0001393311-24-000069.txt : 20240306
0001393311-24-000069.hdr.sgml : 20240306
20240306191346
ACCESSION NUMBER: 0001393311-24-000069
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240305
FILED AS OF DATE: 20240306
DATE AS OF CHANGE: 20240306
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: REYES JOHN
CENTRAL INDEX KEY: 0001227389
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33519
FILM NUMBER: 24727684
MAIL ADDRESS:
STREET 1: 701 WESTERN AVENUE
CITY: GLENDALE
STATE: CA
ZIP: 91201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Public Storage
CENTRAL INDEX KEY: 0001393311
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
ORGANIZATION NAME: 05 Real Estate & Construction
IRS NUMBER: 953551121
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 701 WESTERN AVENUE
CITY: GLENDALE
STATE: CA
ZIP: 91201-2349
BUSINESS PHONE: 818-244-8080
MAIL ADDRESS:
STREET 1: 701 WESTERN AVENUE
CITY: GLENDALE
STATE: CA
ZIP: 91201-2349
4
1
wk-form4_1709770415.xml
FORM 4
X0508
4
2024-03-05
0
0001393311
Public Storage
PSA
0001227389
REYES JOHN
C/O PUBLIC STORAGE
701 WESTERN AVENUE
GLENDALE
CA
91201
1
0
0
0
0
Common Shares
2024-03-05
4
D
0
1800
0
D
12451
D
Common Shares
145170
I
By Trust
LTIP Units
2024-03-05
4
A
0
1800
A
Common Shares
1800
17300
D
Stock Option (Right to Buy)
192.49
2024-03-05
4
D
0
103275
D
2016-02-19
2025-02-18
Common Shares
103275
0
D
AO LTIP Units
2024-03-05
4
A
0
103275
A
2025-02-18
Common Shares
103275
103275
D
Stock Option (Right to Buy)
226.20
2024-03-05
4
D
0
103275
D
2017-02-15
2026-02-14
Common Shares
103275
0
D
AO LTIP Units
2024-03-05
4
A
0
103275
A
2026-02-14
Common Shares
103275
103275
D
Stock Option (Right to Buy)
219.07
2024-03-05
4
D
0
61965
D
2018-02-22
2027-02-21
Common Shares
61965
0
D
AO LTIP Units
2024-03-05
4
A
0
61965
A
2027-02-21
Common Shares
61965
61965
D
Stock Option (Right to Buy)
188.27
2024-03-05
4
D
0
61965
D
2019-02-28
2028-02-27
Common Shares
61965
0
D
AO LTIP Units
2024-03-05
4
A
0
61965
A
2028-02-27
Common Shares
61965
61965
D
Stock Option (Right to Buy)
211.30
2024-03-05
4
D
0
5163
D
2020-04-24
2029-04-23
Common Shares
5163
0
D
AO LTIP Units
2024-03-05
4
A
0
5163
A
2029-04-23
Common Shares
5163
5163
D
Stock Option (Right to Buy)
184.85
2024-03-05
4
D
0
5163
D
2021-04-21
2030-04-20
Common Shares
5163
0
D
AO LTIP Units
2024-03-05
4
A
0
5163
A
2030-04-20
Common Shares
5163
5163
D
Stock Option (Right to Buy)
266.40
2024-03-05
4
D
0
5163
D
2022-04-26
2031-04-25
Common Shares
5163
0
D
AO LTIP Units
2024-03-05
4
A
0
5163
A
2031-04-25
Common Shares
5163
5163
D
Stock Option (Right to Buy)
386.32
2024-03-05
4
D
0
5163
D
2023-04-28
2032-04-27
Common Shares
5163
0
D
AO LTIP Units
2024-03-05
4
A
0
5163
A
2032-04-27
Common Shares
5163
5163
D
Stock Option (Right to Buy)
286.81
2024-03-05
4
D
0
5000
D
2024-05-02
2033-05-01
Common Shares
5000
0
D
AO LTIP Units
2024-03-05
4
A
0
5000
A
2033-05-01
Common Shares
5000
5000
D
These restricted share units (the "RSUs") in respect of common shares, par value $0.10 per share ("Common Shares"), of Public Storage (the "Company") were previously granted to the reporting person and provided for time-based vesting. On March 5, 2024, the Company canceled the unvested RSUs upon surrender to the Company by the reporting person (the "Canceled RSUs").
Includes 2,306 deferred share units.
Reporting person and spouse, trustees of Reyes Trust, date December 27, 2012.
In exchange for the Canceled RSUs, the reporting person received a replacement award of membership interests in Public Storage OP, L.P. ("Public Storage OP"), a subsidiary of the Company, designated as LTIP Units ("LTIP Units"), which LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The vesting schedule for each LTIP Unit is the same as the vesting schedule for the corresponding Canceled RSU. The LTIP Units, if and as they become vested, are convertible, conditioned upon the satisfaction of minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into Common Units in Public Storage OP ("OP Units"). The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
Includes 9,500 vested LTIP Units and 7,800 LTIP Units subject to time-based vesting.
This option was previously reported as an option for 100,000 common shares at an exercise price of $198.79, but, pursuant to anti-dilution provisions of the Company's 2007 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2015 Canceled Option").
In exchange for the 2015 Canceled Option, the reporting person received a replacement award of membership interests in Public Storage OP designated as AO LTIP Units ("AO LTIP Units"), which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
This option was previously reported as an option for 100,000 common shares at an exercise price of $233.61, but, pursuant to anti-dilution provisions of the Company's 2007 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2016 Canceled Option").
In exchange for the 2016 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
This option was previously reported as an option for 60,000 common shares at an exercise price of $226.24, but, pursuant to anti-dilution provisions of the Company's 2016 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2017 Canceled Option").
In exchange for the 2017 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
This option was previously reported as an option for 60,000 common shares at an exercise price of $194.44, but, pursuant to anti-dilution provisions of the Company's 2016 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2018 Canceled Option").
In exchange for the 2018 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
This option was previously reported as an option for 5,000 common shares at an exercise price of $218.22, but, pursuant to anti-dilution provisions of the Company's 2016 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2019 Canceled Option").
In exchange for the 2019 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
This option was previously reported as an option for 5,000 common shares at an exercise price of $190.90, but, pursuant to anti-dilution provisions of the Company's 2016 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2020 Canceled Option").
In exchange for the 2020 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
This option was previously reported as an option for 5,000 common shares at an exercise price of $275.12, but, pursuant to anti-dilution provisions of the Company's 2021 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2021 Canceled Option").
In exchange for the 2021 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
This option was previously reported as an option for 5,000 common shares at an exercise price of $398.97, but, pursuant to anti-dilution provisions of the Company's 2021 Equity and Performance-Based Incentive Compensation Plan, was adjusted to reflect the special dividend declared by the Company on July 22, 2022. On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2022 Canceled Option").
In exchange for the 2022 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
On March 5, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2023 Canceled Option").
In exchange for the 2023 Canceled Option, the reporting person received a replacement award of AO LTIP Units, which AO LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The AO LTIP Units are convertible at the reporting person's election into vested LTIP Units that are convertible into OP Units. The resulting OP Units may be exchanged by the reporting person for Common Shares or the equivalent cash value of Common Shares, as determined by the Company.
/s/ Steven C. Babinski, Attorney-in-Fact
2024-03-06