
preference

Common Shares, $0.10 par value, 650,000,000 shares authorized, 175,670,727 shares

issued and outstanding (175,265,668 shares at December 31, 2022)

Paid-in capital

Accumulated deficit

Accumulated other comprehensive loss

Total Public Storage shareholders’ equity

Noncontrolling interests

Total equity

4,350,000

4,350,000

17,567

5,980,760

(267,910)

(67,239)

17,527

5,896,423

(110,231)

(80,317)

10,013,178

10,073,402

93,768

93,399

10,106,946

10,166,801

Total liabilities and equity

$

19,809,216

$

17,552,307

See accompanying notes.
F-3

PUBLIC STORAGE
CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands, except per share amounts)

Revenues:

Self-storage facilities

Ancillary operations

Expenses:

Self-storage cost of operations

Ancillary cost of operations

Depreciation and amortization

Real estate acquisition and development expense

General and administrative

Interest expense

Other increases (decreases) to net income:

Interest and other income

Equity in earnings of unconsolidated real estate entities

Foreign currency exchange (loss) gain

Gain on sale of real estate

Gain on sale of equity investment in PS Business Parks, Inc.

Income before income tax expense

Income tax expense

Net income

Allocation to noncontrolling interests

Net income allocable to Public Storage shareholders

Allocation of net income to:

Preferred shareholders

Preferred shareholders - redemptions (Note 10)

Restricted share units

Net income allocable to common shareholders

Net income per common share:

Basic

Diluted

Basic weighted average common shares outstanding

Diluted weighted average common shares outstanding

For the Years Ended December 31,

2023

2022

2021

$

4,259,613

$

3,946,028

258,077

4,517,690

236,135

4,182,163

1,061,950

85,996

970,056

26,451

80,632

201,132

2,426,217

85,590

27,897

(51,197)

17,178

—

2,170,941

(10,821)

980,209

72,698

888,146

28,744

71,672

136,319

2,177,788

40,567

106,981

98,314

1,503

2,128,860

4,380,600

(14,326)

3,203,566

212,258

3,415,824

852,030

68,568

713,428

12,923

75,966

90,774

1,813,689

12,306

232,093

111,787

13,683

—

1,972,004

(12,365)

2,160,120

4,366,274

1,959,639

(11,793)

(17,127)

(6,376)

2,148,327

4,349,147

1,953,263

$

$

$

(194,703)

(194,390)

—

(4,883)

1,948,741

11.11

11.06

175,472

176,143

$

$

$

—

(12,469)

4,142,288

23.64

23.50

175,257

176,280

$

$

$

(186,579)

(28,914)

(5,326)

1,732,444

9.91

9.87

174,858

175,568

See accompanying notes.
F-4

PUBLIC STORAGE
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Amounts in thousands)

For the Years Ended December 31,

2023

2022

2021

Net income

Foreign currency translation gain (loss) on investment in Shurgard

Total comprehensive income

Allocation to noncontrolling interests

$

2,160,120

$

4,366,274

$

1,959,639

13,078

2,173,198

(11,793)

(26,730)

(10,186)

4,339,544

1,949,453

(17,127)

(6,376)

Comprehensive income allocable to Public Storage shareholders

$

2,161,405

$

4,322,417

$

1,943,077

See accompanying notes.
F-5

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PUBLIC STORAGE
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)

Cash flows from operating activities:

Net income

For the Years Ended December 31,

2023

2022

2021

$

2,160,120

$

4,366,274

$

1,959,639

Adjustments to reconcile net income to net cash flows from operating activities:

Gain on sale of equity investment in PS Business Parks, Inc.

—

(2,128,860)

Gain on sale of real estate

Depreciation and amortization

Equity in earnings of unconsolidated real estate entities

Distributions from cumulative equity in earnings of unconsolidated real estate entities

Unrealized foreign currency exchange loss (gain)

Share-based compensation expense

Other non-cash adjustments

Changes in operating assets and liabilities, excluding the impact of acquisitions:

Other assets

Accrued and other liabilities

Net cash flows from operating activities

Cash flows from investing activities:

Capital expenditures to maintain real estate facilities

Capital expenditures for property enhancements

Capital expenditures for energy efficiencies (LED lighting, solar)

Development and expansion of real estate facilities

Acquisition of real estate facilities and intangible assets

Acquisition of BREIT Simply Storage LLC, net of cash acquired

Distributions in excess of cumulative equity in earnings from unconsolidated real

estate entities

Contributions to unconsolidated real estate entities

Proceeds from sale of real estate investments

Proceeds from sale of equity investment in PS Business Parks, Inc.

Net cash flows (used in) from investing activities

Cash flows from financing activities:

Issuance costs on amendment of credit facility

Repayments of notes payable

Issuance of notes payable, net of issuance costs

Issuance of preferred shares

Issuance of common shares in connection with share-based compensation

Redemption of preferred shares

Taxes paid upon net share settlement of restricted share units

Acquisition of noncontrolling interests

Contributions by noncontrolling interests

(17,178)

970,056

(27,897)

29,333

51,239

41,566

20,508

(16,365)

35,266

(1,503)

888,146

(106,981)

134,769

(97,563)

56,703

15,207

(29,638)

20,587

—

(13,683)

713,428

(232,093)

150,488

(111,787)

59,815

4,883

(44,127)

56,992

3,246,648

3,117,141

2,543,555

(236,572)

(159,939)

(64,626)

(364,445)

(473,176)

(2,178,151)

10,975

(112,554)

39,986

—

(3,538,502)

(8,377)

(8,259)

2,181,273

—

53,131

—

(13,950)

—

3,203

(218,713)

(189,699)

(51,361)

(313,511)

(757,944)

—

13,670

—

1,543

2,636,011

1,119,996

—

(513,495)

—

242,832

35,271

—

(16,827)

—

1,669

(136,989)

(103,730)

(29,519)

(281,981)

(5,047,106)

—

19,518

—

16,296

—

(5,563,511)

—

(2,218)

5,038,904

1,147,455

95,860

(1,175,000)

(13,069)

(692)

2,451

Distributions paid to preferred shareholders, common shareholders and restricted
share unitholders

Distributions paid to noncontrolling interests

Net cash flows (used in) from financing activities

Net cash flows (used in) from operating, investing, and financing activities

Net effect of foreign exchange impact on cash and equivalents, including restricted cash

(2,305,322)

(3,908,497)

(1,588,888)

(14,627)

(112,928)

(404,782)

—

(34,223)

(4,193,270)

43,867

—

(6,662)

3,498,141

478,185

505

Net (decrease) increase in cash and equivalents, including restricted cash

$

(404,782) $

43,867

$

478,690

See accompanying notes.
F-8

PUBLIC STORAGE
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)

Cash and equivalents, including restricted cash at beginning of the period:

Cash and equivalents

Restricted cash included in other assets

Cash and equivalents, including restricted cash at end of the period:

Cash and equivalents

Restricted cash included in other assets

Supplemental schedule of non-cash investing and financing activities:

Costs incurred during the period remaining unpaid at period end for:

Capital expenditures to maintain real estate facilities

Capital expenditures for property enhancements

Capital expenditures for energy efficiencies (LED lighting, solar)

Construction or expansion of real estate facilities

$

$

$

$

$

For the Years Ended December 31,

2023

2022

2021

775,253

$

734,599

$

29,904

26,691

805,157

$

761,290

$

370,002

$

775,253

$

30,373

29,904

400,375

$

805,157

$

257,560

25,040

282,600

734,599

26,691

761,290

(10,798) $

(9,903) $

(3,046)

(386)

(68,099)

(4,502)

(855)

(65,650)

(10,879)

(11,726)

(775)

(50,051)

Real estate acquired in exchange for noncontrolling interests

—

(19,865)

(68,170)

Supplemental cash flow information:

Cash paid for interest, net of amounts capitalized

$

146,213

$

127,711

$

Cash paid for income taxes, net of refunds

11,056

11,293

74,192

12,696

See accompanying notes.
F-9

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

1. Description of the Business

Public Storage (referred to herein as “the Company,” “we,” “us,” or “our”) is a Maryland real estate
investment trust (“REIT”) engaged in the ownership and operation of self-storage facilities that offer storage spaces for
lease, generally on a month-to-month basis, for personal and business use, ancillary activities such as tenant
reinsurance, merchandise sales, and third party management, as well as the acquisition and development of additional
self-storage space.

On August 14, 2023, the Company completed a reorganization in which its interest in its facilities is now held
through an operating partnership, Public Storage OP, L.P. (“PSA OP”) and its subsidiaries including Public Storage
Operating Company (“PSOC”), formerly known as Public Storage. This structure is commonly referred to as an
umbrella partnership REIT, or UPREIT. The reorganization was accounted for as a transaction between entities under
common control and there was no change in the Company’s total assets, liabilities or results of operations. Subsequent
to the reorganization, the primary assets of the parent entity, Public Storage, are general partner and limited partner
interests in PSA OP, which holds all of the Company’s assets through its ownership of all of the membership interests
in PSOC. As of December 31, 2023, the Company owned all of the limited partnership interests of PSA OP.

At December 31, 2023, we owned equity interests in 3,044 self-storage facilities (with approximately
218.1 million net rentable square feet) located in 40 states in the United States (“U.S.”) operating under the Public
Storage® name, and 1.2 million net rentable square feet of commercial and retail space. In addition, we managed 210
facilities for third parties at December 31, 2023.

At December 31, 2023, we owned a 35% common equity interest in Shurgard Self Storage Limited
(“Shurgard”), a public company traded on the Euronext Brussels under the “SHUR” symbol, which owned 275 self-
storage facilities (with approximately 15 million net rentable square feet) located in seven Western European
countries, all operating under the Shurgard® name.

2. Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

We have prepared the accompanying consolidated financial statements in accordance with U.S. generally
accepted accounting principles (“GAAP”) as set forth in the Accounting Standards Codification of the Financial
Accounting Standards Board, and in conformity with the rules and regulations of the Securities and Exchange
Commission (“SEC”).

We revised our prior period financial statements to correct the presentation of income tax expense in the
Consolidated Statements of Income. Income tax expense in the amounts of $14.3 million and $12.4 million for 2022
and 2021, respectively, previously included in general and administrative expense, has been reclassified and presented
separately in the Consolidated Statements of Income to conform to the 2023 presentation. This immaterial correction
had no impact on our net
income. The correction also had no impact on our balance sheet, statements of
comprehensive income, statements of equity, or cash flows as of and for the years ended December 31, 2022 and 2021.

Certain amounts previously reported in our 2022 and 2021 Consolidated Statements of Income have been
reclassified to conform to the 2023 presentation, with respect to the separate presentation of real estate acquisition and
development expense in the amounts of $28.7 million and $12.9 million for 2022 and 2021, respectively, previously
included in general and administrative expense. The reclassifications had no impact on our net income.

Certain amounts previously reported in our 2022 and 2021 Statements of Cash Flows have been reclassified
to conform to the 2023 presentation, with respect to the separate presentation of changes in operating assets and
liabilities in the cash flows from operating activities section and major types of capital expenditures in the cash flows
from investing activities section. The reclassifications did not affect the subtotals for cash flows from operating,
investing or financing activities.

F-10

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

Disclosures of the number and square footage of facilities, as well as the number and coverage of tenant
reinsurance policies (Note 15) are unaudited and outside the scope of our independent registered public accounting
firm’s audit of our financial statements in accordance with the standards of the Public Company Accounting Oversight
Board (U.S.).

Summary of Significant Accounting Policies

Consolidation and Equity Method of Accounting

We consider entities to be Variable Interest Entities (“VIEs”) when they have insufficient equity to finance
their activities without additional subordinated financial support provided by other parties, or the equity holders as a
group do not have a controlling financial interest. In addition, we have general partner interests in limited partnerships
along with third-party investors to develop, construct or operate self-storage facilities. As the general partner, we
consider the limited partnerships to be VIEs if the limited partners lack both substantive participating rights and
substantive kick-out rights. We consolidate VIEs when we have (i) the power to direct the activities most significantly
impacting economic performance, and (ii) either the obligation to absorb losses or the right to receive benefits from the
VIE. PSA OP met the definition of a VIE and is consolidated by the Company as the primary beneficiary of PSA OP.
All of the assets and liabilities of the Company are held by PSA OP. The total assets, primarily real estate assets, and
the total liabilities of our other consolidated VIEs are not material as of December 31, 2023. We consolidate all other
entities when we control them through voting shares or contractual rights. We refer to the entities we consolidate, for
the period in which the reference applies, collectively as the “Subsidiaries,” and we eliminate intercompany
transactions and balances.

We account for our investments in entities that we do not consolidate but over which we have significant
influence using the equity method of accounting. We refer to these entities, for the periods in which the reference
applies, collectively as the “Unconsolidated Real Estate Entities,” and we eliminate intra-entity profits and losses and
amortize any differences between the cost of our investment and the underlying equity in net assets against equity in
earnings as if the Unconsolidated Real Estate Entity were a consolidated subsidiary.

Equity in earnings of unconsolidated real estate entities presented on our income statements represents our
pro-rata share of the earnings of the Unconsolidated Real Estate Entities. The dividends we receive from the
Unconsolidated Real Estate Entities are reflected on our consolidated statements of cash flows as “distributions from
cumulative equity in earnings of unconsolidated real estate entities” to the extent of our cumulative equity in earnings,
with any excess classified as “distributions in excess of cumulative equity in earnings from unconsolidated real estate
entities.”

Use of Estimates

The preparation of consolidated financial statements and accompanying notes in conformity with GAAP
requires us to make estimates and assumptions that affect the amounts reported. Actual results could differ from those
estimates and assumptions.

Cash Equivalents and Restricted Cash

Cash equivalents represent highly liquid financial instruments that mature within three months of acquisition
such as money market funds with a rating of at least AAA by Standard & Poor’s, commercial paper that is rated A1 by
Standard & Poor’s or deposits with highly rated commercial banks. Restricted cash, which represent amounts used to
collateralize our insurance obligations and are restricted from general corporate use, are included in other assets.

Fair Value

As used herein, the term “fair value” is the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants. In the absence of active markets for identical assets or
liabilities, such measurements involve developing assumptions based on market observable data and, in the absence of
such data, internal information that is consistent with what market participants would use in a hypothetical transaction
that occurs at the balance sheet date.

F-11

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

Assets and liabilities recorded at fair value are measured and classified in accordance with a three-tier fair

value hierarchy based on the observability of the inputs available in the market used to measure fair value:

Level 1 Quoted prices in active markets for identical assets or liabilities at the measurement date.

Level 2 Significant observable inputs other than Level 1, that are observable for the asset or liability, either

directly or indirectly through corroboration with observable market data.

Level 3 Unobservable inputs that are supported by little or no market data for the related assets or liabilities.

The categorization of a financial instrument within the valuation hierarchy is based upon the lowest level of

input that is significant to the fair value measurement.

Our financial instruments consist of cash and cash equivalents, restricted cash, other assets, other liabilities,
and notes payable. Cash equivalents, restricted cash, other assets and other liabilities are stated at book value, which
approximates fair value as of the balance sheet date due to the short time period to maturity.

We estimate and disclose the fair value of our notes payable using Level 2 inputs by discounting the related
future cash flows at a rate based upon quoted interest rates for securities that have similar characteristics such as credit
quality and time to maturity.

We use significant judgment to estimate fair values of real estate facilities, goodwill, and other intangible
assets for the purposes of purchase price allocation or impairment analysis. In estimating their values, we consider
Level 3 inputs such as market prices of land, market capitalization rates, expected returns, earnings multiples,
projected levels of earnings, costs of construction, and functional depreciation.

Real Estate Facilities

We record real estate facilities at cost. We capitalize all costs incurred to acquire, develop, construct, renovate
and improve facilities as part of major repair and maintenance programs, including interest and property taxes incurred
during the construction period. We expense the costs of demolition of existing facilities associated with a renovation as
incurred. We allocate the net acquisition cost of acquired real estate facilities to the underlying land, buildings, and
identified intangible assets based upon their respective individual estimated fair values.

We expense costs associated with dispositions of real estate, as well as routine repairs and maintenance costs,
as incurred. We depreciate buildings and improvements on a straight-line basis over estimated useful lives ranging
generally between 5 to 25 years.

When we sell a full or partial interest in a real estate facility without retaining a controlling interest following
sale, we recognize a gain or loss on sale as if 100% of the property was sold at fair value. If we retain a controlling
interest following the sale, we record a noncontrolling interest for the book value of the partial interest sold, and
recognize additional paid-in capital for the difference between the consideration received and the partial interest at
book value.

Goodwill and Other Intangible Assets

Intangible assets consist of goodwill, the Shurgard® trade name, which Shurgard uses pursuant to a fee-based
licensing agreement, and finite-lived assets. Goodwill and the Shurgard® trade name have indefinite lives and are not
amortized. Our finite-lived assets consist primarily of (i) acquired customers in place amortized relative to the benefit
of the customers in place, with such amortization reflected as depreciation and amortization expense on our income
statement, (ii) property tax abatements acquired and amortized relative to the reduction in property tax paid, with such
amortization reflected as self-storage cost of operations on our income statement and (iii) acquired non real estate-
related contracts, with such amortization reflected as depreciation and amortization expense on our income statement.

F-12

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

Evaluation of Asset Impairment

We evaluate our real estate and finite-lived intangible assets for impairment each quarter. If there are
indicators of impairment and we determine that the asset is not recoverable from future undiscounted cash flows to be
received through the asset’s remaining life (or, if earlier, the expected disposal date), we record an impairment charge
to the extent the carrying amount exceeds the asset’s estimated fair value or net proceeds from expected disposal.

We evaluate our investments in unconsolidated real estate entities for impairment quarterly. We record an
impairment charge to the extent the carrying amount exceeds estimated fair value, when we believe any such shortfall
is other than temporary.

We evaluate goodwill for impairment annually and whenever relevant events, circumstances, and other
related factors indicate that it is more likely than not that the fair value of the related reporting unit is less than the
carrying amount. When we conclude that it is not more likely than not that the fair value of the reporting unit is less
than the aggregate carrying amount, no impairment charge is recorded and no further analysis is performed. Otherwise,
we record an impairment charge to the extent the carrying amount of the goodwill exceeds the amount that would be
allocated to goodwill if the reporting unit were acquired for estimated fair value.

We evaluate other indefinite-lived intangible assets, such as the Shurgard® trade name for impairment at least
annually and whenever relevant events, circumstances and other related factors indicate that it is more likely than not
that the asset is impaired. When we conclude that it is not more likely than not that the asset is impaired, we do not
record an impairment charge and no further analysis is performed. Otherwise, we record an impairment charge to the
extent the carrying amount exceeds the asset’s estimated fair value.

No impairments were recorded in any of our evaluations for any period presented herein.

Revenue and Expense Recognition

We recognize revenues from self-storage facilities, which primarily comprise rental income earned pursuant
to month-to-month leases, as well as associated late charges and administrative fees, as earned. Promotional discounts
reduce rental income over the promotional period, which is generally one month. We recognize ancillary revenues
when earned.

We accrue for property tax expense based upon actual amounts billed and, in some circumstances, estimates
when bills or assessments have not been received from the taxing authorities. If these estimates are incorrect, the
timing and amount of expense recognition could be incorrect. We expense cost of operations (including advertising
expenditures), general and administrative expense, and interest expense as incurred.

Foreign Currency Exchange Translation

The local currency (primarily the Euro) is the functional currency for our interests in foreign operations. The
related balance sheet amounts are translated into U.S. Dollars at the exchange rates at the respective financial
statement date, while amounts on our consolidated statements of income are translated at the average exchange rates
during the respective period. Cumulative translation adjustments, are included in equity as a component of
accumulated other comprehensive income (loss).

When financial instruments denominated in a currency other than the U.S. Dollar are expected to be settled in

cash in the foreseeable future, the impact of changes in the U.S. Dollar equivalent are reflected in current earnings.

At December 31, 2023, due primarily to our investment in Shurgard (Note 5) and our notes payable
denominated in Euros (Note 8), our operating results and financial position are affected by fluctuations in currency
exchange rates between the Euro, and to a lesser extent, other European currencies, against the U.S. Dollar. The Euro
was translated at exchange rates of approximately 1.104 U.S. Dollars per Euro at December 31, 2023 (1.070 at
December 31, 2022), and average exchange rates of 1.081, 1.054 and 1.183 for the years ended December 31, 2023,
2022, and 2021, respectively.

F-13

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

Income Taxes

We and a subsidiary of PSOC have elected to be treated as a REIT, as defined in the Internal Revenue Code
of 1986, as amended (the “Code”). For each taxable year in which we qualify for taxation as a REIT, we will not be
subject to U.S. federal corporate income tax on our “REIT taxable income” (generally, taxable income subject to
specified adjustments, including a deduction for dividends paid and excluding our net capital gain) that is distributed to
our shareholders. We believe we have met these REIT requirements for all periods presented herein. Accordingly, we
have recorded no U.S. federal corporate income tax expense related to our REIT taxable income.

We have elected taxable REIT subsidiary (“TRS”) status for some of our consolidated subsidiaries. Our
tenant reinsurance, merchandise, and third party management operations are conducted under these TRSs and are
subject to federal corporate income tax. For these entities, deferred tax assets and liabilities for temporary differences
are recognized based on the future tax consequences attributable to differences that exist between the financial
statement carrying amounts of assets and liabilities and their respective tax bases, as well as tax attributes such as
operating loss, capital loss and tax credits carryforwards on a taxing jurisdiction basis. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which those
temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a
change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are
established when necessary to reduce deferred tax assets to the amounts that are expected more likely than not to be
realized in the future.

We recognize tax benefits of uncertain income tax positions only if we believe it is more likely than not that
the position would ultimately be sustained assuming the relevant taxing authorities had full knowledge of the relevant
facts and circumstances of our positions. As of December 31, 2023, we had no tax benefits that were not recognized.

We also incur income taxes in certain state and local jurisdictions, which are included in income tax expense

in the Consolidated Statements of Income.

Share-Based Compensation

We generally estimate the fair value of share-based payment awards on the date of grant. We determine the
fair value of restricted share units (“RSUs”) with no market conditions based on the closing market price of the
Company’s common shares on the date of grant. We value stock options with no market conditions at the grant date
using the Black-Scholes option-pricing model. We value stock options and RSUs with market conditions at the grant
date using a Monte-Carlo valuation simulation. Our determination of the fair value of share-based payment awards on
the date of grant using an option-pricing model or Monte-Carlo valuation simulation is affected by our stock price as
well as assumptions regarding a number of subjective and complex variables. These variables include, but are not
limited to, our expected stock price volatility over the expected term of the awards. For stock options, variables also
include actual and projected stock option exercise behaviors. For restricted share units and stock options with
performance conditions, we adjust compensation cost each quarter as needed for any changes in the assessment of the
probability that the specified performance criteria will be achieved.

We amortize the grant-date fair value of awards as compensation expense over the service period, which
begins on the grant date and ends on the expected vesting date. For awards that are earned solely upon the passage of
time and continued service, the entire cost of the award is amortized on a straight-line basis over the service period.
For awards with market and/or performance conditions, the individual cost of each vesting is amortized separately over
each individual service period (the “accelerated attribution” method). For awards with performance conditions, the
estimated number of stock awards that will ultimately vest requires judgment, and to the extent actual results or
updated estimates differ from our current estimates, such amounts will be recorded as a cumulative adjustment in the
period estimates are revised. In amortizing share-based compensation expense, we do not estimate future forfeitures.
Instead, we reverse previously amortized share-based compensation expense with respect to grants that are forfeited in
the period the employee terminates employment.

F-14

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

Our share-based compensation plans allow immediate vesting of outstanding unvested awards upon
retirement (“Retirement Acceleration”) for employees who meet certain conditions. We accelerate amortization of
compensation expense for each grant by changing the end of the service period from the original vesting date to the
date an employee is expected to be eligible for Retirement Acceleration, if earlier.

Recent Accounting Pronouncements Not Yet Adopted

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards
Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosure, to
require a public entity to disclose significant segment expenses and other segment items on an annual and interim basis
and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently
required annually. Public entities with a single reportable segment are required to provide the new disclosures and all
the disclosures required under ASC 280. The guidance is effective for fiscal years beginning after December 15, 2023,
and interim periods within fiscal years beginning after December 15, 2024, on a retrospective basis. Early adoption is
permitted. We are currently evaluating the impact of this ASU on our Consolidated Financial Statements and related
disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax
Disclosures, to enhance the transparency and decision-usefulness of income tax disclosures, particularly in the rate
reconciliation table and disclosures about income taxes paid. The ASU’s amendments are effective for annual periods
beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. We are currently evaluating
the impact of this ASU on our Consolidated Financial Statements and related disclosures.

3. Simply Acquisition

On September 13, 2023, we acquired all the membership interests of BREIT Simply Storage LLC, a self-
storage company that owns and operates 127 self-storage facilities (9.4 million net rentable square feet) and manages
25 self-storage facilities for third parties, for a purchase price of $2.2 billion in cash, including cash acquired of $6.0
million and direct transaction costs of $9.6 million (the “Simply Acquisition”).

We accounted for the Simply Acquisition as an asset acquisition because substantially all the fair value of the
gross assets acquired is concentrated in the real estate assets and intangible assets associated with the self-storage
facilities, which are determined to be similar in nature. As a result, the direct transaction costs of $9.6 million were
capitalized to the basis of the acquired properties.

The total purchase price was allocated to the individual assets acquired and liabilities assumed based on their
relative fair values. The total purchase price, including direct transaction costs, was allocated as follows (in thousands):

Cash
Real estate facilities:

Land
Buildings
Construction in process

Intangible assets:

Acquired customers in place
Non real estate-related contracts

Other assets

Accrued and other liabilities

$

6,032

229,396
1,762,752

2,922

209,516
4,750
12,046

(43,231)

Total purchase price, including direct transaction costs

$

2,184,183

F-15

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

4. Real Estate Facilities

Activity in real estate facilities during 2023, 2022, and 2021 is as follows:

2023

For the Years Ended December 31,
2022
(Amounts in thousands)

2021

Operating facilities, at cost:

$

Beginning balance
Capital expenditures to maintain real estate facilities
Capital expenditures for property enhancements
Capital expenditures for energy efficiencies (LED lighting, solar)
Acquisitions
Dispositions and other
Developed or expanded facilities opened for operation
Ending balance

24,219,126 $
232,048
163,380
65,026
2,442,118
(19,322)
362,862
27,465,238

22,807,833 $
205,169
194,931
52,216
733,442
(1,704)
227,239
24,219,126

17,372,627
137,428
116,478
30,294
4,940,413
(7,408)
218,001
22,807,833

Accumulated depreciation:
Beginning balance

Depreciation expense
Dispositions and other

Ending balance

Construction in process:

Beginning balance
Costs incurred to develop and expand real estate facilities

Acquisitions
Write-off of cancelled projects and transfer to other assets

Developed or expanded facilities opened for operation
Ending balance

(8,554,155)

(7,773,308)

(7,152,135)

(881,255)
11,436

(781,931)
1,084

(625,968)
4,795

(9,423,974)

(8,554,155)

(7,773,308)

372,992
356,788

2,922
(24,387)

(362,862)
345,453

272,471
336,948

—
(9,188)

(227,239)
372,992

188,079
302,393

—
—

(218,001)
272,471

Total real estate facilities at December 31,

$

18,386,717 $

16,037,963 $

15,306,996

During 2023, in addition to the Simply Acquisition, we acquired 37 self-storage facilities (2.7 million net
rentable square feet of storage space), for a total cost of $473.2 million in cash. Approximately $23.2 million of the
total cost was allocated to intangible assets. We completed development and redevelopment activities costing $362.9
million during 2023, adding 1.7 million net rentable square feet of self-storage space. Construction in process at
December 31, 2023 consisted of projects to develop new self-storage facilities and expand existing self-storage
facilities. During 2023, we wrote off $11.7 million of accumulated development costs for cancelled development and
redevelopment projects in construction in process as real estate acquisition and development expense. We also
transferred $12.7 million of land cost related to cancelled development projects to other assets at December 31, 2023.

During 2023, we completed a real estate transaction with a third-party, through which we sold an operating
self-storage facility with a net book value of $7.1 million for gross proceeds of $40.0 million and acquired a nearby
land parcel for $13.5 million. At the close of the transaction, we entered into a leaseback of the self-storage facility
until we complete development of the acquired land into a self-storage facility, no later than December 31, 2026. Of
the $40.0 million in gross proceeds, $24.3 million was allocated to the sale of the property based on its estimated fair
value, resulting a net gain on sale of real estate of $17.1 million after direct transaction costs, and $15.7 million was
classified as a reduction of costs to develop the acquired land included in construction in process.

During 2023, we also sold a land parcel for $0.1 million in cash and recorded a related gain on sale of real

estate of $0.1 million.

F-16

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

During 2022, we acquired 74 self-storage facilities (4.7 million net rentable square feet of storage space), for
a total cost of $730.5 million, consisting of $710.6 million in cash and $19.9 million in partnership units in one of our
subsidiaries. Approximately $24.1 million of the total cost was allocated to intangible assets. We completed
development and redevelopment activities costing $227.2 million during 2022, adding 1.4 million net rentable square
feet of self-storage space. Construction in process at December 31, 2022 consisted of projects to develop new self-
storage facilities and expand existing self-storage facilities. During 2022, we wrote off $7.0 million of accumulated
development costs for cancelled development and redevelopment projects in construction in process as real estate
acquisition and development expense. We also transferred $2.2 million of land cost related to a cancelled development
project to other assets at December 31, 2022.

Additionally, on July 8, 2022, we acquired from PS Business Parks, Inc. (“PSB”) the commercial interests in
five properties at three sites jointly occupied with certain of our self-storage facilities located in Maryland and
Virginia, for $47.3 million. We recognized $27.0 million of real estate assets and $0.7 million of intangibles for the
properties acquired, representing the cost of these commercial properties that we did not have interest in through our
equity investment in PSB. We recognized the remaining $19.6 million as an increase to our basis in our equity
investment in PSB, which represents the elimination of our portion of the gain recorded by PSB.

During 2022, we sold portions of real estate facilities in connection with eminent domain proceedings for

$1.5 million in cash proceeds and recorded a related gain on sale of real estate of approximately $1.5 million.

During 2021, we acquired 232 self-storage facilities (21.8 million net rentable square feet of storage space),
for a total cost of $5.1 billion, consisting of $5.0 billion in cash and $68.2 million in partnership units in one of our
subsidiaries. Approximately $174.9 million of the total cost was allocated to intangible assets. We completed
development and redevelopment activities costing $218.0 million during 2021, adding 1.6 million net rentable square
feet of self-storage space. During 2021, we sold portions of real estate facilities in connection with eminent domain
proceedings for $16.3 million in cash proceeds and recorded a related gain on sale of real estate of approximately
$13.7 million.

At December 31, 2023, the adjusted basis of real estate facilities for U.S. federal tax purposes was

approximately $18.3 billion (unaudited).

F-17

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

5.

Investments in Unconsolidated Real Estate Entities

The following table sets forth our equity in earnings of the Unconsolidated Real Estate Entities (amounts in

thousands):

Shurgard
PSB
Total

Equity in Earnings of Unconsolidated Real Estate Entities for the

2023

Year Ended December 31,
2022

2021

$

$

27,897 $
—
27,897 $

26,385 $
80,596
106,981 $

24,371
207,722
232,093

Investment in Shurgard

Our investment
December 31, 2022, respectively.

in Shurgard was $390.2 million and $275.8 million as of December 31, 2023 and

Throughout all periods presented, we had a 35% equity interest in Shurgard. On November 14, 2023,
Shurgard issued 8,163,265 new common shares to institutional investors. Public Storage participated on a pro-rata
basis in the offering and acquired 2,863,674 common shares for a cost of $112.6 million, maintaining our 35% equity
interest in Shurgard. As a result of the offering, Shurgard common shares that we effectively owned increased from
31,268,459 as of December 31, 2022 to 34,132,133 as of December 31, 2023.

Based upon the closing price at December 31, 2023 (€44.86 per share of Shurgard common stock, at 1.104

exchange rate of U.S. Dollars to the Euro), the shares we owned had a market value of approximately $1.7 billion.

Our equity in earnings of Shurgard comprised our equity share of Shurgard’s net income, less amortization of
the Shurgard Basis Differential (defined below). During 2023, 2022, and 2021, we received $3.8 million, $3.5 million,
and $3.5 million of trademark license fees that Shurgard pays to us for the use of the Shurgard® trademark,
respectively. We eliminated $1.3 million, $1.2 million, and $1.2 million of intra-entity profits and losses for 2023,
2022, and 2021, respectively, representing our equity share of the trademark license fees. We classify the remaining
license fees we receive from Shurgard as interest and other income on our income statement.

During 2023, 2022, and 2021, we received cash dividend distributions from Shurgard totaling $39.0 million,
$37.8 million, and $41.5 million, respectively. Approximately $11.0 million, $13.7 million, and $19.5 million of total
cash distributions from Shurgard during the year ended 2023, 2022, and 2021, respectively, represented distributions
in excess of cumulative equity in earnings from Shurgard, which was classified within cash flows from investing
activities in the Consolidated Statements of Cash Flows.

At December 31, 2023, our investment in Shurgard’s real estate assets exceeded our pro-rata share of the
underlying amounts on Shurgard’s balance sheet by approximately $63.7 million ($67.8 million at December 31,
2022). This differential (the “Shurgard Basis Differential”) includes our basis adjustments in Shurgard’s real estate
assets net of related deferred income taxes. The Shurgard Basis Differential is being amortized as a reduction to equity
in earnings of the Unconsolidated Real Estate Entities. Such amortization totaled approximately $4.1 million, $6.9
million, and $8.4 million during 2023, 2022, and 2021, respectively.

As of December 31, 2023, 2022, and 2021, we translated the book value of our investment in Shurgard from
Euro to U.S. Dollars and recorded $13.1 million other comprehensive gain, $26.7 million other comprehensive loss,
and $10.2 million other comprehensive loss, respectively.

F-18

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

Investment in PSB

On July 20, 2022, in connection with the closing of the merger of PS Business Parks, Inc. (“PSB”) with
affiliates of Blackstone Real Estate (“Blackstone”), we completed the sale of our 41% common equity interest in PSB
in its entirety. At the close of the merger transaction, we received a total of $2.7 billion of cash proceeds and
recognized a gain of $2.1 billion during the third quarter of 2022.

During 2022 and 2021, we received cash distributions from PSB totaling $109.5 million and $127.3 million,
respectively, which were classified within cash flows from operating activities in the Consolidated Statements of Cash
flows. Since the sale of PSB in July 2022, we no longer recognize equity in earnings or receive cash distributions from
PSB.

Summarized financial information of PSB

The following table represents summarized financial information for PSB derived from its reported financial
statements prepared under US GAAP before our basis difference adjustments for the years ended December 31, 2022
and 2021 (amounts in thousands). Due to the complete sale of our equity investment in PSB in July 2022, the
summarized financial information for 2022 includes PSB's financial activities through June 30, 2022, which represents
the most practical date of such reported information prior to the transaction. Summarized financial information for
Shurgard is excluded in the table below.

Revenues
Costs of operations

Operating income
Gain on sale of real estate

Net Income

6. Goodwill and Other Intangible Assets

Year Ended December 31,
2021
2022

$

223,750 $
66,701

88,702
118,801

208,665

438,703
130,896

195,264
359,875

553,029

Goodwill and other intangible assets consisted of the following (amounts in thousands):

At December 31, 2023
Accumulated
Amortization

Net Book
Value
165,843 $
18,824

Gross Book
Value
165,843 $
18,824

— $
—

At December 31, 2022
Accumulated
Amortization

Net Book
Value
165,843
18,824

— $
—

Gross Book
Value
165,843 $
18,824

$

995,578

(792,978)

202,600

758,106

(710,256)

47,850

$ 1,180,245 $

(792,978) $

387,267 $

942,773 $

(710,256) $

232,517

Goodwill
Shurgard® Trade Name

Finite-lived intangible
assets, subject to
amortization

Total goodwill and other

intangible assets

Finite-lived intangible assets consist primarily of acquired customers in place. Amortization expense related
to intangible assets subject to amortization was $82.7 million, $95.2 million and $76.6 million in 2023, 2022, and
2021, respectively. During 2023, 2022, and 2021, intangibles increased $237.5 million, $24.8 million, and $174.9
million, respectively, in connection with the Simply Acquisition (Note 3) and the acquisition of real estate facilities
(Note 4).

F-19

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

The remaining amortization expense will be recognized over a weighted average life of approximately 1.2
years. The estimated future amortization expense for our finite-lived intangible assets at December 31, 2023 is as
follows (amounts in thousands):

Year

Amount

2024

2025

2026

2027

2028

Thereafter

Total

$

$

116,338

60,467

19,129

2,797

377

3,492

202,600

7. Credit Facility

On June 12, 2023, PSOC entered into an amended revolving credit agreement (the “Credit Facility”), which
increased our borrowing limit from $500 million to $1.5 billion and extended the maturity date from April 19, 2024 to
June 12, 2027. We have the option to further extend the maturity date by up to one additional year with additional
extension fees up to 0.125% of the extended commitment amount. Amounts drawn on the Credit Facility bear annual
interest at rates ranging from SOFR plus 0.65% to SOFR plus 1.40% depending upon our credit rating (SOFR plus
0.70% at December 31, 2023). We are also required to pay a quarterly facility fee ranging from 0.10% per annum to
0.30% per annum depending upon our credit rating (0.10% per annum at December 31, 2023). At December 31, 2023
and February 20, 2024, we had no outstanding borrowings under this Credit Facility. We had undrawn standby letters
of credit, which reduce our borrowing capacity, totaling $14.6 million at December 31, 2023 ($18.6 million at
December 31, 2022 under the previous credit facility). The Credit Facility has various customary restrictive covenants
with which we were in compliance at December 31, 2023. We incurred a total of $8.4 million of issuance costs
associated with the amended Credit Facility, which is classified as Other Assets on the Consolidated Balance Sheets
and will be amortized as Interest Expense on the Consolidated Statement of Income through June 12, 2027.

Public Storage has provided a full and unconditional guarantee of PSOC’s obligations under the Credit

Facility.

F-20

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

8. Notes Payable

Our notes payable (all of which were issued by PSOC), are reflected net of issuance costs (including original
issue discounts), which are amortized as interest expense on the effective interest method over the term of each
respective note. Our notes payable at December 31, 2023 and December 31, 2022 are set forth in the tables below:

Amounts at December 31, 2023

Amounts at
December 31, 2022

Coupon Rate

Effective
Rate

Principal

Unamortized
Costs

Book
Value

Fair
Value

Book
Value

Fair
Value

($ amounts in thousands)

U.S. Dollar Denominated Unsecured Debt

Notes due April 23, 2024

SOFR+0.47% 5.831% $

700,000

$

(221) $

699,779

$

700,031

$ 699,075

$ 691,309

Notes due July 25, 2025

SOFR+0.60% 5.961%

Notes due February 15, 2026

Notes due November 9, 2026

0.875%

1.500%

Notes due September 15, 2027

3.094%

Notes due May 1, 2028

Notes due November 9, 2028

Notes due January 15, 2029

Notes due May 1, 2029

Notes due May 1, 2031

Notes due November 9, 2031

Notes due August 1, 2033

Notes due August 1, 2053

1.850%

1.950%

5.125%

3.385%

2.300%

2.250%

5.100%

5.350%

Euro Denominated Unsecured Debt

Notes due April 12, 2024

Notes due November 3, 2025

Notes due September 9, 2030

Notes due January 24, 2032

1.540%

2.175%

0.500%

0.875%

1.030%

1.640%

3.218%

1.962%

2.044%

5.260%

3.459%

2.419%

2.322%

5.207%

5.442%

1.540%

2.175%

0.640%

0.978%

400,000

500,000

650,000

500,000

650,000

550,000

500,000

500,000

650,000

550,000

700,000

600,000

(1,278)

(1,581)

(2,487)

(1,964)

(2,922)

(2,337)

(2,947)

(1,637)

(5,012)

(2,782)

(5,552)

(7,983)

398,722

498,419

647,513

498,036

647,078

547,663

497,053

498,363

644,988

547,218

694,448

592,017

400,295

462,362

597,131

476,394

584,520

490,758

516,899

477,692

562,240

469,845

725,753

628,413

—

—

497,678

441,849

646,643

578,899

497,508

466,029

646,401

558,197

547,182

468,509

—

—

498,053

456,855

644,303

530,390

546,866

443,514

—

—

—

—

7,450,000

(38,703)

7,411,297

7,092,333

5,223,709

4,635,551

110,372

267,116

772,607

551,862

—

—

(7,488)

(4,322)

110,372

267,116

765,119

547,540

109,380

261,083

638,177

455,895

107,035

104,344

259,039

246,119

740,634

566,204

530,317

396,297

1,701,957

(11,810)

1,690,147

1,464,535

1,637,025

1,312,964

Mortgage Debt, secured by 2
real estate facilities with a
net book value of
$11.7 million

4.398%

4.398%

1,833

—

1,833

1,733

10,092

9,568

$ 9,153,790

$

(50,513) $ 9,103,277

$ 8,558,601

$ 6,870,826

$5,958,083

Public Storage has provided a full and unconditional guarantee of PSOC’s obligations under each series of

unsecured notes.

U.S. Dollar Denominated Unsecured Notes

On July 26, 2023, we completed a public offering of $400 million, $500 million, $700 million, and $600
million aggregate principal amount of unsecured senior notes bearing interest at an annual rate of Compounded SOFR
+ 0.60% (reset quarterly), 5.125%, 5.100%, and 5.350%, respectively, and maturing on July 25, 2025, January 15,
2029, August 1, 2033, and August 1, 2053, respectively. Interest on the 2025 notes is payable quarterly, commencing
on October 25, 2023. Interest on the 2029 notes is payable semi-annually, commencing on January 15, 2024. Interest
on the 2033 notes and 2053 notes is payable semi-annually, commencing on February 1, 2024. In connection with the
offering, we incurred a total of $18.7 million in costs.

F-21

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

On August 15, 2022, the Company redeemed its 2.370% Senior Notes due September 15, 2022, with an

aggregate principal amount of $500.0 million.

On January 19, 2021, we completed a public offering of $500 million aggregate principal amount of senior
notes bearing interest at an annual rate of 0.875% and maturing on February 15, 2026. Interest on the senior notes is
payable semi-annually, commencing on August 15, 2021. In connection with the offering, we incurred $3.8 million in
costs.

On April 23, 2021, we completed a public offering of $700 million, $650 million, and $650 million aggregate
principal amount of senior notes bearing interest at an annual rate of the Compounded SOFR plus 0.47% (reset
quarterly and at 4.36% as of December 31, 2022), 1.850%, and 2.300%, respectively, and maturing on April 23, 2024,
May 1, 2028, and May 1, 2031, respectively. Interest on the 2024 notes is payable quarterly, commencing on July 23,
2021. Interest on the 2028 notes and 2031 notes is payable semi-annually, commencing on November 1, 2021. In
connection with the offering, we incurred a total of $13.7 million in costs.

On November 9, 2021, we completed a public offering of $650 million, $550 million, and $550 million
aggregate principal amount of senior notes bearing interest at an annual rate of 1.500%, 1.950%, and 2.250%,
respectively, and maturing on November 9, 2026, November 9, 2028, and November 9, 2031, respectively. Interest on
the senior notes is payable semi-annually, commencing on May 9, 2022. In connection with the offering, we incurred a
total of $11.3 million in costs.

The U.S. Dollar denominated unsecured notes (the “U.S. Dollar Denominated Unsecured Notes”) have
various financial covenants with which we were in compliance at December 31, 2023. Included in these covenants are
(a) a maximum Debt to Total Assets of 65% (approximately 16% at December 31, 2023) and (b) a minimum ratio of
Adjusted EBITDA to Interest Expense of 1.5x (approximately 17x for the twelve months ended December 31, 2023)
as well as covenants limiting the amount we can encumber our properties with mortgage debt.

Euro Denominated Unsecured Notes

Our Euro denominated unsecured notes (the “Euro Notes”) consist of four tranches: (i) €242.0 million issued
to institutional investors on November 3, 2015, (ii) €100.0 million issued to institutional investors on April 12, 2016,
(iii) €500.0 million issued in a public offering on January 24, 2020, and (iv) €700.0 million issued in a public offering
on September 9, 2021. Interest is payable semi-annually on the notes issued November 3, 2015 and April 12, 2016,
and annually on the notes issued January 24, 2020 and September 9, 2021.The Euro Notes have financial covenants
similar to those of the U.S. Dollar Denominated Unsecured Notes.

We reflect changes in the U.S. Dollar equivalent of the amount payable including the associated interest, as a
result of changes in foreign exchange rates as “Foreign currency exchange (loss) gain” on our income statement (losses
of $51.6 million for 2023, as compared to gains of $99.2 million for 2022 and $111.8 million for 2021).

Mortgage Notes

We assumed our non-recourse mortgage debt in connection with property acquisitions, and we recorded such
debt at fair value with any premium or discount to the stated note balance amortized using the effective interest
method.

At December 31, 2023, the related contractual interest rates of our mortgage notes are fixed, ranging between

3.9% and 7.1%, and mature between September 1, 2028 and July 1, 2030.

At December 31, 2023, approximate principal maturities of our Notes Payable are as follows (amounts in

thousands):

F-22

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

2024
2025
2026
2027
2028
Thereafter

Weighted average effective rate

Unsecured Debt

Mortgage Debt

Total

$

$

810,372 $
667,116
1,150,000
500,000
1,200,000
4,824,469
9,151,957 $
3.1%

124 $
131
138
146
129
1,165
1,833 $
4.4%

810,496
667,247
1,150,138
500,146
1,200,129
4,825,634
9,153,790
3.1%

Cash paid for interest totaled $155.5 million, $133.8 million, and $77.7 million for 2023, 2022, and 2021,
respectively. Interest capitalized as real estate totaled $9.3 million, $6.0 million, and $3.5 million for 2023, 2022, and
2021, respectively.

9. Noncontrolling Interests

There are noncontrolling interests related to several subsidiaries we consolidate of which we do not own
100% of the equity. At December 31, 2023, certain of these subsidiaries have issued 499,966 partnership units to third-
parties that are convertible on a one-for-one basis (subject to certain limitations) into common shares of the Company
at the request of the unitholder.

10. Shareholders’ Equity

Preferred Shares

At December 31, 2023 and December 31, 2022, we had the following series of Cumulative Preferred Shares

(“Preferred Shares”) outstanding:

Earliest
Redemption
Date

Series

Dividend Rate

Shares
Outstanding

Liquidation
Preference

Shares
Outstanding

Liquidation
Preference

At December 31, 2023

At December 31, 2022

(Dollar amounts in thousands)

Series F
Series G
Series H
Series I
Series J
Series K
Series L
Series M
Series N
Series O

Series P

Series Q

Series R

Series S

6/2/2022
8/9/2022
3/11/2024
9/12/2024
11/15/2024
12/20/2024
6/17/2025
8/14/2025
10/6/2025
11/17/2025

6/16/2026

8/17/2026

11/19/2026

1/13/2027

5.150%
5.050%
5.600%
4.875%
4.700%
4.750%
4.625%
4.125%
3.875%
3.900%

4.000%

3.950%

4.000%

4.100%

$

11,200
12,000
11,400
12,650
10,350
9,200
22,600
9,200
11,300
6,800

24,150

5,750

17,400

10,000

280,000
300,000
285,000
316,250
258,750
230,000
565,000
230,000
282,500
170,000

603,750

143,750

435,000

250,000

$

11,200
12,000
11,400
12,650
10,350
9,200
22,600
9,200
11,300
6,800

24,150

5,750

17,400

10,000

280,000
300,000
285,000
316,250
258,750
230,000
565,000
230,000
282,500
170,000

603,750

143,750

435,000

250,000

Total Preferred Shares

174,000

$

4,350,000

174,000

$

4,350,000

F-23

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

The holders of our Preferred Shares have general preference rights with respect to liquidation, quarterly
distributions, and any accumulated unpaid distributions. Except as noted below, holders of the Preferred Shares do not
have voting rights. In the event of a cumulative arrearage equal to six quarterly dividends, holders of all outstanding
series of preferred shares (voting as a single class without regard to series) will have the right to elect two additional
members to serve on our Board of Trustees (our “Board”) until the arrearage has been cured. At December 31, 2023,
there were no dividends in arrears. The affirmative vote of at least 66.67% of the outstanding shares of a series of
Preferred Shares is required for any material and adverse amendment to the terms of such series. The affirmative vote
of at least 66.67% of the outstanding shares of all of our Preferred Shares, voting as a single class, is required to issue
shares ranking senior to our Preferred Shares.

Except under certain conditions relating to the Company’s qualification as a REIT, the Preferred Shares are
not redeemable prior to the dates indicated on the table above. On or after the respective dates, each of the series of
Preferred Shares is redeemable at our option, in whole or in part, at $25.00 per depositary share, plus accrued and
unpaid dividends. Holders of the Preferred Shares cannot require us to redeem such shares.

Upon issuance of our Preferred Shares, we classify the liquidation value as preferred equity on our

consolidated balance sheet with any issuance costs recorded as a reduction to Paid-in capital.

During 2022 and 2021, we issued the following series of Preferred Shares at an issuance price of $25.00 per
depository share with each depository share representing 0.001 of a share of Preferred Share (none in 2023) (amounts
in thousands):

Year
2022
2021

Series

S
P, Q and R

Shares

10,000
47,300

Gross Proceeds
$
250,000
1,182,500

$

Issuance Costs

7,168
35,045

During 2021, we redeemed the following series of Preferred Shares at par (none in 2023 and 2022) (amounts

in thousands):

Year
2021

Series

Aggregate
Redemption
Amount

C, D and E

$

875,000

Allocation of Income to
Preferred Shares Holders in
Connection with Redemption
28,914
$

Common Shares

During 2023, 2022, and 2021, activity with respect to the issuance of our common shares was as follows

(dollar amounts in thousands):

Employee stock-based compensation and
exercise of stock options (Note 12)

405,059

$ 53,386

283,190

$ 35,405

552,713

$ 95,860

2023

2022

2021

Shares

Amount

Shares

Amount

Shares

Amount

Our Board previously authorized the repurchase from time to time of up to 35.0 million of our common
shares on the open market or in privately negotiated transactions. Through December 31, 2023, we repurchased
approximately 23.7 million shares pursuant to this authorization; none of which were repurchased during the three
years ended December 31, 2023.

F-24

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

On February 4, 2023, our Board declared a 50% increase in our regular common quarterly dividend from
$2.00 to $3.00 per share. The distribution equates to an annualized increase to the Company’s regular common
dividend from $8.00 to $12.00 per share. Common share dividends paid, including amounts paid to our restricted share
unitholders and deferred share unitholders, totaled $2.111 billion ($12.00 per share), $3.714 billion ($21.15 per share),
and $1.402 billion ($8.00 per share) for the years ended December 31, 2023, 2022, and 2021, respectively. Included in
common share dividends paid during 2022 is $2.3 billion of a special cash dividend (“Special Dividend”) of $13.15
per common share paid on August 4, 2022 in connection with the sale of our equity investment in PSB on July 20,
2022. Preferred share dividends totaled $194.7 million, $194.4 million and $186.6 million for the years ended
December 31, 2023, 2022, and 2021, respectively.

The unaudited characterization of dividends for U.S. federal corporate income tax purposes is made based
upon earnings and profits of the Company, as defined by the Code. For the tax year ended December 31, 2023,
distributions for the common shares and all the various series of preferred shares were classified as follows:

2023 (unaudited)

Ordinary Dividends
Capital Gain Distributions
Total

1st Quarter

2nd Quarter

3rd Quarter

4th Quarter

100.00 %
0.00 %
100.00 %

100.00 %
0.00 %
100.00 %

100.00 %
0.00 %
100.00 %

100.00 %
0.00 %
100.00 %

The ordinary income dividends distributed for the tax year ended December 31, 2023 are not qualified

dividends under the Internal Revenue Code; however, they are subject to the 20% deduction under IRS Section 199A.

11. Related Party Transactions

At December 31, 2023, Tamara Hughes Gustavson, a current member of our Board, held less than a 0.1%
equity interest in, and is a manager of, a limited liability company that owns 65 self-storage facilities in Canada. Two
of Ms. Gustavson’s adult children owned the remaining equity interest in the limited liability company. These facilities
operate under the Public Storage® tradename, which we license to the owners of these facilities for use in Canada on a
royalty-free, non-exclusive basis. We have no ownership interest in these facilities and we do not own or operate any
facilities in Canada. If we chose to acquire or develop our own facilities in Canada, we would have to share the use of
the Public Storage® name in Canada. We have a right of first refusal, subject to limitations, to acquire the stock or
assets of the corporation engaged in the operation of these facilities if their owners agree to sell them. Our subsidiaries
reinsure risks relating to loss of goods stored by customers in these facilities, and have received premium payments of
approximately $2.1 million, $2.2 million and $2.1 million for 2023, 2022, and 2021, respectively.

12. Share-Based Compensation

Under various share-based compensation plans and under terms established or modified by our Board or a
committee thereof, we grant equity awards to trustees, officers, and key employees, including non-qualified options to
purchase the Company’s common shares, restricted share units (“RSUs”), deferred share units (“DSUs”), and
unrestricted common shares issued in lieu of trustee compensation.

On April 26, 2021, the Company’s Shareholders approved the 2021 Equity and Performance-Based Incentive
Compensation Plan (“2021 Plan”), which authorized an additional three million shares available for future issuance of
equity-based awards. As of December 31, 2023, there were a total of 1,364,578 shares reserved for granting of future
options and stock awards under the 2021 Plan.

We recorded share-based compensation expense associated with our equity awards in the various expense
categories in the Consolidated Statements of Income as set forth in the following table. In addition, $2.4 million, $4.1
million, and $3.9 million share-based compensation cost was capitalized as real estate facilities for the year ended
December 31, 2023, 2022, and 2021, respectively.

F-25

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

For Years Ended December 31,
2022

2023

2021

(Amounts in thousands)

Self-storage cost of operations
Ancillary cost of operations
Real estate acquisition and development expense
General and administrative
Total

$

$

13,636
1,289
1,242
25,399
41,566

$

$

17,950
888
11,204
26,661
56,703

$

$

20,544
1,561
4,031
33,729
59,865

Included in share-based compensation is $3.2 million, $14.9 million and $15.9 million for the years ended

December 31, 2023, 2022, and 2021, respectively, of Retirement Acceleration as discussed in Note 2.

Stock Options

We have service-based and performance-based stock options outstanding. Performance-based stock options
outstanding vest upon meeting certain performance conditions or market conditions. Stock options generally vest over
3 to 5 years, expire 10 years after the grant date, and have an exercise price equal to the closing trading price of our
common shares on the grant date. New shares are issued for options exercised. Employees cannot require the Company
to settle their awards in cash.

For the years ended December 31, 2023, 2022, and 2021, we incurred share-based compensation cost for

outstanding stock options of $14.9 million, $19.9 million and $25.1 million, respectively.

During 2023, we granted 60,000 stock options in connection with non-management trustee compensation.
117,168 stock options were awarded during 2023 where vesting is dependent upon meeting certain market conditions
over the three-year period from March 15, 2023 through March 14, 2026, with continued service-based vesting
through the first quarter of 2028. These stock options require relative achievement of the Company’s total shareholder
return as compared to the weighted average total shareholder return of specified peer groups and can result in grantees
earning up to 200% of the target options originally granted.

During 2022, 77,683 stock options were awarded where vesting is dependent upon meeting certain market
conditions over the three-year period from January 1, 2022 through December 31, 2024, with continued service-based
vesting through the first quarter of 2027. These stock options require relative achievement of the Company’s total
shareholder return as compared to the weighted average total shareholder return of specified peer groups and can result
in grantees earning up to 200% of the target options originally granted.

During 2021, 245,000 stock options were awarded where vesting is dependent upon meeting certain
performance targets over the three-year period from January 1, 2021 through December 31, 2023, which are
considered performance conditions, with continued service-based vesting through the first quarter of 2026. These
awards contain a relative Total Shareholder Return modifier that will adjust the payout based on relative performance
as compared to the market. These performance targets were met at 125% achievement at December 31, 2023. With the
relative Total Shareholder Return modifier measured through December 31, 2023, the total payout was at 150% of the
target options originally granted.

The stock options outstanding at December 31, 2023 have an aggregate intrinsic value (the excess, if any, of
each option’s market value over the exercise price) of approximately $249.3 million and remaining average contractual
lives of approximately five years. Total compensation cost related to nonvested stock options that has not yet been
recognized is $14.7 million and is expected to be recognized as compensation cost over approximately two years on
average. Exercisable stock options have an aggregate intrinsic value of approximately $183.1 million at December 31,
2023 and remaining average contractual lives of approximately four years.

F-26

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

Additional information with respect to stock options during 2023, 2022, and 2021 is as follows:

Service-Based

Performance-Based

Total

Granted (a)

Exercised

Cancelled

Exercised

Cancelled

Options outstanding January 1, 2021

2,231,167

$

Number of
Options

Weighted
Average
Exercise
Price per
Share

204.60

248.54

Weighted
Average
Exercise
Price per
Share

Number of
Options

Number of
Options

730,000

$

420,000

—

228.94

229.53

2,961,167

$

560,000

—

(471,216)

140,000

(471,216)

(203.30)

—

—

(10,000)

(228.94)

(10,000)

Weighted
Average
Exercise
Price per
Share

210.59

234.29

(203.30)

(228.94)

216.04

331.46

N/A

Options outstanding December 31, 2021

1,899,951

$

Granted (b)

Special dividend adjustment (c)

65,000

62,512

208.16

398.97

N/A

1,140,000

$

138,933

41,836

229.16

299.88

N/A

3,039,951

$

203,933

104,348

(173,422)

(189.95)

(10,327)

(221.68)

(183,749)

(191.74)

—

Options outstanding December 31, 2022 (d)

1,854,041

$

Granted (e)

Exercised

Cancelled

Options outstanding December 31, 2023

Options exercisable at December 31, 2023

60,000

(272,250)

(12,049)

1,629,742

1,475,764

$

$

—

209.53

286.81

(167.15)

(293.81)

218.83

210.75

—

1,310,442

$

180,423

(34,401)

(34,987)

1,421,477

507,766

$

$

—

229.39

265.46

(221.68)

(229.34)

234.16

221.68

—

3,164,483

$

240,425

(306,651)

(47,036)

3,051,221

1,983,530

$

$

—

217.75

270.79

(173.26)

(245.86)

225.97

213.55

Aggregate exercise date intrinsic value of options exercised during the year (in 000's)

$

35,662

$

27,210

$

44,613

2023

2022

2021

Average assumptions used in valuing options with the Black-Scholes method:

Expected life of options in years

Risk-free interest rate

Expected volatility, based upon historical volatility

Expected dividend yield

Average assumptions used in valuing options with market conditions with the
Monte-Carlo simulation method:

Expected life of options in years

Risk-free interest rate

Expected volatility, based upon historical volatility

Expected dividend yield

6

3.5%

24.4%

4.2%

7

3.5%

23.8%

4.1%

6

2.9%

22.9%

2.0%

7

1.8%

22.6%

2.3%

5

0.8%

24.1%

2.9%

5

0.9%

26.5%

2.9%

Average estimated value of options granted during the year

$

56.86

$

87.57

$

62.66

(a) Amount granted for performance-based stock options includes 180,000 options for performance adjustments

above target for options granted in 2020.

(b) Amount granted for performance-based stock options includes 61,250 options for performance adjustments

above target for options granted in 2021.

F-27

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

(c) On August 4, 2022, we paid a Special Dividend of $13.15 per common share to shareholders of record as of
August 1, 2022. Stock options that were outstanding at the time of the Special Dividend were adjusted pursuant to the
anti-dilution provisions of the Company’s applicable equity and performance-based incentive compensation plans that
provide for equitable adjustments in the event of an extraordinary cash dividend. The anti-dilution adjustments
proportionately increased the number of outstanding stock options and reduced the exercise prices of outstanding stock
options by a conversion rate of 1.03275, resulting in an increase of 104,348 stock options outstanding. The
adjustments did not result in incremental share-based compensation expense.

(d) The weighted average exercise price of options outstanding at December 31, 2022 reflect the adjusted exercise

price post the anti-dilution adjustment on August 3, 2022.

(e) Amount granted for performance-based stock options includes 63,257 options for payout adjustments based on

Total Shareholder Return modifier for options granted in 2021.

Restricted Share Units

We have service-based and performance-based RSUs outstanding, which generally vest over 5 to 8 years
from the grant date. Performance-based RSUs outstanding vest upon meeting certain performance conditions or market
conditions. The grantee receives dividends for each outstanding RSU equal to the per-share dividends received by our
common shareholders. We expense any dividends previously paid upon forfeiture of the related RSU. Upon vesting,
the grantee receives new common shares equal to the number of vested RSUs, less common shares withheld to satisfy
the grantee’s statutory tax liabilities arising from the vesting.

The fair value of our RSUs is determined based upon the applicable closing trading price of our common

shares.

For the years ended December 31, 2023, 2022, and 2021, we incurred share-based compensation cost for

RSUs of $28.2 million, $39.9 million, and $37.6 million, respectively.

Among the 115,185 RSUs granted during 2023, 37,211 RSUs were awarded where vesting is dependent upon
meeting certain market conditions over a three-year period from March 15, 2023 through March 14, 2026, with
continued service-based vesting through the first quarter of 2028. These RSUs require relative achievement of the
Company’s total shareholder return as compared to the weighted average total shareholder return of specified peer
groups and can result in grantees earning up to 200% of the target RSUs originally granted.

During 2022, 21,985 RSUs were awarded where vesting is dependent upon meeting certain market conditions
over a three-year period from January 1, 2022 through December 31, 2024, with continued service-based vesting
through the first quarter of 2027. The amount of these RSUs that are earned and vested, if any, will be based, in
addition to continued employment requirements, on the Company's relative total shareholder return over the three-year
period as compared to the weighted average total shareholder return of the specified peer groups and can result in
grantees earning up to 200% of the target RSUs originally granted.

During 2021, 37,000 RSUs were awarded where vesting is dependent upon meeting certain performance
targets for 2021, which are considered performance conditions, with continued service-based vesting through the first
quarter of 2026. As of December 31, 2023, these targets were met at 125% achievement.

Remaining compensation cost related to RSUs outstanding at December 31, 2023 totals approximately $72.5
million and is expected to be recognized over the next three years on average. The following tables set forth relevant
information with respect to restricted shares (dollar amounts in thousands):

F-28

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

Service-Based

Performance-Based

Total

Number of
Restricted
Share Units

Weighted-
Average
Grant-Date
Fair Value

Number of
Restricted
Share Units

Weighted-
Average
Grant-Date
Fair Value

Number of
Restricted
Share Units

Weighted-
Average
Grant-Date
Fair Value

552,788

$

218.11

— $

—

552,788

$

218.11

143,068

(138,420)

(32,864)

336.06

(216.63)

(221.32)

46,250

275.12

189,318

—

—

—

—

(138,420)

(32,864)

321.17

(216.63)

(221.32)

524,572

$

249.90

46,250

$

275.12

570,822

$

251.95

51,575

(146,138)

(22,197)

293.43

(240.71)

(256.50)

21,985

465.11

73,560

—

—

—

—

(146,138)

(22,197)

344.74

(240.71)

(256.50)

407,812

$

258.34

68,235

$

336.33

476,047

$

269.52

77,974

(132,909)

(30,229)

296.19

(245.19)

(266.60)

37,211

(9,250)

(2,183)

295.61

115,185

(275.12)

(142,159)

(300.86)

(32,412)

296.01

(247.13)

(268.91)

Restricted share units outstanding
January 1, 2021

Granted (a)

Vested

Forfeited

Restricted share units outstanding
December 31, 2021

Granted

Vested

Forfeited

Restricted share units outstanding
December 31, 2022

Granted

Vested

Forfeited

Restricted share units outstanding
December 31, 2023

322,648

$

272.14

94,013

$

327.06

416,661

$

284.53

Amounts for the year (in 000's, except number of shares):
Fair value of vested shares on vesting date
Cash paid for taxes upon vesting in lieu of issuing common shares
Common shares issued upon vesting

2023

2022

2021

$
$

$
$

41,999
13,950
96,657

$
$

47,244
16,827
99,009

37,430
13,069
81,325

Average assumptions used in valuing restricted share units with market
conditions with the Monte-Carlo simulation method:
Time from the valuation date to the end of the performance period
Risk-free interest rate
Expected volatility, based upon historical volatility
Expected dividend yield

3
3.8%
28.2%
4.1%

3
1.6%
26.5%
2.3%

(a) Amount granted for performance-based RSUs includes 9,250 RSUs for performance adjustments above

target for RSUs granted in 2021.

Trustee Deferral Program

Non-management trustees may elect to receive all or a portion of their cash retainers in cash, unrestricted
common shares, or fully-vested DSUs to be settled at a specified future date. Unrestricted common shares and/or
DSUs will be granted to the non-management trustee on the last day of each calendar quarter based on the cash
retainer earned for that quarter and converted into a number of shares or units based on the applicable closing price of
our common shares on such date. During 2023, we granted 2,085 DSUs and 884 unrestricted common shares. During
2023, 867 previously granted DSUs were settled in common shares. A total of 10,769 DSUs were outstanding at
December 31, 2023 (9,551 at December 31, 2022).

F-29

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

13. Net Income per Common Share

We allocate net income to (i) noncontrolling interests based upon their contractual rights in the respective
subsidiaries or for participating noncontrolling interests based upon their participation in both distributed and
undistributed earnings of the Company, (ii) preferred shareholders, for distributions paid or payable, (iii) preferred
shareholders, to the extent redemption cost exceeds the related original net issuance proceeds (a “preferred share
redemption charge”), and (iv) RSUs, for non-forfeitable dividends paid and adjusted for participation rights in
undistributed earnings of the Company.

We calculate basic and diluted net income per common share based upon net income allocable to common
shareholders, divided by (i) weighted average common shares for basic net income per common share, and (ii)
weighted average common shares adjusted for the impact of dilutive stock options outstanding for diluted net income
per common share. Stock options representing 375,577 common shares were excluded from the computation of diluted
earnings per share for 2023, as compared to 147,344 common shares for 2022, because their effect would have been
antidilutive.

The following table reconciles the numerators and denominators of the basic and diluted net income per
common shares computation for the year ended December 31, 2023, 2022, and 2021, respectively (in thousands,
except per share amounts):

For the Years Ended December 31,
2022

2021

2023

Numerator for basic and dilutive net income per common
share – net income allocable to common shareholders

$

1,948,741 $

4,142,288 $

1,732,444

Denominator for basic net income per share - weighted

average common shares outstanding

Net effect of dilutive stock options - based on treasury

stock method

Denominator for dilutive net income per share - weighted

average common shares outstanding

175,472

175,257

174,858

671

1,023

710

176,143

176,280

175,568

Net income per common share:

Basic

Dilutive

$

$

11.11 $

11.06 $

23.64 $

23.50 $

9.91

9.87

F-30

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

14. Segment Information

Our operating segments reflect

the significant components of our operations where discrete financial

information is evaluated separately by our chief operating decision maker.

Self-Storage Operations

The Self-Storage Operations reportable segment reflects the aggregated rental operations from the self-
storage facilities we own through the following operating segments: (i) Same Store Facilities, (ii) Acquired Facilities,
(iii) Developed and Expanded Facilities, and (iv) Other Non-Same Store Facilities. The presentation in the table below
sets forth the Net Operating Income (“NOI”) of this reportable segment, as well as the related depreciation expense.
For all periods presented, substantially all of our real estate facilities, goodwill and other intangible assets, other assets,
and accrued and other liabilities are associated with the Self-Storage Operations reportable segment.

Ancillary Operations

The Ancillary Operations reflects the combined operations of our tenant reinsurance, merchandise sales, and

third party property management operating segments.

Presentation of Segment Information

The following table reconciles NOI and net income attributable to our reportable segment to our consolidated

net income:

Self-Storage Operations Reportable Segment

Revenue

Cost of operations

Net operating income

Depreciation and amortization

Net income

Ancillary Operations

Revenue

Cost of operations

Net operating income

For the Years Ended December 31,

2023

2022

2021

(amounts in thousands)

$

4,259,613

$

3,946,028

$

3,203,566

(1,061,950)

3,197,663

(970,056)

2,227,607

258,077

(85,996)

172,081

(980,209)

2,965,819

(888,146)

2,077,673

236,135

(72,698)

163,437

(852,030)

2,351,536

(713,428)

1,638,108

212,258

(68,568)

143,690

Total net income allocated to segments

2,399,688

2,241,110

1,781,798

Other items not allocated to segments:

Real estate acquisition and development expense

General and administrative

Interest and other income

Interest expense

Equity in earnings of unconsolidated real estate entities

Foreign currency exchange (loss) gain

Gain on sale of real estate

Gain on sale of equity investment in PS Business Parks, Inc.

Income tax expense

Net income

(26,451)

(80,632)

85,590

(201,132)

27,897

(51,197)

17,178

—

(10,821)

(28,744)

(71,672)

40,567

(136,319)

106,981

98,314

1,503

2,128,860

(14,326)

(12,923)

(75,966)

12,306

(90,774)

232,093

111,787

13,683

—

(12,365)

$

2,160,120

$

4,366,274

$

1,959,639

F-31

PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

15. Commitments and Contingencies

Contingent Losses

We are a party to various legal proceedings and subject to various claims and complaints; however, we
believe that the likelihood of these contingencies resulting in a material loss to the Company, either individually or in
the aggregate, is remote.

Insurance and Loss Exposure

We carry property, earthquake, general liability, employee medical insurance, and workers compensation
coverage through internationally recognized insurance carriers, subject to deductibles. Our deductible for general
liability is $2.0 million per occurrence. Our annual deductible for property loss is $25.0 million per occurrence. This
deductible decreases to $5.0 million once we reach $35.0 million in aggregate losses for occurrences that exceed $5.0
million. Insurance carriers’ aggregate limits on these policies of $75.0 million for property losses and $102.0 million
for general liability losses are higher than estimates of maximum probable losses that could occur from individual
catastrophic events determined in recent engineering and actuarial studies; however, in case of multiple catastrophic
events, these limits could be exceeded.

We reinsure a program that provides insurance to our customers from an independent third-party insurer. This
program covers customer claims for losses to goods stored at our facilities as a result of specific named perils
(earthquakes are not covered by this program), up to a maximum limit of $5,000 per storage unit. We reinsure all risks
in this program, but purchase insurance to cover this exposure for a limit of $15.0 million for losses in excess of $5.0
million per occurrence. We are subject to licensing requirements and regulations in all states. Customers participate in
the program at their option. At December 31, 2023, there were approximately 1.3 million certificates held by our self-
storage customers, representing aggregate coverage of approximately $6.2 billion.

Commitments

We have construction commitments representing future expected payments for construction under contract
totaling $164.8 million at December 31, 2023. We expect to pay approximately $149.3 million in 2024 and $15.5
million in 2025 for these construction commitments.

We have future contractual payments on land, equipment and office space under various lease commitments
totaling $65.4 million at December 31, 2023. We expect to pay approximately $4.0 million in each of 2024, 2025, and
2026, $2.6 million in 2027, $2.5 million in 2028, and $48.3 million thereafter for these commitments.

F-32

4
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(This Page Intentionally Left Blank)

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the following Registration Statements:

(1)

(2)

(3)

(4)

(5)

Registration Statement on Form S-3ASR (No. 333-273970) and related prospectus,

Registration Statement on Form S-8 (No.333-255733) and related prospectus of Public Storage for
the registration of common shares of beneficial interest pertaining to the Public Storage 2021
Equity and Performance-Based Incentive Compensation Plan,

Registration Statement on Form S-8 (No. 333-210937) and related prospectus of Public Storage
for the registration of common shares of beneficial interest pertaining to the Public Storage 2016
Equity and Performance-Based Incentive Compensation Plan,

Registration Statement on Form S-8 (No. 333-195646) and related prospectus of Public Storage
for the registration of common shares of beneficial interest pertaining to the Public Storage 2007
Equity and Performance-Based Incentive Compensation Plan, as amended, and

Registration Statement on Form S-8 (No.333-144907) and related prospectus of Public Storage for
the registration of common shares of beneficial interest pertaining to the Public Storage 2007
Equity and Performance-Based Incentive Compensation Plan;

of our reports dated February 20, 2024, with respect to the consolidated financial statements of Public Storage and
the effectiveness of internal control over financial reporting of Public Storage included in this Annual Report (Form
10-K) of Public Storage for the year ended December 31, 2023.

/s/ ERNST & YOUNG LLP

February 20, 2024
Los Angeles, California

Exhibit 31.1

RULE 13A – 14(a) CERTIFICATION

I, Joseph D. Russell, Jr., certify that:

1.

I have reviewed this Annual Report on Form 10-K of Public Storage;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly
present in all material respects the financial condition, results of operations and cash flows of the registrant as
of, and for, the periods presented in this report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the
period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;

c)

evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report
our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred
during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s
internal control over financial reporting; and

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal
control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of
directors (or persons performing the equivalent functions):

a)

b)

all significant deficiencies and material weaknesses in the design or operation of internal control over
financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process,
summarize and report financial information; and

any fraud, whether or not material, that involves management or other employees who have a significant
role in the registrant's internal control over financial reporting.

/s/ Joseph D. Russell, Jr.
Name:
Title:
Date:

Joseph D. Russell, Jr.
President and Chief Executive Officer
February 20, 2024

Exhibit 31.2

RULE 13A – 14(a) CERTIFICATION

I, H. Thomas Boyle, certify that:

1.

I have reviewed this Annual Report on Form 10-K of Public Storage;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly
present in all material respects the financial condition, results of operations and cash flows of the registrant as
of, and for, the periods presented in this report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the
period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;

c)

evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report
our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred
during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s
internal control over financial reporting; and

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal
control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of
directors (or persons performing the equivalent functions):

a)

b)

all significant deficiencies and material weaknesses in the design or operation of internal control over
financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process,
summarize and report financial information; and

any fraud, whether or not material, that involves management or other employees who have a significant
role in the registrant's internal control over financial reporting.

/s/ H. Thomas Boyle
Name: H. Thomas Boyle
Title:
Date:

Senior Vice President, Chief Financial and Investment Officer
February 20, 2024

Exhibit 32

SECTION 1350 CERTIFICATION

In connection with the Annual Report on Form 10-K of Public Storage (the “Company”) for the year ended
December 31, 2023, as filed with the Securities and Exchange Commission (the “SEC”) on the date hereof (the
“Report”), Joseph D. Russell, Jr., as Chief Executive Officer and President of the Company and H. Thomas Boyle,
as Chief Financial Officer of the Company, each hereby certifies, pursuant to 18 U.S.C. §1350, as adopted pursuant
to §906 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”), that:

(1) The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934, as

amended (the “Exchange Act”); and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and

results of operations of the Company.

/s/ Joseph D. Russell, Jr.
Name:
Title:
Date:

Joseph D. Russell, Jr.
President and Chief Executive Officer
February 20, 2024

/s/ H. Thomas Boyle
Name: H. Thomas Boyle
Title:

Senior Vice President, Chief Financial and Investment Officer
February 20, 2024

Date:

This certification accompanies the Report pursuant to §906 of Sarbanes-Oxley and shall not, except to the extent
required by Sarbanes-Oxley, be deemed filed by the Company for purposes of §18 of the Exchange Act.

A signed original of this written statement required by §906 of Sarbanes-Oxley has been provided to the Company,
and will be retained and furnished to the SEC or its staff upon request.

Corporate Headquarters
701 Western Avenue
Glendale, CA 91201-2349

Investor Relations
Ryan Burke
Vice President, Investor Relations and Strategic Partnerships
(818) 244-8080

Transfer Agent
Computershare Trust Company, N.A.
P.O. Box 43078
Providence, RI 02940-3078
(781) 575-3120
Shareholder website:

www.computershare.com/investor

Shareholder online inquiries:

www.computershare.com/us/investor-inquiries

Independent Registered Public
Accounting Firm
Ernst & Young LLP
Los Angeles, CA

Annual Meeting of Shareholders
The Annual Meeting of Shareholders of Public Storage
will be held on May 7, 2024 at 11:00 a.m. Eastern Time
at Millennium Downtown New York, 55 Church Street,
New York, NY 10007.

Additional Information Sources
The Company’s website, PublicStorage.com, contains
financial information of interest to shareholders, brokers
and others.

Public Storage is a member and active supporter of the
National Association of Real Estate Investment Trusts.

Certifications
The most recent certifications by our Chief Executive
Officer and Chief Financial Officer pursuant to
Sections 302 and 906 of the Sarbanes-Oxley Act of 2002
are filed as exhibits to our Form 10-K. Our Chief
Executive Officer’s most recent annual certification to
the New York Stock Exchange was submitted on
May 4, 2023.

Stock Exchange Listing
The Company’s Common Shares trade under ticker
symbol PSA on the New York Stock Exchange.

CORPORATE INFORMATION (as of February 29, 2024)

Trustees

Ronald L. Havner, Jr. (2002)
Chairman of the Board, Retired Chief Executive
Officer, Public Storage

Executive Team

Joseph D. Russell, Jr.
President, Chief Executive Officer

Joseph D. Russell, Jr. (2019)
President and Chief Executive Officer,
Public Storage

Tamara Hughes Gustavson (2008)
Real Estate Investor, Philanthropist

Leslie S. Heisz (2017)
Retired Managing Director,
Lazard Frères & Co.

H. Thomas Boyle
Senior Vice President, Chief Financial and
Investment Officer

Natalia N. Johnson
Senior Vice President, Chief Administrative
Officer

Nathaniel A. Vitan
Senior Vice President, Chief Legal Officer and
Corporate Secretary

Shankh S. Mitra (2021)
Chief Executive Officer, Welltower, Inc.

Michael Braine
Chief Technology Officer

David J. Neithercut (2021)
Retired Chief Executive Officer, Equity Residential

Andres M. Friedman
Senior Vice President, Development

Rebecca Owen (2021)
Founder and Chairperson, Battery Reef, and Former
Chief Legal Officer and Chief Investment Officer,
Clark Enterprises, Inc.

Kristy M. Pipes (2020)
Retired Managing Director and Chief Financial
Officer, Deloitte Consulting LLP

Avedick B. Poladian (2010)
Retired Executive Vice President and
Chief Operating Officer, Lowe Enterprises, Inc.

Dilhara Kaluarachchi
Vice President, Customer Care

Nicholas J. Kangas
Executive Vice President, Finance and
Accounting

Steven H. Lentin
Executive Vice President, Operations

Michael K. McGowan
Senior Vice President, Acquisitions

John Reyes (2019)
Retired Chief Financial Officer, Public Storage

Matthew S. Murphy
Chief Financial Officer, Operations

Tariq M. Shaukat (2019)
Co-Chief Executive Officer, Sonar

Ronald P. Spogli (2010)
Co-Founder, Freeman Spogli & Co.

Paul S. Williams (2021)
Retired Partner, Major, Lindsey & Africa, and
Former President, National Association of Corporate
Directors

(

) = Year trustee was elected to the Board

Terrance F. Spidell
Senior Vice President, Corporate Controller

Nathan A. Tan
Senior Vice President, Human Resources

Phillip D. Williams, Jr.
Senior Vice President, Construction

Robbie Williams
Senior Vice President, Asset Management

Third Party Management
Peter G. Panos
President

PS Insurance
Marshann G. Varley
President

Lending
Irena R. Edwards
Vice President

Founders
B. Wayne Hughes
Kenneth Q. Volk, Jr.

Shurgard Self Storage Limited
Marc Oursin
Chief Executive Officer

PUBLIC STORAGE

701 Western Avenue, Glendale, California 91201-2349
(818) 244-8080  •  PublicStorage.com