0001393311-24-000129.txt : 20240508 0001393311-24-000129.hdr.sgml : 20240508 20240508203419 ACCESSION NUMBER: 0001393311-24-000129 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240507 FILED AS OF DATE: 20240508 DATE AS OF CHANGE: 20240508 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GUSTAVSON TAMARA HUGHES CENTRAL INDEX KEY: 0001322750 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33519 FILM NUMBER: 24928138 MAIL ADDRESS: STREET 1: 701 WESTERN AVENUE CITY: GLENDALE STATE: CA ZIP: 91201-2349 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_1715214846.xml FORM 4 X0508 4 2024-05-07 0 0001393311 Public Storage PSA 0001322750 GUSTAVSON TAMARA HUGHES C/O PUBLIC STORAGE 701 WESTERN AVENUE GLENDALE CA 91201 1 0 0 0 0 Common Shares 14150617 D Common Shares 11348 D Common Shares 5500 D Common Shares 2785000 I By Trust Common Shares 27343 I By IRA Common Shares 1300 I By Husband Common Shares 295000 I By LLC AO LTIP Units 273.20 2024-05-07 4 A 0 3600 0 A 2025-05-07 2034-05-06 Common Shares 3600 3600 D Stock Option (Right to Buy) 184.85 2024-05-07 4 D 0 5163 D 2021-04-21 2030-04-20 Common Shares 5163 0 D AO LTIP Units 2024-05-07 4 A 0 5163 A 2030-04-20 Common Shares 5163 5163 D Stock Option (Right to Buy) 266.40 2024-05-07 4 D 0 5163 D 2022-04-26 2031-04-25 Common Shares 5163 0 D AO LTIP Units 2024-05-07 4 A 0 5163 A 2031-04-25 Common Shares 5163 5163 D Stock Option (Right to Buy) 386.32 2024-05-07 4 D 0 5163 D 2023-04-28 2032-04-27 Common Shares 5163 0 D AO LTIP Units 2024-05-07 4 A 0 5163 A 2032-04-27 Common Shares 5163 5163 D Stock Option (Right to Buy) 286.81 2024-05-07 4 D 0 5000 D 2024-05-02 2033-05-01 Common Shares 5000 0 D AO LTIP Units 2024-05-07 4 A 0 5000 A 2033-05-01 Common Shares 5000 5000 D By Tamara Hughes Gustavson and B. Wayne Hughes, Jr. - Separate Property. By reporting person and husband. By custodian of an IRA for benefit of reporting person. By LLC of which reporting person is a member and manager. Reflects an award of membership interests in Public Storage OP, L.P. ("Public Storage OP") designated as AO LTIP Units ("AO LTIP Units") granted pursuant to the Public Storage 2021 Equity and Performance-Based Incentive Compensation Plan. The AO LTIP Units vest in full one (1) year from the grant date. Vested AO LTIP Units are convertible at the reporting person's election into vested LTIP Units ("LTIP Units") of Public Storage OP, which 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"). OP Units may be exchanged by the reporting person for Public Storage common shares, par value $0.10 per share ("Common Shares") or the equivalent cash value of Common Shares, as determined by Public Storage (the "Company"). AO LTIP Units and LTIP Units are intended to qualify as profits interests for US federal income tax purposes. 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 May 7, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2020 Canceled Option"). This option became exercisable as to one-third on each of the first, second, and third anniversaries of the grant date. 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 May 7, 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 May 7, 2024, the Company canceled the option upon surrender to the Company by the reporting person (the "2022 Canceled Option"). This option becomes exercisable as to one-third on each of the first, second, and third anniversaries of the grant date. 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 May 7, 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 2024-05-08