UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10‑K  

[X]  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, 2017.

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

001-33519

PUBLIC STORAGE

(Exact name of Registrant as specified in its charter)

Maryland

93-2834996

Maryland

95‑3551121

(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)  

701 Western Avenue,Glendale,California91201-2349
(Address of principal executive offices) (Zip Code)
(818) 244‑8080

244-8080

(Registrant's telephone number, including area code)

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

Depositary

Title of ClassTrading SymbolName of exchange on which registered
Common Shares, Each Representing 1/1,000 of a 5.200% Cumulative Preferred Share, Series W $.01$0.10 par value


PSA

New York Stock Exchange


Title of each class

Name of each exchange
on which registered

Depositary Shares Each Representing 1/1,000 of a 5.625% Cumulative Preferred Share, Series U $.01 par value

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 5.375% Cumulative Preferred Share, Series V $.01 par value

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 5.200% Cumulative Preferred Share, Series W $.01 par value

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 5.200% Cumulative Preferred Share, Series X $.01 par value

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 6.375% Cumulative Preferred Share, Series Y $.01 par value

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 6.000% Cumulative Preferred Share, Series Z $.01 par value

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 5.875% Cumulative Preferred Share, Series A $.01 par value

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 5.400% Cumulative Preferred Share, Series B $.01 par value

New York Stock Exchange

1


Depositary Shares Each Representing 1/1,000 of a 5.125% Cumulative Preferred Share, Series C $.01 par value

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 4.950% Cumulative Preferred Share, Series D $.01 par value

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 4.900% Cumulative Preferred Share, Series E $.01 par value

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 5.150% Cumulative PreferredCum Pref Share, Series F, $.01$0.01 par value

PSAPrF

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 5.050% Cumulative PreferredCum Pref Share, Series G, $.01$0.01 par value

PSAPrG

New York Stock Exchange

CommonDepositary Shares $.10Each Representing 1/1,000 of a 5.600% Cum Pref Share, Series H, $0.01 par value

PSAPrH

New York Stock Exchange

Depositary Shares Each Representing 1/1,000 of a 4.875% Cum Pref Share, Series I, $0.01 par valuePSAPrINew York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.700% Cum Pref Share, Series J, $0.01 par valuePSAPrJNew York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.750% Cum Pref Share, Series K, $0.01 par valuePSAPrKNew York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.625% Cum Pref Share, Series L, $0.01 par valuePSAPrLNew York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.125% Cum Pref Share, Series M, $0.01 par valuePSAPrMNew York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 3.875% Cum Pref Share, Series N, $0.01 par valuePSAPrNNew York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 3.900% Cum Pref Share, Series O, $0.01 par valuePSAPrONew York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.000% Cum Pref Share, Series P, $0.01 par valuePSAPrPNew York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 3.950% Cum Pref Share, Series Q, $0.01 par valuePSAPrQNew York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.000% Cum Pref Share, Series R, $0.01 par valuePSAPrRNew York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.100% Cum Pref Share, Series S, $0.01 par valuePSAPrSNew York Stock Exchange
Guarantee of 0.875% Senior Notes due 2032 issued by Public Storage Operating CompanyPSA/32New York Stock Exchange
Guarantee of 0.500% Senior Notes due 2030 issued by Public Storage Operating CompanyPSA/30New York Stock Exchange

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

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

Yes [X]No [   ]

YesNo
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 [X]

YesNo
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 [X]No [   ]

YesNo
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).

Yes [X]No [   ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  [   ]

YesNo
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

[X]

[   ]

[   ]

[   ]

[   ]

2


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 [X]

YesNo
The aggregate market value of the voting and non-voting common shares held by non-affiliates of the Registrant as of June 30, 2017:  

2023:

Common Shares, $0.10 Par Value Per Sharepar value per share$31,047,469,000$43,990,689,000 (computed on the basis of $208.53$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, 2017)2023).

As of February 26, 2018,13, 2024, there were 174,215,770175,691,404 outstanding Common Shares, $.10$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 20172024 are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent described therein.

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Public Storage
Form 10-K
For the Fiscal Year Ended December 31, 2023
TABLE OF CONTENTS
Page
Part I
Part II
Part III
Part IV




PART I

ITEM 1.Business

Forward Looking

Cautionary Statement Regarding Forward-Looking Statements

This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. AllForward-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 this document,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,fact. Such statements are forward-looking statements whichbased 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"“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. FactorsRisks and risksuncertainties that may impact future results and performance include, but are not limited to, those described in Part 1, Item 1A, "Risk Factors"“Risk Factors” of this report and in our other filings with the Securities and Exchange Commission (the “SEC”) including:

·

general risks associated with the ownership and operation of real estate, including changes in demand, risk related to development of self-storage facilities, potential liability for environmental contamination, natural disasters and adverse changes in laws and regulations governing property tax, real estate and zoning;

. 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.

·

risks associated with downturns in the national and local economies in the markets in which we operate, including risks related to current economic conditions and the economic health of our customers;

·

the impact of competition from new and existing self-storage and commercial facilities and other storage alternatives;

·

difficulties in our ability to successfully evaluate, finance, integrate into our existing operations, and manage acquired and developed properties;

·

risks associated with international operations including, but not limited to, unfavorable foreign currency rate fluctuations, changes in tax laws, and local and global economic uncertainty that could adversely affect our earnings and cash flows;

·

risks related to our participation in joint ventures;

·

the impact of the regulatory environment as well as national, state and local laws and regulations including, without limitation, those governing environmental, taxes, our tenant reinsurance business and labor, and risks related to the impact of new laws and regulations;

·

risks of increased tax expense associated either with a possible failure by us to qualify as a real estate investment trust (“REIT”), or with challenges to the determination of taxable income for our taxable REIT subsidiaries;

·

changes in United States (“U.S.”) federal or state tax laws related to the taxation of REITs and other corporations;

·

security breaches or a failure of our networks, systems or technology could adversely impact our business, customer and employee relationships;

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·

risks associated with the self-insurance of certain business risks, including property and casualty insurance, employee health insurance and workers compensation liabilities;

·

difficulties in raising capital at a reasonable cost;

·

delays in the development process;

·

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; and

·

economic uncertainty due to the impact of war or terrorism.

These forward lookingforward-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 lookingforward-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 (referred to herein as “the Company”, “we”, “us”, or “our”),is a Maryland REIT,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.
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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, 2017, our principal business activities were as follows:

(i)

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 and operator of self-storage facilities in the U.S.  We have direct and indirect equity interests in 2,386  self-storage facilities that we consolidate (an aggregate of 159 million net rentable square feet of space) located in 38 states within the U.S. operating under the “Public Storage” brand name.  We also own one self-storage facility in London, England which is managed by Shurgard Europe (defined below).

(ii)

Ancillary Operations:  We reinsure policies against losses to goods stored by customers in our self-storage facilities and sell merchandise, primarily locks and cardboard boxes, at our self-storage facilities.

(iii)

Investment in PS Business Parks:  We have a 42% equity interest in PS Business Parks, Inc. (“PSB”), a publicly held REIT that owns, operates, acquires and develops commercial properties, primarily multi-tenant flex, office, and industrial parks.  At December 31, 2017, PSB owns and operates 28.0 million rentable square feet of commercial space.

(iv)

Investment in Shurgard Europe:  We have a 49% equity interest in Shurgard Self Storage Europe Limited (“Shurgard Europe”) which owns 221 self-storage facilities (twelve million net rentable square feet) located in seven countries in Western Europe operated under the “Shurgard” brand name.  We believe Shurgard Europe is the largest owner and operator of self-storage facilities in Western Europe. 

We also manage approximately 272023, we held interests in and consolidated 3,044 self-storage facilities for third parties.  We are seeking to expand our third-party management operations to further increase our economies(an aggregate of scale and leverage our brand; however, there is no assurance that we will be able to do so.  We also own 0.9218 million net rentable square feet of commercial space whichspace) 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 managed primarily by PSB. 

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.

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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”). AsFor each taxable year in which we qualify for taxation as a REIT, we dowill not incurbe subject to U.S. federal corporate income tax if we distribute 100% ofon our “REIT taxable income” (generally, taxable income subject to specified adjustments, including a deduction for dividends paid and excluding our net rents and gains from real property, dividends, and interest) each year (for this purpose, certain distributions paid in a subsequent year may be considered), and if we meet certain organizational and operational rules.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 elect and qualify as a REIT.

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

On our website, www.publicstorage.com,, we make available, free of charge, our Annual Reportsannual reports on Form 10- K,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 reportsfilings, as soon as reasonably practicable after the reportsfilings, 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.
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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 our customers generally store their goods withinsmall-scale owners can operate self-storage facilities at a five mile radiusbasic level of their homeprofitability without significant managerial or business.operational infrastructure. Our facilities compete with nearby self-storage facilities owned by other operators, usingwho use marketing channels, similar to ours, 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. There has been an increase in supply of newly constructed self-storage facilities in several of our markets, most notably Atlanta, Austin, Charlotte, Chicago, Dallas, Denver, Houston, and New York.  

Ownership and operation of self-storage facilities is highly fragmented.  As the largest owner of self-storage facilities,However, we believe that we own approximately 7%the economies of thescale inherent in this business result in our being able to operate self-storage facilities at a materially higher level of cash flow per square footage in the U.S. and that collectively the five largest self-storage owners in the U.S. own approximately 15%, with the remaining 85% owned by numerous regional and local operators. 

We generally own facilities in major markets.  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 significant market shareenabled us to operate and concentration in major metropolitan centers,compete more effectively by providing customers with approximately 71%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 2017 same-store revenues generatedmove-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 20 Metropolitan Statistical Areas (each, an “MSA”, as definedstructure, 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 U.S. Census Bureau) withphone by calling our advertised toll-free telephone numbers provided on search engines, from our website, the highest population levels.Public Storage App, or from our in-store kiosks. We believe this isgiving customers the option to interact with a competitive advantagelive 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 self-storage operators, which do not havenearby 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 geographic concentrationexisting 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 market share. 

Industry fragmentation alsothen 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 opportunities for usour customers with digital access to acquire additional facilities; however, we compete with a wide variety of institutionsour properties, as well as payment and other investors who also view self-storage facilities as attractive investments.  The amount of capital available for real estate investments greatly influences the competition for ownership interests in facilities and, by extension, the yields that we can achieve on newly acquired investments. 

Business Attributes

We believe that we possess several primary business attributes that permit us to compete effectively:

account management functions.

Centralized information networks:  network:Our centralized reporting and information network enables us to identify changing market conditions and operating trends as well asand analyze customer data anddata. Our network allows us to quickly change each of our individual properties’property’s pricing and promotions, on an automated basis. 

Convenient shopping experience: Customers can conveniently shop for available storage space, reviewing attributesand drive marketing spending, such as facility location, size, amenities such as climate-control,the relative level of bidding for various paid search terms on paid search engines.

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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 through the followingand marketing channels: 

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·

Our Desktop and Mobile Websites:  The online marketing channel is a key source of customers.  Approximately 69% of our move-ins in 2017 were sourced through our websites and we believe that many of our other customers who reserved directly through our call center or arrived at a facility and moved in without a reservation, have reviewed our pricing and availability online through our websites.  We invest extensively in advertising on the Internet to attract potential customers, primarily through the use of search engines, and we regularly update our websites to enhance their productivity.  

·

Our Call Center:  Our call center is staffed by skilled sales specialists.  Customers primarily reach our call center by calling our advertised toll-free telephone numbers provided on search engines or our website.  We believe giving customers the option to interact with a call center agent, despite the higher marginal cost relative to a reservation made on our website enhances our ability to close sales with potential customers. 

·

Our Properties:  Customers can also shop at any one of our facilities.  Property managers access the same information that is available on our website and to our call center agents, and can inform the customer of available space at that site or our other nearby storage facilities.  Property managers are trained to maximize the conversion of such “walk in” shoppers into customers. 

Economiesdecisions by observing their impact on web and customer care center traffic, reservations, move-ins, move-outs, tenant length of scale: 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, as well asand the development and documentation of standardized operating procedures.  We also believe that our major market concentration provides managerial efficiencies stemming from having a large percentage of our facilities in close proximity to each other. 

Brand name recognition: We believe that the “Public Storage” brand name is the most recognized and established name in the self-storage industry, due to our national reach in major markets in 38 states, our highly visible facilities, and our facilities’ distinct orange colored doors and signage.  We believe the “Public Storage” name is one of the most frequently used search terms used by customers using Internet search engines for self-storage.  We believe that the “Shurgard” brand, used by Shurgard Europe, is a well-established and valuable brand in Europe.  We believe that the awareness of our brand name results in a high percentage of potential storage customers considering our facilities relative to other operators. 

Marketing and advertising efficiencies: Our major-market concentration relative to the fragmented ownership and operation of the rest of the industry, combined with our well-recognized brand name, improves our prominence in unpaid online search results for self-storage and reduces our average cost per “click” for multiple-keyword advertising.  The large number of facilities we have in major metropolitan centers enables us to efficiently use television advertising from time to time.    Our competitors generally do not use television advertising because they lack the scale in major metropolitan centers. 

Growth and Investment Strategies

Our growth strategies consist of: (i) improving the operating performance of our

Acquire existing self-storage facilities, (ii) acquiring more facilities, (iii) developing new facilities and adding more self-storage space to existing facilities, (iv) participating in the growth of our investment in PSB, and (v) participating in the growth of our investment in Shurgard Europe.  While our long-term strategy includes each of these elements, in the short run 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 seek to increase the net cash flow of our existing self-storage facilities by (i) regularly analyzing our call volume, reservation activity, Internet activity, move-in/move-out rates and other market supply and demand factors and responding by adjusting our marketing and promotional activities and rental rates charged to new and existing customers,  (ii) attempting to maximize revenues

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through evaluating the appropriate balance between occupancy, rental rates, and promotional discounting and (iii) controlling operating costs.  We believe that our property management personnel, information technology, our convenient shopping options for the customer, our economies of scale, and our Internet marketing and advertising programs will continue to enhance our ability to meet these goals. 

Acquire properties owned by others in the U.S.: properties:We seek to capitalize on the fragmentation of the self-storage businessindustry 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. enhancesenhance our ability to identify attractive acquisition opportunities. Data on the rental rates and occupancy levels of our existing facilities providesprovide us an advantage in evaluating the potential of acquisition opportunities.  Self-storage owners decide whether to market their facilities for sale based upon many factors, including potential reinvestment returns, expectations of future growth, estimated value, the cost of debt financing, as well as personal considerations. 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, as well asand our yieldreturn on capital expectations.    During 2017,  2016 and 2015, we acquired 22,  55 and 17 facilities, respectively, from third parties for approximately $150 million, $429 million and  $169 million, respectively, primarily through one to five property portfolio acquisitions.  On December 31, 2017, we acquired the remaining 74.25% of the interests which we did not own in a limited partnership that owns 12 self-storage facilities for a total cost of approximately $136 million.  We will continue to seek to acquire properties in 2018; however, there is significant competition to acquire existing facilities.  As a result, there can be no assurance as to the level of facilities we may acquire. 

Develop new self-storage facilities and expansion ofexpand existing facilities:The development of new self-storage locations and the expansion of existing facilities hashave been an important source of our growth. Since the beginning of 2013, we have expandedOur operating experience in major markets and experience in stabilizing new properties provide us advantages in developing new facilities. We plan to increase our development efforts due in part toactivity 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 significant increase in prices being paid for existing facilities, in many cases well abovecost 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.  At December 31, 2017,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 hadgrow 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 development pipelineprogram to develop newprovide 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 lesser extent, expand existing self-storage facilities, which will add approximately 4.6 million net rentable square feetresult of self-storage space, at a total cost of $613.8 million.  Some of these projectsstrategic relationships forged with third-party owners.
Compliance with Government Regulations
We are subject to significant contingencies such as entitlement approval.  We expectvarious laws, ordinances, and regulations, including various federal, state, and local regulations that apply generally to continue to seek additional development projects; however, the levelownership of future development may be limited due to various constraints such as difficulty in finding projects that meet our risk-adjusted yield expectations, challenges in obtaining building permits for self-storage activities in certain municipalities, as well as challenges in sourcing quality construction materials, labor,real property and design elements. 

Participate in the growth of PS Business Parks, Inc.:Our investment in PSB provides diversification into another asset type.  PSB is a stand-alone public company traded on the NYSE.  As of December 31, 2017, we have a 42% equity interest in PSB.

PSB seeks to grow its asset base in favorable markets as well as increase the cash flows from its existing portfolio.  As of December 31, 2017, PSB owned and operated approximately 28.0 million rentable square feet of commercial space, and had an enterprise value of approximately $5.4 billion (based upon the trading price of PSB’s common stock combined with the liquidation value of its preferred stock as of December 31, 2017). 

Participate in the growth of Shurgard Europe:  We believe Shurgard Europe is the largest self-storage company in Western Europe.  It owns and operates 221 self-storage facilities with approximately 12 million net rentable square feet in: France (principally Paris), Sweden (principally Stockholm), the United Kingdom (principally London), the Netherlands, Denmark (principally Copenhagen), Belgium and Germany.  We own 49% of Shurgard Europe, with the other 51% owned by a large U.S. institutional investor. 

Customer awareness and availabilityoperation of self-storage is significantly lowerfacilities. 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 Europe than in the U.S.  However,accordance with more awareness and product supply, we believe there is potential for increased demand for storage space in Europe.  In the long run, we believe Shurgard Europe could capitalize on potential increased demand through the development of new facilities or,certain federal regulations.

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We are committed to a lesser extent, acquiringlong-term environmental stewardship program that reduces emissions of hazardous materials into the environment and the remediation of identified existing facilities.  From 2014 through 2017, Shurgard Europe acquired 28 facilities with an approximate 1.4 million net rentable square feet in Germany, the Netherlands, the United Kingdomenvironmental concerns, including environmentally-friendly capital initiatives and France for an aggregate purchase price of approximately $266.0 million.  In

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addition, from 2014 through 2017,  Shurgard Europe opened six development properties in the United Kingdom containing 507,000 net rentable square feet at a cost of $81.1 million.

Financing of the Company’s Growth Strategies

Overview of financing strategy and sources of capital:  As a REIT, we generally distribute 100% of our taxable income to our shareholders, which relative to a taxable C corporation, limits the amount of cash flow from operations that we can retain for investments.  As a result, in order to grow our asset base, access to capital is important. 

Our financial profile is characterized by strong credit metrics, including low leverage relative to our total capitalizationbuilding and operating cash flows.properties with high structural resilience and low obsolescence. We are one of the highest rated REITs, as rated by major rating agencies Moody’saccrue environmental assessments and Standard & Poor’s.  Our senior debt has 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 and ratings enables us to effectively access both the public and private capital markets to raise capital.

Sources of capital available to us include retained operating cash flow, the issuance of preferred and common securities, the issuance of medium and long-term debt, joint venture financingestimated remediation costs when it is probable that such efforts will be required and the sale of properties.  We view our line of credit, as well as short-term bank loans, as bridge financing.  

Historically, we have financed our cash investment activities primarilyrelated costs can be reasonably estimated. Our current practice is to conduct environmental investigations in connection with retained operating cash flow and the issuance of preferred securities.  While we have issued common shares, such issuances have been minimal, because preferred securities have had a more attractive cost of capital.  In 2015 and 2016, we issued euro-denominated medium-term debt primarily as a hedge to our euro-denominated investment in Shurgard Europe.  On September 18, 2017, we completed a public offering of $1.0 billion in aggregate principal amount of unsecured notes in two equal tranches (collectively, the “U.S. Dollar Notes”), one maturing in September 2022 bearing interest at 2.370%, and another maturing in September 2027 bearing interest at 3.094%.    While we have increased the level of debt in our capital structure, we expect to continue to remain conservatively capitalized and not subject ourselves to significant refinancing risk.

We do not expect to use joint venture financing or the sale of properties as sources of capital; however,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.

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 not.

result in compliance costs that had or will have a material effect on our capital expenditures, earnings, or competitive position.

Human Capital Resources
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 select amongachieve these objectives by committing to our employees to provide a diverse and welcoming working environment, regular and transparent communication, competitive compensation, comprehensive benefits, and opportunities for career growth and development. We believe that this approach, together with the sourcescore principles of capitalour 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.
Diversity and Inclusion
We are committed to uscreating 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 upon relative cost, availability,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 desire for leverage,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.
HR Tables.jpg
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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 intangibles such as covenants in the case of debt.      

Retained operating cash flow:  Although we are requiredopportunity to generally distribute 100%ask questions of our taxable incomeleadership. 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 shareholders, we are nonetheless able to retain operating cash flow topolicies and programs for our employees. This includes the extent that our tax depreciation exceeds our maintenance capital expenditures.  In recent years, we have retained approximately $200 million to $300 million per year in cash flow. 

Preferred equity:  As noted above, we view preferred equity as an important sourcecreation of capital over the long term.  However, ratesadditional career advancement opportunities and market conditions for the issuance of preferred securities can be volatile or inefficient from time to time, particularly so in the last few years.  Since 2013, we have issued preferred securities at fixed rates ranging from 4.900% to 6.375%.  Most recently, in August 2017, we issued $300 million of preferred securities at a fixed rate of 5.050%.  development programs.

We believe that the market coupon ratesuccess of our preferred securities is influencedengagement 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 interest rates, as well as demand specifically from retail investors.  Institutional investorsperformance goals and provide the competitive compensation and incentives needed to attract, motivate, and retain employees who are generally not buyerscrucial 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 preferred securities.  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 December 31, 2017,Public Storage, we have approximately $4.0 billionoffer 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 preferred securities outstandingtheir 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 average coupon rateunderstanding of 5.4%the fundamentals of our business and an average market yieldoperations. We also offer numerous career development opportunities for existing employees across Public Storage, including management training programs. Many of 5.3%.  Asour training and career development programs use our online learning platform of February 28, 2018,training courses and reference materials. In addition to formal training programs, we have four seriesalso 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 preferred securities thathigh potential leaders, thereby supporting management succession planning.
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Performance Management and Succession Planning
Our performance management processes are eligibledesigned 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 redemption, at our optionemployees and with 30 days’ notice; our 5.625% Series U Preferred Shares, with $287.5 million outstanding, our 5.375% Series V Preferred Shares with $495.0 million outstanding, our 5.200% Series W Preferred Shares with $500.0 million outstandingtheir managers to share and receive feedback.
Succession planning is a priority for management and our 5.200% Series X Preferred Shares with $225.0 million outstanding.  Redemption of such preferred shares will depend upon many

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factors, includingBoard, and is viewed as critical to ensuring business continuity and providing for the rate at which we could issue replacement preferred securities.  NoneCompany’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 preferred securities are redeemable at the option of the holders.     

Medium or long-term debt:  We have broad powers to issue debt to fund our business.  Our corporate credit ratings are “A” by Standard & Poor’srecognition that we must operate in a responsible and “A2” by Moody’s.  We believe this high rating, combinedsustainable manner that aligns with our current level of debt, could allow us to issue additional unsecured debt at lower interest rates than the coupon rates on preferred securities. 

At December 31, 2017,  we have $1.0 billion of U.S. Dollar Notes, as noted above,long-term corporate strategy and approximately €342 million of Euro-denominated senior unsecured notes (the “Euro Notes”) outstanding, which were issued to institutional investors in 2015 and 2016.  

Common equity:  Except in connection with mergers, most notably a merger in 2006 with Shurgard Storage Centers, we have not raised capital through the issuance of common equity because lower cost alternatives have been available.  However, we believe that the market forpromotes our common equity is liquid and, as a result, common equity is a significant potential source of capital.        

Bridge financing:  We have a $500.0 million revolving line of credit which we occasionally use as temporary “bridge” financing,best interests along with short-term bank loans, until we are able to raise longer-term capital.  Asthose of December 31, 2017, there were no borrowings outstanding on our revolving line of creditstakeholders, including our customers, investors, employees, and no short-term bank loans.  

Unlikely capital alternatives: We have issued both our common and preferred securities in exchange for real estate and other investments in the past.  We do not expect such issuances to be a material source of capital in the future, though there can be no assurance. 

We have participated in joint ventures with institutional investors in the past to acquire, develop, and operate self-storage facilities, most notably Shurgard Europe,communities in which we owndo 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 49% interestrange of energy, water, and an institutional investor ownswaste 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 51%.  risks primarily through natural disaster resilient development, redevelopment, and capital expenditures.
We do not expect joint venture financingwill continue to be a material sourceutilize our unique competitive advantages in furthering our environmental stewardship efforts and addressing the effects of capital in  the future because we have other sources of capital that are less expensive and because of potential constraints resulting from joint management.  However, there can be no assurance that we will not. 

Generally, we have disposed of self-storage facilities only when compelled to do so through condemnation proceedings.  Because we believe that we are an optimal operator of self-storage facilities, we have generally found that we cannot obtain sufficient value in selling properties.  As a result, we do not expect to raise significant capital selling self-storage facilities; however, though there can be no assurance that we will not.

Investments in Real Estate and Unconsolidated Real Estate Entities

Investment Policies and Practices with respectclimate change. Please refer to our investments: Following are our investment practices and policies which, though we do not anticipate any significant alteration, can be changed by our board of trustees (the “Board”) without a shareholder vote:

·

Our investments primarily consist of direct ownership of self-storage facilities (the nature of our self-storage facilities is described in Item 2, “Properties”), as well as partial interests in entities that own self-storage facilities.

·

Our partial ownership interests primarily reflect general and limited partnership interests in entities that we control that own self-storage facilities that are managed by us under the “Public Storage” brand name in the U.S., as well as storage facilities located in Europe managed by Shurgard Europe under the “Shurgard” brand name.

·

Additional acquired interests in real estate (other than the acquisition of properties from third parties) will include common equity interests in entities in which we already have an interest.

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·

To a lesser extent, we have interests in existing commercial properties (described in Item 2, “Properties”), containing commercial and industrial rental space, primarily through our investment in PSB.

Facilities Owned by Unconsolidated Real Estate Entities

At December 31, 2017, we had ownership interests in PSB and Shurgard Europe (each discussed above), which we do not control or consolidate.  On December 31, 2017, we acquired the remaining 74.25% of the interests which we did not own in a partnership owning 12 self-storage facilities. 

PSB and Shurgard Europe, have debt and other obligations that we do not consolidate in our financial statements.  Such debt or other obligations have no recourse to us.  See Note 4 to our December 31, 2017 financial statementsSustainability Report for further disclosure regarding the assets, liabilities and operating results of PSB and Shurgard Europe, as well as PSB’s public filings which are available at its website, www.psbusinessparks.com and on the SEC website.

Canadian self-storage facilities owned by Former Chairman and Member of Board of Trustees 

At December 31, 2017, B. Wayne Hughes, our former Chairman and his daughter, Tamara Hughes Gustavson, a member of our Board of Trustees together owned and controlled 58 self-storage facilities in Canada.  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 approximately $1.1 million, $848,000 and $562,000 for the years ended December 31, 2017, 2016 and 2015, respectively.  Our right to continue receiving these premiums may be qualified.

Limitations on Debt

Our revolving credit facility, U.S. Dollar Notes and Euro Notes contain various customary financial covenants, including limitations on our ability to encumber our properties with mortgages and limitations on the level of indebtedness.  We believe we were in compliance with each of these covenants as of December 31, 2017.

Employees

We had approximately 5,600 employees in the U.S. at December 31, 2017 who are engaged primarily in property operations.    

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.

Insurance

We have historically carried 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 deductibles for property losses are $25.0 million for first occurrence with an aggregate of $35.0 million for multiple occurrences and $5.0 million per occurrence thereafter.  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.

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We reinsure a program that provides insurance to our customers from an independent third-party insurer.  This program covers tenant 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.  The program is subject to licensing requirements and regulations in several states.  Customers participate in the program at their option.  At December 31, 2017, there were approximately 900,000 certificates held by our self-storage customers, representing aggregate coverage of approximately $2.8 billion.

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.”

We have significant exposure

Risks Related to real estate risk.

SinceOur 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 consists primarily of acquiring and operating real estate, we are subject to the risks related to the ownership and operation of real estate that could result in reduced revenues, increased expenses, increased capital expenditures, or increased borrowings, which could negatively impact our operating results, cash flow available for distribution or reinvestment, and our stock price:  

Natural disasters or terrorist attacks could cause damage to our facilities, resulting in increased costs and reduced revenues.  financial results.

Natural disasters, such as earthquakes, fires, hurricanes, and floods, or terrorist attacks, could cause significantcivil unrest, and other events that damage and require significant repair costs, andour facilities or our customers’ property, or that make our facilities temporarily uninhabitable, reducingunavailable, have in the past and may in the future adversely impact our revenues.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 1315 to our December 31, 20172023 consolidated financial statements for a description of the risks of losses that are not covered by third-party insurance contracts. We may not have sufficient insurance coverage for losses causedOur exposure to these types of events is increased by a terrorist attack, or such insurance may not be maintained, available or cost-effective.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 natural disasters, terrorist attacks, threatsdamage 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 terrorist attacks,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 wider armed conflictsin 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 have negative impacts on the U.S. economy, reducing storage demand. 

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.  increase.
We could be subject to increases in insurance premiums, 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 as well asand other governmental actions. Our property tax expense, which totaled approximately $236.4$413.2 million during the year ended December 31, 2017,2023, 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 changedchange their valuation approaches or opinions or if new laws are enacted.  

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.

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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 from third partiesand 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.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 newly acquired properties into our operationsfacilities 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.

Development of self-storage facilities can subject

Our development program subjects us to risks.
At December 31, 2017,2023, we havehad a pipeline of development projects totaling $614$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 cost

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increasesinability 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.  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 has affectedaffects 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 has increased in recent years,may increase, which has intensifiedmay intensify competition and will continue to do so as newly developed facilities are opened. Development of self-storage facilities by other operators could continue to 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.
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We may incur significant liabilities from environmental contamination or moisture infiltration.   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 wouldcould 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 rentalself-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.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 Europe.

Shurgard.

We own approximately 35% of the common shares of Shurgard, and this investment has a 49% equity interest in Shurgard Europe, with our investment having a $324$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, 2017, and $25.92023. We recognized $27.9 million in equity in earnings and received $39.0 million in 2017.  As a result,dividends in 2023 with respect to Shurgard.
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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 relatedunique to international operations thatthe various European markets in which Shurgard operates, which may adversely impact our business and financial results, includingand 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 equity investment in Shurgard Europe, as well as future repatriation of cash.

·

Legislative, tax, and regulatory risks:  We are subject to complex foreign laws and regulations related to

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permitting and land use, the environment, labor, and other areas, as well as income, property, sales, value added and employment tax laws.  These laws can be difficult to apply or interpret and 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, as well as potentially adverse income tax, property tax, or other tax burdens. 

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.

·

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

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.

·

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

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.

·

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 Europe’s operating cash flows.  

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.

·

Impediments of Shurgard Europe’s joint venture structure:  Shurgard Europe’s strategic decisions, involving activities such as borrowing money, capital contributions, raising capital from third parties, as well as selling or acquiring significant assets, require the consent of our joint venture partner.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 Europe may be precluded from taking advantage of opportunities that we would find attractive but that we may not be able to pursue economically outside the joint venture.  In addition, our 49% equity investment may not be easily sold or readily accepted as collateral by potential lenders to Public Storage due to the joint venture structure.  

The Hughes Family could control us and take actions adverse to other shareholders.

At December 31, 2017, B. Wayne Hughes, our former Chairman and his family, which includes his daughter, Tamara Hughes Gustavson and his son, B. Wayne Hughes, Jr., who are both members of our Board of Trustees (collectively, the “Hughes Family”), owned approximately 14.3% of our aggregate outstanding common shares. Our declaration of trust permits the Hughes Family to own up to 35.66% of our outstanding common shares while it generally restricts the ownership by other persons and entities to 3% of our outstanding common shares. Consequently, the Hughes Family may significantly influence matters submitted to a vote of our shareholders, including electing trustees, amending our organizational documents, dissolving and approving other extraordinary transactions, such as a takeover attempt, resulting in an outcome that may not be favorableable to pursue separately, or it could take actions that we do not agree with.

Public health and other shareholders.

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
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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 ofin 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, the 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.   

·

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 a specific exemption. 

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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 the Board without obtaining shareholder approval, (4) the advance notice provisions of our bylaws and (5) the 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.

If we failed to qualify as a REIT, we would have to pay substantial income taxes.

REITs are subject to a range of complex organizational and operational requirements.  A qualifying REIT does not generally incur federal income tax on its net income that is distributed to its shareholders.  Our REIT status is also dependent upondue to concentration of ownership levels, our declaration of trust generally limits the ongoing REIT qualificationability of PSBa person, other than the Hughes family or “designated investment entities” (each as a resultdefined in our declaration of trust), to own, actually or constructively, more than 3% of our substantial ownershipoutstanding 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, in it. We believe we have qualified as a REIT(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 we intend(5) our Board’s ability under Maryland law, without obtaining shareholder approval, to continue to maintain our REIT status.

There can be no assuranceimplement takeover defenses that we qualifymay not yet have and to take, or will continue to qualify asrefrain from taking, other actions that could have the effect of delaying, deterring, or preventing a REIT, because of the highly technical nature of the REIT rules, the ongoing importance of factual determinations, the possibility of unidentified issuestransaction or a change in prior periods or changes in our circumstances, as well as share ownership limits in our articles of incorporation that do not necessarily 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 corporate tax on our taxable income, and generally we would not be allowed to elect REIT status until the fifth year after such a disqualification. 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 which require us to distribute substantially all of our taxable income to our shareholders.

control.

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

shares.

Holders of our preferred shares are entitled to cumulative dividends before any dividends may be declared or set aside on our common stock.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.

Recent

Public Storage is a holding company with no direct operations, and potentialit 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.  Any legislative action may prospectively or retroactively modify ouradopted, but these changes might include, in particular, increases in the U.S. federal income tax treatment and, therefore, may adversely affect taxation ofrates that apply to us or our shareholders.  In particular, the legislation passed last December, commonly referred to as the Tax Cuts and Jobs Act (the “TCJA”), which was signed into law on December 22, 2017 and which generally takes effect for taxable years beginning on or after January 1, 2018 (subject to certain exceptions), makes many significant changes to the federal income tax laws that will profoundly impact the taxation of individuals and corporations (both regular C corporations as well as corporations that have elected REIT status).  A number of changes that affect non-corporate taxpayers will expire at the end of 2025 unless Congress acts to extend them.  These changes will impact us and our shareholders in various ways, some of which are potentially

certain circumstances, possibly with retroactive effect.

15

16


adverse compared to prior law.  To date, the IRS has issued only limited guidance with respect to certain of the new provisions, and there are numerous interpretive issues that will require guidance.  It is highly likely that technical corrections legislation will be needed to clarify certain aspects of the new law and give proper effect to Congressional intent.  There can be no assurance, however, that technical corrections needed to prevent unintended or unforeseen tax consequences will be enacted by Congress in the near future or that any corrections made may not have further adverse, unintended or unforeseen tax consequences.

Changes made by the TCJA will limit our ability to deduct compensation in excess of $1 million paid to certain senior executives.  This could require us to increase distributions to our shareholders in order to avoid paying tax and to maintain our REIT status.

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. Since January 1, 2001, certainCertain consolidated corporate subsidiaries of the Company have elected to be treated as “taxabletaxable REIT subsidiaries”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 taxable REIT subsidiariesTRSs 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 are exposedbelieve PSA OP qualifies as a partnership for U.S. federal income tax purposes. As a partnership, PSA OP is generally not subject to ongoing litigation and other legal and regulatory actions, which may divert management’s time and attention, requireU.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 damagesdistributions and expenses or restrict the operationreturn on a shareholder's investment.
We have exposure to increased property tax in California.
Approximately $821.2 million of our business.

We have over 5,500 employees and 1.5 million customers at any point of time,2023 net operating income is from our properties in California, and we conduct business at facilities with 159incurred approximately $49.1 million net rentable square feet of storage space.  As a result, we are subjectin related property tax expense. Due to the riskimpact of legal claimsProposition 13, which generally limits increases in assessed values to 2% per year, the assessed value and proceedings (including class actions) and regulatory enforcement actionsresulting 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 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 damagesNovember 2020 ballot. While this ballot initiative failed, there can be no assurance that future initiatives or expenses by us, all of which may be significant.  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 losses incurred in connection with any current or future legal or regulatory proceedings orother legislative actions will not exceed any provisions we may have set aside ineliminate or reduce the benefit of Proposition 13 with respect to our properties. If the beneficial effect of such proceedings or actions or will not exceed any available insurance coverage.  The impact of any such legal claims, proceedings, and regulatory enforcement actions andProposition 13 were ended for our properties, our property tax expense could negatively impactincrease substantially, adversely affecting our operating results, cash flow available for distribution or reinvestment, and or the price of our common shares.  

We are heavily dependent on computer systems, telecommunications and the Internet to process transactions, summarize results and manage our business.  Security breaches or a failure of such networks, systems or technology could adversely impact our business, customer, and employee relationships.

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, and the nature of our business involves the receipt and retention of personal information about our customers.  We also maintain personally identifiable information about our employees.  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, computer and telecommunications failures, computer worms, viruses and other destructive or disruptive security breaches and catastrophic events.

16


As a result, our operations could be severely impacted by a natural disaster, terrorist attack 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.  Our or our customers’ or employees’ confidential information could be compromised or misappropriated, due to a breach of our network security.  Such cybersecurity and data security breaches as well as systems disruptions and shutdowns could result in additional costs to repair or replace such networks or information systems and possible legal liability, including government enforcement actions and private litigation.  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 and could result in remedial and other costs, fines or lawsuits, which could be in excess of any available insurance that we have procured.  

net income.

We are subject to lawsnew and governmentalchanging legislation and regulations, and actions that require us to incur compliance costs affecting our operating results and financial condition.

Our business isincluding the California Privacy Rights Act (CPRA).

We are subject to regulation under a wide varietynew and changing legislation and regulations, including the Americans with Disabilities Act of U.S. federal,1990 and legislation regarding property taxes, income taxes, REIT status, labor and employment, privacy, and lien sales at the city, county, state, and local laws, regulationsfederal level, which could materially impact our business and policies including those imposed by the SEC, the Sarbanes-Oxley Act of 2002, the Dodd-Frank Wall Street Reform and Consumer Protection Act and NYSE, as well as applicable local, state, and national labor laws. Although we have policies and procedures designedoperations. 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 failureon 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 the various laws and regulationscurrent privacy requirements, a regulatory agency may result in civil and criminal liability, fines and penalties, increased costs of compliance, restatementnot agree with certain of our financial statements andimplementation 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 affect the marketability of our real estate facilities.

In responseenacted or are considering enacting privacy laws similar to current economic conditions or the current political environment or otherwise,those passed in California. Similar laws and regulations couldmay be implemented or changedin other jurisdictions in which we do business and in ways that adversely affect our operating results and financial condition, such as legislation that could facilitate union activity or that would otherwise increase operating costs.

Allmay be more restrictive than those in California, increasing the cost of our properties must comply with the Americans with Disabilities Act and with related regulations and similar state law requirements,compliance, as well as various real estate and zoning laws and regulations, which are subject to change and could become more costly to comply with in the future.  Compliance with these requirements can require us to incur significant expenditures, which would reduce cash otherwise available for distribution to shareholders.  A failure to comply with these laws could lead to fines or possible awardsrisk of damages to individuals affected by the non-compliance.  Failure to comply with these requirements could also affect the marketability ofnoncompliance, on our real estate facilities.

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 Agentlimited lines self-service storage insurance agent licenses from a number of individual state Departmentsdepartments of Insuranceinsurance and are subject to state governmental regulation and supervision.  Our continued ability to maintain these Limited Lines Self-Service Storage Insurance Agentlimited 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, or penalized, or suffersubject to an adverse judgment, which could reduce our net income.

ITEM 1B.Unresolved Staff Comments

None.

17

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.
18


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 information is compromised or corrupted, 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.”
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ITEM 2.2.    Properties

At December 31, 2017,2023, we had direct and indirectcontrolling ownership interests in 2,3863,044 self-storage facilities located in 3840 states within the U.S.:
At December 31, 2023
Number of Storage FacilitiesNet Rentable Square Feet
(in thousands)
Texas455 38,668 
California444 31,419 
Florida360 25,038 
Illinois137 8,930 
Georgia127 8,555 
North Carolina110 8,110 
Virginia120 7,894 
Maryland105 7,782 
Washington107 7,586 
Colorado87 6,468 
Minnesota68 5,425 
New York73 5,122 
South Carolina81 5,031 
New Jersey67 4,651 
Ohio65 4,415 
Michigan61 4,387 
Arizona60 4,275 
Indiana54 3,585 
Oklahoma48 3,502 
Tennessee52 3,228 
Missouri44 2,919 
Pennsylvania37 2,685 
Oregon45 2,618 
Nevada33 2,305 
Massachusetts29 2,052 
Kansas24 1,538 
Other states (14 states)151 9,883 
Total (a)3,044 218,071 
(a)See Schedule III: Real Estate and 222 (including one wholly-owned facility) storage facilities locatedAccumulated Depreciation in seven Western European nations:



 

 

 



At December 31, 2017



Number of Storage Facilities (a)

 

Net Rentable Square Feet (in thousands)

U.S.:

 

 

 

California

 

 

 

Southern

248 

 

18,225 

Northern

178 

 

11,057 

Texas

297 

 

21,280 

Florida

285 

 

19,341 

Illinois

126 

 

7,952 

Georgia

108 

 

7,129 

Washington

94 

 

6,438 

North Carolina

89 

 

6,281 

Virginia

91 

 

5,593 

New York

67 

 

4,672 

Colorado

67 

 

4,379 

New Jersey

58 

 

3,863 

Maryland

62 

 

3,761 

Minnesota

48 

 

3,359 

South Carolina

58 

 

3,229 

Ohio

47 

 

3,081 

Arizona

45 

 

2,975 

Michigan

44 

 

2,869 

Missouri

38 

 

2,236 

Indiana

34 

 

2,152 

Oregon

39 

 

2,040 

Pennsylvania

29 

 

1,993 

Tennessee

32 

 

1,952 

Nevada

27 

 

1,818 

Massachusetts

25 

 

1,691 

Oklahoma

21 

 

1,477 

Kansas

21 

 

1,268 

Other states (12 states)

108 

 

6,406 



 

 

 

Total - U.S.

2,386 

 

158,517 



 

 

 

Europe (b):

 

 

 

Netherlands

61 

 

3,112 

France

56 

 

2,929 

Sweden

30 

 

1,659 

United Kingdom

28 

 

1,640 

Belgium

21 

 

1,267 

Germany

16 

 

889 

Denmark

10 

 

572 



 

 

 

Total - Europe

222 

 

12,068 



 

 

 

Grand Total

2,608 

 

170,585 

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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.

(a)

See Schedule III:  Real Estate and Accumulated Depreciation in the Company’s 2017 financials, for a summary of land, building, and accumulated depreciation by market.

(b)

The facilities located in Europe include one facility in the United Kingdom that we wholly own, as well as the facilities owned by Shurgard Europe.

We seek to maximize our facilities’ cash flow through the regular review and adjustment of rents charged and promotions granted to our existing and new incoming customers, and controlling expenses.  For the year ended December 31, 2017,  the weighted average occupancy level and the average realized rent per occupied square foot for our self-storage facilities were approximately 92.1% and $16.78, respectively, in the U.S. and 86.7% and $22.15, respectively, in Europe.    

At December 31, 2017, 302023, two of our U.S. facilities with a net book value of $118$11.7 million were encumbered by an aggregate of $29$1.8 million in mortgage notes payable.

We

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The configuration of self-storage facilities has evolved over time. The oldest facilities are comprised generally of multiple single-story buildings, and have no specific policy as to the maximum size of any one particular self-storage facility.  However, none of ouron average approximately 500 primarily “drive up” spaces per facility, and a small rental office. The most prevalent recently constructed facilities involves, or is expected to involve, 1%have higher density footprints with large, multi-story buildings with climate control and typically 1,000 or more of our total assets, gross revenues or net income.

Description of Self-Storage Facilities:Self-storageself-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 which comprise the majority of our investments, offer accessible storage space for personal and business use at a relatively low cost.  A user rents a fully enclosed space, securing the space with their lock, which is for the user's exclusive use and to which only the user has access.  Property managers operate the facility and are supervised by district managers.  Some self-storage facilities also include rentable uncovered parking areas for vehicle storage.  Space is rented on a month-to-month basis and rental rates vary according to the locationcharacteristics of the property, the sizeoldest facilities, characteristics of the storage spacemost recently constructed facilities, and otherthose with characteristics that affect the relative attractiveness of each particular space, such as whether the space has “drive-up” access, its proximity to elevators, or if the space is climate controlled.  All of our self-storage facilities in the U.S. are operated under the "Public Storage" brand name, while our facilities in Europe are operated under the “Shurgard” brand name.

Users include individuals from virtually all demographic groups, as well as businesses.  Individuals usually store furniture, household appliances, personal belongings, motor vehicles, boats, campers, motorcyclesboth older and other household goods.  Businesses normally store excess inventory, business records, seasonal goods, equipment and fixtures.

Our self-storage facilities generally consist of between 350 to 750 storage spaces.recently constructed facilities. Most spaces have between 25 and 400 square feet and an interior height of approximately eight to 12 feet.

We experience minor seasonal fluctuations in

ITEM 3.    Legal Proceedings
For a description of the occupancy levels of self-storage facilities with occupancies generally higher in the summer months than in the winter months.  We believe that these fluctuations result in part from increased demand from moving activity during the summer monthsCompany’s legal proceedings, see “Note 15. Commitments and incremental demand from college students.

Our self-storage facilities are geographically diversified and are located primarily in or near major metropolitan markets in 38 states in the U.S.  Generally our self-storage facilities are located in heavily populated areas and close to concentrations of apartment complexes, single family residences and commercial developments. 

Competition from other self-storage facilities is significant and affects the occupancy levels, rental rates, rental income and operating expenses of our facilities. 

We believe that self-storage facilities, upon achieving stabilized occupancy levels of approximately 90%, have attractive characteristics consisting of high profit margins, a broad tenant base, low levels of capital expenditures to maintain their condition and appearance, and excellent returns on invested capital.  Historically, upon reaching stabilization, our U.S. self-storage facilities have generally shown a high degree of stability in generating cash flows. 

Description of Commercial Properties: We have an interest in PSB, which, as of December 31, 2017, owns and operates approximately 28.0 million rentable square feet of commercial space in six states.  At December 31,

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2017,  the $400.1 million book value and $1.8 billion market value, respectively, of our investment in PSB represents approximately 4% and 17%, respectively, of our total book value assets.  We also directly own 0.9 million net rentable square feet of commercial space managed primarily by PSB. 

The commercial properties owned by PSB consist primarily of flex, multi-tenant office and industrial space.  Flex space is defined as buildings that are configured with a combination of office and warehouse space and can be designed to fit a wide variety of uses (including office, assembly, showroom, laboratory, light manufacturing and warehouse space). 

Environmental Matters:  We accrue environmental assessments and estimated remediation cost 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, which individually or in the aggregate would be materialContingencies” to our overall business,consolidated financial condition, or results of operations.

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

ITEM 3.Legal Proceedings

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.

ITEM 4.4.    Mine Safety Disclosures

Not applicable.

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22


PART II

ITEM 5.Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities

a.Market Information of the Registrant’s Common Equity:

Our Common Sharescommon shares of beneficial interest (the “Common Shares”) (NYSE: PSA) have been listed on the NYSE since October 19, 1984. The following table sets forth the high and low sales prices of our Common Shares on the NYSE composite tapes for the applicable periods.



 

 

 



 

Range

Year

Quarter

High 

Low

2016

1st

276.83 224.71 



2nd

277.60 234.98 



3rd

260.83 212.69 



4th

224.40 200.65 



 

 

 

2017

1st

231.25 212.50 



2nd

232.21 202.00 



3rd

219.86 192.15 



4th

219.37 198.12 

As of February 26, 2018,13, 2024, there were approximately 12,7959,586 holders of record of our Common Shares.  Because many of our shares of common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders.

b.

Dividends

We have continuously paid quarterly distributions to our shareholders since 1981, our first full year of operations.  During 2017 we paid distributions to our common shareholders of $2.00 per common share for each of the quarters ended March 31, June 30, September 30 and December 31, representing an aggregate of $1.388 billion or $8.00 per share.  During 2016 we paid distributions to our common shareholders of $1.70 per common share for the quarter ended March 31, $1.80 per common share for each of the quarters ended June 30 and September 30 and $2.00 per common share for the quarter ended December 31, representing an aggregate of $1.263  billion or $7.30 per share.  During 2015 we paid distributions to our common shareholders of $1.40 per common share for the quarter ended March 31 and $1.70 per common share for each of the quarters ended June 30, September 30 and December 31, representing an aggregate of $1.122 billion or $6.50 per share. 

Holders of common shares are entitled to receive distributions when and if declared by our Board out of any funds legally available for that purpose.  As a REIT, we do not incur federal income tax on our REIT taxable income (generally, net rents and gains from real property, dividends, and interest) that is fully distributed each year (for this purpose, certain distributions paid in a subsequent year may be considered), and if we meet certain organizational and operational rules.  We believe we have met these requirements in all periods presented herein, and we expect to continue to elect and qualify as a REIT.  

For Federal income tax purposes, distributions to shareholders are treated as ordinary income, capital gains, return of capital or a combination thereof.  For 2017, 0.0743%, 0.0805% and 0.5352% of the dividends paid in the first, second and fourth quarters, respectively, were classified as long-term capital gain, with the remainder and all other dividends being classified as 100% ordinary income.    For 2016, the dividends paid on common shares and preferred shares were all classified as 100% ordinary income.

21


shares.

c.

Equity Shares

We are authorized to issue 100,000,000 equity shares from time to time in one or more series and our Board has broad authority to fix the dividend and distribution rights, conversion and voting rights, redemption provisions and liquidation rights of each series of equity shares.  We had no equity shares outstanding for any period in the years ended December 31, 2017, 2016 or 2015.  We have no plans to issue equity shares.

d.

Common Share Repurchases

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 28, 2018,20, 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, 2017.2023. 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.

e.

Preferred Share Redemptions

Refer to Item 12. “Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters” for information about our equity compensation plans.

We had no preferred redemptions during the three months ended December 31, 2017. 

22


ITEM 6.Selected Financial Data

    [Reserved]



 

 

 

 

 

 

 

 

 

 

 

 

 

 



For the year ended December 31,



2017

 

2016

 

2015

 

2014

 

2013



 

(Amounts in thousands, except share and per share data)



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

$

2,668,528 

 

$

2,560,549 

 

$

2,381,696 

 

$

2,177,296 

 

$

1,964,942 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of operations

 

707,978 

 

 

669,083 

 

 

635,502 

 

 

613,324 

 

 

559,759 

Depreciation and amortization

 

454,526 

 

 

433,314 

 

 

426,008 

 

 

437,114 

 

 

387,402 

General and administrative

 

82,882 

 

 

83,656 

 

 

88,177 

 

 

71,459 

 

 

66,679 

 

 

1,245,386 

 

 

1,186,053 

 

 

1,149,687 

 

 

1,121,897 

 

 

1,013,840 

Operating income

 

1,423,142 

 

 

1,374,496 

 

 

1,232,009 

 

 

1,055,399 

 

 

951,102 

Interest and other income

 

18,771 

 

 

15,138 

 

 

16,544 

 

 

17,638 

 

 

33,979 

Interest expense

 

(12,690)

 

 

(4,210)

 

 

(610)

 

 

(6,781)

 

 

(6,444)

Equity in earnings of unconsolidated real

 

 

 

 

 

 

 

 

 

 

 

 

 

 

estate entities

 

75,655 

 

 

56,756 

 

 

50,937 

 

 

88,267 

 

 

57,579 

Foreign currency exchange (loss) gain

 

(50,045)

 

 

17,570 

 

 

306 

 

 

(7,047)

 

 

17,082 

Casualty loss

 

(7,789)

 

 

 -

 

 

 -

 

 

 -

 

 

 -

Gain on real estate investment sales

 

1,421 

 

 

689 

 

 

18,503 

 

 

2,479 

 

 

4,233 

Net income

 

1,448,465 

 

 

1,460,439 

 

 

1,317,689 

 

 

1,149,955 

 

 

1,057,531 

Net income allocated to noncontrolling

 

 

 

 

 

 

 

 

 

 

 

 

 

 

equity interests

 

(6,248)

 

 

(6,863)

 

 

(6,445)

 

 

(5,751)

 

 

(5,078)

Net income allocable to Public Storage

 

 

 

 

 

 

 

 

 

 

 

 

 

 

shareholders

$

1,442,217 

 

$

1,453,576 

 

$

1,311,244 

 

$

1,144,204 

 

$

1,052,453 



 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Per Common Share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distributions

 

$8.00 

 

 

$7.30 

 

 

$6.50 

 

 

$5.60 

 

 

$5.15 

Net income – Basic

 

$6.75 

 

 

$6.84 

 

 

$6.10 

 

 

$5.27 

 

 

$4.92 

Net income – Diluted

 

$6.73 

 

 

$6.81 

 

 

$6.07 

 

 

$5.25 

 

 

$4.89 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares –

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

173,613 

 

 

173,091 

 

 

172,699 

 

 

172,251 

 

 

171,640 

Weighted average common shares –

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

174,151 

 

 

173,878 

 

 

173,510 

 

 

173,138 

 

 

172,688 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance Sheet Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

$

10,732,892 

 

$

10,130,338 

 

$

9,778,232 

 

$

9,818,676 

 

$

9,876,266 

Total debt

$

1,431,322 

 

$

390,749 

 

$

319,016 

 

$

64,364 

 

$

839,053 

Total preferred equity

$

4,025,000 

 

$

4,367,500 

 

$

4,055,000 

 

$

4,325,000 

 

$

3,562,500 

Public Storage shareholders’ equity

$

8,940,009 

 

$

9,411,910 

 

$

9,170,641 

 

$

9,480,796 

 

$

8,791,730 

Permanent noncontrolling interests’

 

 

 

 

 

 

 

 

 

 

 

 

 

 

equity

$

24,360 

 

$

29,744 

 

$

26,997 

 

$

26,375 

 

$

27,125 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash flow:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provided by operating activities

$

1,975,679 

 

$

1,945,336 

 

$

1,748,279 

 

$

1,603,542 

 

$

1,438,407 

Used in investing activities

$

(739,854)

 

$

(699,111)

 

$

(456,135)

 

$

(194,331)

 

$

(1,415,638)

Used in financing activities

$

(992,219)

 

$

(1,148,826)

 

$

(1,391,283)

 

$

(1,236,864)

 

$

(24,228)

23


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 Policies

Our MD&A discusses ourEstimates

The preparation of consolidated financial statements which have been preparedand related disclosures in accordanceconformity with United States (“U.S.”) generally accepted accounting principles (“GAAP”), and are affected by our requires us to make judgments, assumptions, and estimates.  The notesestimates 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 our December 31, 2017 financial statements, primarily Note 2, summarize our significant accounting policies.

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 policies,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 are inherently uncertain.

Income Tax Expense:  We have elected to be treated asinvolve a REIT, as defined in the Internal Revenue Codesignificant level of 1986, as amended (the “Code”).  As a REIT, we do not incur federal income tax on our REIT taxable income that is fully distributed each year (for this purpose, certain distributions paid in a subsequent year may be considered), and if we meet certain organizational and operational rules.  We believe we have met these REIT requirements for all periods presented herein.  Accordingly, we have recorded no federal income tax expense related to our REIT taxable income.

Our evaluation that we have met the REIT requirements could be incorrect, because compliance with the tax rules requires factual determinations, and circumstances we have not identified could result in noncompliance with the tax requirements in current or prior years.  For any taxable year that we fail to qualify as a REIT and for which applicable statutory relief provisions did not apply, we would be taxed at the regular corporate rates on all of our taxable income for at least that year and the ensuing four years, we could be subject to penalties and interest, and our net income would be materially different from the amounts estimated in our financial statements. 

In addition, certain of our consolidated corporate subsidiaries have elected to be treated as “taxable REIT subsidiaries” for federal income tax purposes, which are taxable as regular corporations and subject to certain limitations on intercompany transactions.  If tax authorities determine that amounts paid by our taxable REIT subsidiaries 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.  Such a penalty tax could have a material adverse impact on our net income.

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.  In addition, we may not have identified all current facts and circumstances that may affect impairment.  Any unidentified impairment loss, or change in conclusions, could have a material adverse impact on our net income.

Accrual for Uncertain and Contingent Liabilities:  We accrue for certain contingent and other liabilities that have significant uncertain elements, such as property taxes, workers compensation claims, tenant reinsurance claims, as well as other legal claims and disputes involving customers, employees, governmental agencies and other third parties.  We estimate such liabilities based upon many factors such as assumptions of past and future trends and our evaluation of likely outcomes.  However, the estimates of known liabilities could be incorrect or we may not be aware of all such liabilities, in which case our accrued liabilities and net income could be misstated. 

Accounting

23


Allocating Purchase Price for Acquired Real Estate Facilities:Facilities: We estimate the fair values of the assets and liabilities of acquired real estate facilities, which consist principally of land, buildings and intangible assets acquired customers in place, for purposes of allocating the aggregate purchase price.  Such estimates areprice of acquired real estate facilities. We estimate the fair value of land based upon manyprice 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 judgments, including (i) market ratesdiscount rate, and in the replacement cost approach, such as current cost adjustment, soft cost and developer profit estimates. We estimate the fair value of return and capitalization rates on real estate and intangible assets, (ii) building and material cost levels, (iii) comparisonsacquired 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 underlying land parcelscustomers in place is sensitive to recent land transactions,the assumptions used in the income approach, such as market rent, lease-up period and (iv) future cash flows from the real estate and the existing tenant base.discount rate. Others could come to

24


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 real estate and intangible assets.

buildings on our consolidated balance sheet.

Overview

Our self-storage operations generate most of our net income, and we believe that our earnings growth is most impacted by the levellevels of organic growth inwithin our existing self-storage portfolio.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 facilities. 

Mostfacility 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 our facilities compete with other well-managedoperations increased by 4.7% ($35.9 million). Demand and well-located competitorsoperating trends softened in the second half of 2022 continuing through 2023 as compared to what we experienced in 2020 and 2021, and we are subjectexpect this to general economic conditions, particularly those that affect the spending habits of consumerscontinue in 2024.
We have grown and moving trends.  We believe that our centralized information networks, national telephone and online reservation system, the brand name “Public Storage,” and our economies of scale enable usplan to meet such challenges effectively.

We plan on growing organically as well ascontinue to grow through the acquisition and development of additionalnew facilities and expansion of our existing self-storage facilities. Since the beginning of 2013 through December 31, 2017,2021, we acquired a total of 271470 facilities with 19.038.8 million net rentable square feet from third parties for approximately $2.5 billion, and we opened newly$8.5 billion. Additionally, within our non-same store portfolio, our developed and redeveloped self-storage space forexpanded facilities include a total cost of $887.4 million,  adding approximately 8.1145 self-storage facilities of 17.1 million net rentable square feet.

Subsequent toFor development and expansions completed by December 31, 2017,2023, we acquired or were under contract to acquire (subject to customary closing conditions) two self-storage facilities for $18.3 million.  We will continue to seek to acquire properties; however, there is significant competition to acquire existing facilities and there can be no assurance as to the level of facilities we may acquire. 

As of December 31, 2017, we had additional development and redevelopment projects in process which will add approximately 4.6 million net rentable square feet atincurred a total cost of approximately $613.8 million.  We expect$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 continue to seek additional development projects; however, the level of such activity may be limited due to various constraints such as difficulty in finding available sites that meet our risk-adjusted yield expectations, as well as challenges in obtaining building permits for self-storage activities in certain municipalities. 

We believe that our development and redevelopment activities are beneficial to our business over the long run.  However, in the short run, such activities dilute our earnings due to the three to four year period that it takes to fill up newly developed and redeveloped storage facilities and reach a stabilized level of cash flows offset by the cost of capital to fund the cost, combined with related overhead expenses flowing through general and administrative expense.  We believe this dilution will increase in 2018 and beyond, because of an increased level of net rentable square feet being added to our portfolio due to continued development and redevelopment efforts.

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 2017,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 $1.0$2.2 billion in aggregate principal amount of unsecured senior notes in two equalvarious tranches (collectively, the “U.S. Dollar Notes”), one maturing in September 2022 bearing interest at 2.370%, and another maturing in September 2027 bearing interest at 3.094%.  This was our first public offering of debt, which should also serve to facilitate future offerings.     

As of December 31, 2017, our capital resources over the next year are expected to be approximately $1.2 billion which exceeds our current planned capital needs over the next year of approximately $378.9 million.  Our capital resources include: (i) $433.4 million of cash as of December 31, 2017, (ii) $483.9 million of available borrowing capacitymaturities.

We have experienced recent inflationary impacts on our revolving linecost of credit,operations including labor, utilities, and (iii) approximately $200 million to $300 millionrepairs and maintenance, and costs of expected retained operating cash flow for the next twelve months.  Retained operating cash flow represents our expected cash flow provided by operatingdevelopment and expansion activities, less shareholder distributions and capital expenditures to maintain our real estate facilities. 

Our planned capital needs over the next year consist of (i) $349.4 million of remaining spend on our current development pipeline, (ii) $18.3 million in property acquisitions currently under contract, and (iii) $11.2 million in principal repayments on existing debt.  Our capital needs may increase significantly over the next year as we expect

25


to increase our development pipeline and acquire additional properties.  In addition to other investment activities, we may also redeem outstanding preferred securities or repurchase shares of our common stockcontinue 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 Augustorder 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 Septemberclearly identifiable color schemes and signage, (ii) enhance the energy efficiency of 2017, dueour properties, and (iii) upgrade the configuration and layout of the offices and other customer zones to Hurricanes Harveyimprove the customer experience. We expect to complete the program in 2024. We spent approximately $160 million on the program in 2023 and Irma, we recorded a $7.8 million casualty loss dueexpect to damaged buildings and associated expenses, as well as $5.2spend approximately $150 million in incremental ancillary cost2024 on this effort. We have also embarked on a solar program under which we plan to install solar panels on over 1,000 of operations representing claims costs resulting fromour self-storage facilities. We have completed the hurricanes with respect to tenants covered under our tenant reinsurance program.  Current loss estimates (including business interruption) are less than our insurance deductibles, as a result, we do notinstallations on 534 facilities through 2023. We spent approximately $51 million on the program in 2023 and expect to receive any insurance proceeds.

See Liquidity and Capital Resources for further information regarding our capital requirements and anticipated sources of capital to fund such requirements. 

spend $100 million in 2024 on this effort.

Results of Operations


Operating resultsResults for 20172023 and 2016

2022

In 2017,2023, net income allocable to our common shareholders was $1,171.6 million$1.9 billion or $6.73$11.06 per diluted common share, compared to $1,183.9 million$4.1 billion or $6.81$23.50 per diluted common share in 20162022, representing a decrease of $12.3 million$2.2 billion or $0.08.$12.44 per diluted common share. The decrease is due primarily reflectsto (i) a $67.6$2.1 billion gain on sale of our equity investment in PS Business Parks, Inc. (“PSB”) in July 2022, (ii) a $149.5 million reduction due to the impact ofincrease in foreign currency exchange translation gains and losses primarily associated with our euroEuro denominated debt, (ii) an $8.5notes 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, associated with higher outstanding debt balances and (iii)partially offset by (v) a $7.8 million casualty loss and $5.2 million in incremental tenant reinsurance losses related to Hurricanes Harvey and Irma offset partially by (iv) a $66.9$231.8 million increase in self-storage net operating income (described below) and (v) an $18.9(vi) a $45.0 million increase in our equity in earnings of unconsolidated real estate entities.

interest and other income.

The $66.9$231.8 million increase in self-storage net operating income in 2023 as compared to 2022 is a result of a $44.6$118.2 million increase inattributable to our Same Store Facilities (as defined below) and a $22.3$113.6 million increase inattributable to our Non Same Store Facilities (as defined below).non-same store facilities. Revenues for the Same Store Facilities increased 3.0%4.7% or $63.0$154.0 million in 20172023 as compared to 2016,2022, due primarily to higher realized annual rent per occupied square foot.foot, partially offset by a decline in occupancy. Cost of operations for the Same Store Facilities increased by 3.4%4.7% or $18.4$35.9 million in 20172023 as compared to 2016,2022, due primarily to increased property taxes, advertising and sellingtax expense, marketing expense, and repairs and maintenance costs, offset partially by lower snow removalother direct property costs. The increase in net operating income of $113.6 million for the Non Same Store Facilitiesnon-same store facilities is due primarily to the impact of 345 self-storage facilities acquired in 2021, 2022, and 2023 and the fill-up of recently developed orand expanded since January 2015.

facilities.

Operating resultsResults for 20162022 and 2015

2021

In 2016,2022, net income allocable to our common shareholders was $1,183.9 million$4.1 billion or $6.81$23.50 per diluted common share, compared to $1,053.1 million$1.7 billion or $6.07$9.87 per diluted common share in 20152021, representing an increase of $130.8 million$2.4 billion or $0.74$13.63 per diluted common share. The increase is due primarily due to (i) a $139.1$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, and (ii)partially offset by (iii) a $17.3$174.7 million increase in foreign exchange translation gains associated with our euro denominated debt offset partially by (iii)depreciation and amortization expense, (iv) a $29.0$125.1 million reductiondecrease in gains on salesequity in earnings of unconsolidated real estate investments, includingentities due to the sale of our equity shareinvestment in PSB, and (iv)(v) a $20.0$45.5 million increase in EITF D-42 charges, including our equity share, as a result of preferred redemption activities.

interest expense.

The $139.1$614.3 million increase in self-storage net operating income in 2022 as compared to 2021 is a result of a $104.6$390.6 million increase in our Same Store Facilities and a $34.5$223.7 million increase in our Non Same Store Facilities.non-same store facilities. Revenues for the Same Store Facilities increased 5.8%15.2% or $117.6$432.2 million in the year ended December 31, 20162022 as compared to 2015,2021, due primarily to higher realized annual rent per occupiedavailable square foot.foot, partially offset by a decline in occupancy. Cost of operations for the Same Store Facilities increased by 2.5%5.7% or $13.1$41.7 million in the year ended December 31, 20162022 as compared to 2015,2021, due primarily to increased property taxes, on-sitetax expense, marketing expense, other direct property manager payrollcosts, and repairs and maintenance, offset partially by lower snow removalcentralized management costs. The increase in net operating income of $223.7 million for the Non Same Store Facilitiesnon-same store facilities is due primarily to the impact of 295 self-storage facilities acquired in 2021 and the fill-up of recently developed orand expanded in 2015 and 2016.

facilities.

26

25


Funds from Operations and Core Funds from Operations


Funds from Operations (“FFO”) and FFO per share are non-GAAP measures defined by the National AssociationNareit. We believe that FFO and FFO per share are useful to REIT investors and analysts in measuring our performance because Nareit’s definition of Real Estate Investment TrustsFFO excludes items included in net income that do not relate to or are not indicative of our operating and are considered helpful measures of REIT performance by REITs and many REIT analysts.financial performance. FFO represents net income before real estateestate-related depreciation and amortization, which is excluded because it 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. FFO also excludes gains or losses on sale of real estate assets and real estate impairment charges, which are also based upon historical real estate 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 GAAP 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 each of the yearsyear ended December 31, 2017 and 2016,2023, FFO was $9.70$16.60 per diluted common share as compared to $8.79$16.46 and $13.36 per diluted common share for the same period in 2015,years ended December 31, 2022 and 2021, respectively, representing an increase in 20162023 of 10.4%0.9%, or $0.91$0.14 per diluted common share.

The following tables reconcile diluted earnings per share, as compared to FFO per share and set forth the computation of FFO per share:

2022.



 

 

 

 

 

 

 

 



Year Ended December 31,



2017

 

2016

 

2015



(Amounts in thousands, except per share data)

Reconciliation of Diluted Earnings per Share to

 

 

 

 

 

 

 

 

FFO per Share:

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

Diluted Earnings per Share

$

6.73 

 

$

6.81 

 

$

6.07 

Eliminate amounts per share excluded from FFO:

 

 

 

 

 

 

 

 

Depreciation and amortization allocable to

 

 

 

 

 

 

 

 

common shareholders

 

3.00 

 

 

2.90 

 

 

2.89 

Gains on sale of real estate investments,

 

 

 

 

 

 

 

 

including our equity share from

 

 

 

 

 

 

 

 

investments, and other

 

(0.03)

 

 

(0.01)

 

 

(0.17)

FFO per share

$

9.70 

 

$

9.70 

 

$

8.79 



 

 

 

 

 

 

 

 

Computation of FFO per Share:

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

Net income allocable to common shareholders

$

1,171,609 

 

$

1,183,879 

 

$

1,053,050 

Eliminate items excluded from FFO:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

454,526 

 

 

433,314 

 

 

426,008 

Depreciation from unconsolidated

 

 

 

 

 

 

 

 

real estate investments

 

71,931 

 

 

74,407 

 

 

78,985 

Depreciation allocated to noncontrolling

 

 

 

 

 

 

 

 

interests and restricted share unitholders

 

(3,567)

 

 

(3,549)

 

 

(3,519)

Gains on sale of real estate investments,

 

 

 

 

 

 

 

 

including our equity share from

 

 

 

 

 

 

 

 

investments

 

(4,908)

 

 

(768)

 

 

(29,721)

FFO allocable to common shares

$

1,689,591 

 

$

1,687,283 

 

$

1,524,803 

Diluted weighted average common shares

 

174,151 

 

 

173,878 

 

 

173,510 

FFO per share

$

9.70 

 

$

9.70 

 

$

8.79 

We also present “Core FFO” and “Core FFO per share,” ashare” non-GAAP measuremeasures that representsrepresent FFO and FFO per share excluding the impact of (i) foreign currency exchange gains and losses, (ii) EITF D-42 charges related to the redemption of preferred securities, and (iii) reversals of accruals with respect to share based awards forfeited by executive officers and (iv) certain

27


other non-cash and/or nonrecurring income or expense items.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 it isthey are used by investors and REIT analysts in a similar manner. However, Core FFO and Core FFO per share isare not a substitutesubstitutes 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 a measure,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 toand Core FFO per share:



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

Year Ended December 31,

 

Year Ended December 31,



 

 

 

 

 

 

 

 

 

Percentage

 

 

 

 

 

 

 

Percentage



 

 

 

2017

 

2016

 

Change

 

2016

 

2015

 

Change



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FFO per share

$

9.70 

 

$

9.70 

 

0.0% 

 

$

9.70 

 

$

8.79 

 

10.4% 

Eliminate the per share impact of items

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

excluded from Core FFO, including

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

our equity share from investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency exchange loss (gain)

 

0.29 

 

 

(0.11)

 

 

 

 

(0.11)

 

 

(0.01)

 

 

Application of EITF D-42

 

0.19 

 

 

0.17 

 

 

 

 

0.17 

 

 

0.06 

 

 

Casualty losses and tenant claims

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

due to hurricanes

 

0.07 

 

 

 -

 

 

 

 

 -

 

 

 -

 

 

Reversals of accruals on forfeited

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

executive share-based awards

 

(0.03)

 

 

 -

 

 

 

 

 -

 

 

 -

 

 

Other items

 

0.01 

 

 

0.03 

 

 

 

 

0.03 

 

 

0.06 

 

 

Core FFO per share

$

10.23 

 

$

9.79 

 

4.5% 

 

$

9.79 

 

$

8.90 

 

10.0% 
Year Ended December 31,Year Ended December 31,
 20232022Percentage Change20222021Percentage 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 amortization962,703 881,569 881,569 709,349 
Real estate-related depreciation from unconsolidated real estate investments36,769 54,822 54,822 73,729 
Real estate-related depreciation allocated to noncontrolling interests and restricted share unitholders(6,635)(6,622)(6,622)(4,415)
Gains on sale of real estate investments, 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— — — 31,604 
Property losses and tenant claims due to casualties— 4,817 4,817 4,909 
Other items447 (338)(338)(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 amortization5.64 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.— (12.00)(12.00)— 
FFO per share$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)0.29 (0.57)(0.57)(0.64)
Preferred share redemption charge— — — 0.18 
Property losses and tenant claims due to casualties— 0.03 0.03 0.03 
Other items— — — — 
Core FFO per share$16.89 $15.92 6.1 %$15.92 $12.93 23.1 %
Diluted weighted average common shares176,143 176,280 176,280 175,568 

27


Analysis of Net Income by Reportable Segment

The following discussion and analysis is presented and organized in accordance with Note 11 to our December 31, 2017 financial statements, “Segment Information.”  Accordingly, refer to the tables presented in Note 11 in order to reconcile such amounts to our total net income and for further information on our reportable segments.

Self-Storage Operations

Our self-storage operations are analyzed in twofour groups: (i) the 2,0422,339 facilities that we have owned and operated on a stabilized basis since January 1, 20152021 (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 (ii) allExpanded Facilities”), and (iv) 90 other facilities, which are newly acquired, newly developed,otherwise not stabilized with respect to occupancies or recently redevelopedrental rates since January 1, 2021 (the “Non Same“Other Non-same Store Facilities”). See Note 1114 to our December 31, 20172023 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

Year Ended December 31,

 

Year Ended December 31,



 

 

 

 

Percentage

 

 

 

 

 

 

 

Percentage



2017

 

2016

 

Change

 

2016

 

2015

 

Change



(Dollar amounts in thousands)

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Same Store Facilities

$

2,196,373 

 

$

2,133,356 

 

3.0% 

 

$

2,133,356 

 

$

2,015,713 

 

5.8% 

Non Same Store Facilities 

 

316,060 

 

 

272,472 

 

16.0% 

 

 

272,472 

 

 

219,812 

 

24.0% 



 

2,512,433 

 

 

2,405,828 

 

4.4% 

 

 

2,405,828 

 

 

2,235,525 

 

7.6% 

Cost of operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Same Store Facilities

 

558,939 

 

 

540,524 

 

3.4% 

 

 

540,524 

 

 

527,452 

 

2.5% 

Non Same Store Facilities

 

98,694 

 

 

77,381 

 

27.5% 

 

 

77,381 

 

 

59,244 

 

30.6% 



 

657,633 

 

 

617,905 

 

6.4% 

 

 

617,905 

 

 

586,696 

 

5.3% 

Net operating income (a):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Same Store Facilities

 

1,637,434 

 

 

1,592,832 

 

2.8% 

 

 

1,592,832 

 

 

1,488,261 

 

7.0% 

Non Same Store Facilities

 

217,366 

 

 

195,091 

 

11.4% 

 

 

195,091 

 

 

160,568 

 

21.5% 

Total net operating income

 

1,854,800 

 

 

1,787,923 

 

3.7% 

 

 

1,787,923 

 

 

1,648,829 

 

8.4% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

Same Store Facilities

 

(352,037)

 

 

(357,240)

 

(1.5)%

 

 

(357,240)

 

 

(375,415)

 

(4.8)%

Non Same Store Facilities

 

(102,489)

 

 

(76,074)

 

34.7% 

 

 

(76,074)

 

 

(50,593)

 

50.4% 

Total depreciation and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

amortization expense

 

(454,526)

 

 

(433,314)

 

4.9% 

 

 

(433,314)

 

 

(426,008)

 

1.7% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Same Store Facilities

 

1,285,397 

 

 

1,235,592 

 

4.0% 

 

 

1,235,592 

 

 

1,112,846 

 

11.0% 

Non Same Store Facilities

 

114,877 

 

 

119,017 

 

(3.5)%

 

 

119,017 

 

 

109,975 

 

8.2% 

Total net income

$

1,400,274 

 

$

1,354,609 

 

3.4% 

 

$

1,354,609 

 

$

1,222,821 

 

10.8% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of facilities at period end:

 

 

 

 

 

 

 

 

 

 

 

 

 

Same Store Facilities

 

2,042 

 

 

2,042 

 

 -

 

 

2,042 

 

 

2,042 

 

 -

Non Same Store Facilities

 

345 

 

 

295 

 

16.9% 

 

 

295 

 

 

224 

 

31.7% 

Net rentable square footage at period end (in thousands):

 

 

 

 

 

 

 

 

 

 

Same Store Facilities

 

130,264 

 

 

130,264 

 

 -

 

 

130,264 

 

 

130,264 

 

 -

Non Same Store Facilities

 

28,312 

 

 

23,494 

 

20.5% 

 

 

23,494 

 

 

17,098 

 

37.4% 

(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 in evaluating property operating trends.  We believe that investors and analysts utilize NOI in a similar manner.  NOI is not a substitute for net income, net operating cash flow, or other related GAAP financial measures, in evaluating our operating results.  See Note 11 to our December 31, 2017 financial statements for a reconciliation of NOI to our total net income for all periods presented.

Self-Storage Operations 
SummaryYear Ended December 31,Year Ended December 31,
 20232022Percentage Change20222021Percentage Change
 (Dollar amounts and square footage in thousands)
Revenues:
Same Store Facilities$3,427,867 $3,273,823 4.7 %$3,273,823 $2,841,598 15.2 %
Acquired Facilities450,653 327,245 37.7 %327,245 106,474 207.3 %
Newly Developed and Expanded Facilities262,450 230,999 13.6 %230,999 167,119 38.2 %
Other Non-Same Store Facilities118,643 113,961 4.1 %113,961 88,375 29.0 %
4,259,613 3,946,028 7.9 %3,946,028 3,203,566 23.2 %
Cost of operations:
Same Store Facilities802,269 766,405 4.7 %766,405 724,748 5.7 %
Acquired Facilities144,498 109,744 31.7 %109,744 32,705 235.6 %
Newly Developed and Expanded Facilities78,531 67,805 15.8 %67,805 58,890 15.1 %
Other Non-Same Store Facilities36,652 36,255 1.1 %36,255 35,687 1.6 %
1,061,950 980,209 8.3 %980,209 852,030 15.0 %
Net operating income (a):
Same Store Facilities2,625,598 2,507,418 4.7 %2,507,418 2,116,850 18.5 %
Acquired Facilities306,155 217,501 40.8 %217,501 73,769 194.8 %
Newly Developed and Expanded Facilities183,919 163,194 12.7 %163,194 108,229 50.8 %
Other Non-Same Store Facilities81,991 77,706 5.5 %77,706 52,688 47.5 %
Total net operating income3,197,663 2,965,819 7.8 %2,965,819 2,351,536 26.1 %
Depreciation and amortization expense:
Same Store Facilities528,121 501,139 5.4 %501,139 483,219 3.7 %
Acquired Facilities323,796 280,871 15.3 %280,871 131,998 112.8 %
Newly Developed and Expanded Facilities61,421 54,115 13.5 %54,115 47,549 13.8 %
Other Non-Same Store Facilities56,718 52,021 9.0 %52,021 50,662 2.7 %
Total depreciation and amortization expense970,056 888,146 9.2 %888,146 713,428 24.5 %
Net income (loss):
Same Store Facilities2,097,477 2,006,279 4.5 %2,006,279 1,633,631 22.8 %
Acquired Facilities(17,641)(63,370)(72.2)%(63,370)(58,229)8.8 %
Newly Developed and Expanded Facilities122,498 109,079 12.3 %109,079 60,680 79.8 %
Other Non-Same Store Facilities25,273 25,685 (1.6)%25,685 2,026 1167.8 %
Total net income$2,227,607 $2,077,673 7.2 %$2,077,673 $1,638,108 26.8 %
Number of facilities at period end:
Same Store Facilities2,339 2,339 — %2,339 2,339 — %
Acquired Facilities470 306 53.6 %306 232 31.9 %
Newly Developed and Expanded Facilities145 134 8.2 %134 126 6.3 %
Other Non-Same Store Facilities90 90 — %90 90 — %
3,044 2,869 6.1 %2,869 2,787 2.9 %
Net rentable square footage at period end:
Same Store Facilities154,874 154,874 — %154,874 154,874 — %
Acquired Facilities38,816 26,634 45.7 %26,634 21,830 22.0 %
Newly Developed and Expanded Facilities17,101 15,366 11.3 %15,366 14,273 7.7 %
Other Non-Same Store Facilities7,280 7,343 (0.9)%7,343 7,342 — %
218,071 204,217 6.8 %204,217 198,319 3.0 %

29


(a)Net operating income from our self-storage operations has increased 3.7% in 2017 as compared to 2016or “NOI” is a non-GAAP financial measure that excludes the impact of depreciation and 8.4% in 2016 as compared to 2015.  These increases areamortization 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 higher revenuesmarket 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 as well as the acquisition and development of new facilities and the fill-up of unstabilized facilities. 

29



Same Store Facilities

The Same Store Facilities represent thoseconsist of facilities thatwe have been owned and operated aton a stabilized level of occupancy, revenues, and cost of operations since January 1, 2015.  We review the operations2021. The composition of our Same Store Facilities which excludes facilities whose operating trends are significantly affected by factors such as casualty events, as well as recently developed or acquired facilities, toallows us more effectively to evaluate the ongoing performance of our self-storage portfolio in 2015, 2016,2021, 2022, and 2017.2023 and exclude the impact of fill-up of unstabilized facilities, which can significantly affect operating trends. We believe theinvestors and analysts use Same Store Facilities information is used by investors and analysts 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 2,0422,339 facilities (130.3(154.9 million net rentable square feet) that represent approximately 82%71% of the aggregate net rentable square feet of our U.S. consolidated self-storage portfolio at December 31, 2017.

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.



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selected Operating Data for the Same Store Facilities (2,042 facilities)

 

 

 

 

 

 

 

 

 

 

 

 

 

 



Year Ended December 31,

 

Year Ended December 31,



 

 

 

 

Percentage

 

 

 

 

 

 

 

Percentage



 

2017

 

2016

 

Change

 

2016

 

2015

 

Change



(Dollar amounts in thousands, except weighted average amounts)

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental income

$

2,098,780 

 

$

2,035,701 

 

3.1% 

 

$

2,035,701 

 

$

1,921,990 

 

5.9% 

Late charges and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

administrative fees

 

97,593 

 

 

97,655 

 

(0.1)%

 

 

97,655 

 

 

93,723 

 

4.2% 

Total revenues (a)

 

2,196,373 

 

 

2,133,356 

 

3.0% 

 

 

2,133,356 

 

 

2,015,713 

 

5.8% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property taxes

 

199,628 

 

 

191,912 

 

4.0% 

 

 

191,912 

 

 

183,136 

 

4.8% 

On-site property manager

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

payroll

 

107,535 

 

 

106,460 

 

1.0% 

 

 

106,460 

 

 

102,928 

 

3.4% 

Supervisory payroll

 

38,041 

 

 

36,966 

 

2.9% 

 

 

36,966 

 

 

35,932 

 

2.9% 

Repairs and maintenance

 

46,294 

 

 

44,178 

 

4.8% 

 

 

44,178 

 

 

46,745 

 

(5.5)%

Utilities

 

39,135 

 

 

39,424 

 

(0.7)%

 

 

39,424 

 

 

40,873 

 

(3.5)%

Advertising and selling

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

expense

 

28,443 

 

 

25,824 

 

10.1% 

 

 

25,824 

 

 

25,714 

 

0.4% 

Other direct property costs

 

57,853 

 

 

55,797 

 

3.7% 

 

 

55,797 

 

 

53,884 

 

3.6% 

Allocated overhead

 

42,010 

 

 

39,963 

 

5.1% 

 

 

39,963 

 

 

38,240 

 

4.5% 

Total cost of operations (a)

 

558,939 

 

 

540,524 

 

3.4% 

 

 

540,524 

 

 

527,452 

 

2.5% 

Net operating income

 

1,637,434 

 

 

1,592,832 

 

2.8% 

 

 

1,592,832 

 

 

1,488,261 

 

7.0% 

Depreciation and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

amortization expense

 

(352,037)

 

 

(357,240)

 

(1.5)%

 

 

(357,240)

 

 

(375,415)

 

(4.8)%

Net income

$

1,285,397 

 

$

1,235,592 

 

4.0% 

 

$

1,235,592 

 

$

1,112,846 

 

11.0% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross margin (before depreciation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

and amortization expense)

 

74.6% 

 

 

74.7% 

 

(0.1)%

 

 

74.7% 

 

 

73.8% 

 

1.2% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average for the period:

 

 

 

 

 

 

 

 

 

 

 

 

 

Square foot occupancy

 

93.8% 

 

 

94.5% 

 

(0.7)%

 

 

94.5% 

 

 

94.4% 

 

0.1% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Realized annual rental income per (b):

 

 

 

 

 

 

 

 

 

 

 

 

 

Occupied square foot

$

17.19 

 

$

16.54 

 

3.9% 

 

$

16.54 

 

$

15.63 

 

5.8% 

Available square foot

$

16.11 

 

$

15.63 

 

3.1% 

 

$

15.63 

 

$

14.75 

 

6.0% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At December 31:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Square foot occupancy

 

91.2% 

 

 

92.5% 

 

(1.4)%

 

 

92.5% 

 

 

92.8% 

 

(0.3)%

Annual contract rent per

 

 

 

 

 

 

 

 

 

 

 

 

 

occupied square foot (c)

$

17.97 

 

$

17.44 

 

3.0% 

 

$

17.44 

 

$

16.63 

 

4.9% 

30



(a)

Revenues and cost of operations do not include tenant reinsurance and merchandise sale revenues and expenses generated at the facilities.

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

(b)

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.


(c)

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.  

Year Ended December 31,Year Ended December 31,
 20232022Percentage Change20222021Percentage 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 15.0%
Late charges and administrative fees115,270 104,691 10.1%104,691 84,846 23.4%
Total revenues3,427,867 3,273,823 4.7%3,273,823 2,841,598 15.2%
Direct cost of operations (a):
Property taxes300,505 290,605 3.4%290,605 279,142 4.1%
On-site property manager payroll126,830 123,372 2.8%123,372 118,085 4.5%
Repairs and maintenance64,565 60,317 7.0%60,317 54,359 11.0%
Utilities44,775 45,578 (1.8)%45,578 42,417 7.5%
Marketing69,158 47,863 44.5%47,863 41,446 15.5%
Other direct property costs90,990 83,615 8.8%83,615 75,959 10.1%
Total direct cost of operations696,823 651,350 7.0%651,350 611,408 6.5%
Direct net operating income (b)2,731,044 2,622,473 4.1%2,622,473 2,230,190 17.6%
Indirect cost of operations (a):
Supervisory payroll(33,846)(36,327)(6.8)%(36,327)(38,487)(5.6)%
Centralized management costs(60,861)(64,053)(5.0)%(64,053)(57,021)12.3%
Share-based compensation(10,739)(14,675)(26.8)%(14,675)(17,832)(17.7)%
Net operating income2,625,598 2,507,418 4.7%2,507,418 2,116,850 18.5%
Depreciation and amortization expense(528,121)(501,139)5.4%(501,139)(483,219)3.7%
Net income$2,097,477 $2,006,279 4.5%$2,006,279 $1,633,631 22.8%
Gross margin (before indirect costs, depreciation and amortization expense)79.7%80.1%(0.5)%80.1%78.5%2.0%
Gross margin (before depreciation and amortization expense)76.6%76.6%—%76.6%74.5%2.8%
Weighted average for the period:
Square foot occupancy93.3%94.8%(1.6)%94.8%96.2%(1.5)%
Realized annual rental income per (c):
Occupied square foot$22.93$21.586.3%$21.58$18.4916.7%
Available square foot$21.38$20.454.5%$20.45$17.7915.0%
At December 31:
Square foot occupancy91.6%92.3%(0.8)%92.3%94.7%(2.5)%
Annual contract rent per occupied square foot (d)$23.04$22.880.7%$22.88$19.8115.5%

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 by 3.0%4.7% and 15.2% in 2017 as compared to 20162023 and by 5.8%2022, respectively, in 2016 as compared to 2015, due primarily to increases of 3.9% and 5.8% in 2017 and 2016, respectively,each case as compared to the year prior for the respective periodsprevious year. The increase in 2023 is due primarily to (i) a 6.3% increase in realized annual rental incomerent per occupied square foot. 

Year-over-year growth in our Same Store revenues has declined from 5.8% in 2016foot for 2023 as compared to 2015, to 3.0%2022, partially offset by (ii) a 1.6% decrease in 2017average occupancy for 2023 as compared to 2016.  Growth trends were decelerating throughout 2017,2022. 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 year over year revenuehigher rental rates. The growth at 4.0% forrate in realized annual rent per occupied square foot has decelerated since the three months ended March 31, 2017, 3.4% for the three months ended June 30, 2017, 2.4% for the three months ended September 30, 2017,second half of 2022 from lower move-in rates and 2.1% for the three months endedincreased promotion discounts offered in order to replace tenants that vacate. At December 31, 2017.  We2023, 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 experiencing softness inreturning to 2019 levels as move-out activity increased and customer demand in substantially all of our major markets, which has led to lower move-in volumes combined with a lack of pricing power with respect to new tenants.  We attribute some of this softness to local economic conditions and, in some markets most notably Atlanta, Austin, Charlotte, Chicago, Dallas, Denver, Houston, and New York, increased supply of newly constructed self-storage facilities.

Same Storesoftened. The weighted average square foot occupancy remained strong at 93.8%for our Same Store Facilities was 93.3% for 2023, representing a decrease of 1.6%, 94.5% and 94.4%  during 2017, 2016 and 2015, respectively, as move-out volumes declined in 2017, partially offsetting lowercompared to 2022. During 2023, we lowered move-in volume.    

We believe that high occupancies help maximize our rental income.  We seek to maintain a weighted average square foot occupancy level of at least 90%, by regularly adjusting the rental rates and promotions offeredincreased promotional activity and advertising spending to attract new tenants as well as adjustingincrease move-in activity at our marketing efforts on both television andfacilities, which led to a year-over-year 8.8% increase in move-in volumes that more than offset the Internetyear-over-year 5.9% increase in order to generate sufficient move-in volume to replace tenants that vacate.

Increasing rental rates to existing tenants, generally on an annual basis, is a key componentmove-out volumes. Move-in volumes net of our revenue growth.  We determine the level of rental increases based upon our expectations regarding the impact of existing tenant rate increases on incremental move-outs.  Rental rate increases to existing tenantsmove-out volumes were higher in 2017 have been similar to 2016, and we expect rate increases to existing tenants in 2018 to be similar to 2017. 

Annual contract rent per occupied foot increased 3.0% from December 31, 2016 to December 31, 2017,2023 as compared to a 4.9% increase from2022, which reduced the year-over-year decline in occupancy levels between December 31, 2015 to2022 and December 31, 2016.  These year-over-year increases2023.

Move-out activities from our tenants were primarily driven by annual rate increases given to existing tenants, partially offset by the net impact of replacing vacating tenants with new tenants with lower contract rates, or “rent roll down.”  The reductionhigher in the year over year growth in average contract rent per occupied foot to 3.0% from 4.9% is due primarily to a greater degree of rent roll down. 

During 2017 and 2016, the annual contract rent for tenants who moved in was flat at $14.67 per foot, and the annual contract rent for tenants who moved out increased 2.8% to $16.10 per foot2023 as compared to $15.66 per foot for 2016.  During 2016,2022, returning to 2019 levels, which were not impacted by the annual contract rent forCOVID-19 pandemic. Average length of stay of our tenants who movedremained at similar high levels in increased 1.4% to $14.67 per foot2023 as compared to $14.47 in 2015, and2022, which supported our revenue growth by contributing to the annual contract rentnumber of tenants eligible for tenants who moved out increased 4.1% to $15.66 per foot as compared to $15.05 per foot for 2015. 

rental rate increases.

31

32


In order to stimulate move-in volume, we often give promotional discounts, generally in the form of a “$1.00 rent for the first month” offer.  Promotional discounts, based upon the move-in contractual rates for the related promotional period, totaled $83.6 million, $87.1 million and $86.6 million for 2017, 2016 and 2015, respectively, and are recorded as a reduction to revenue.   

Demand is higher 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 winter monthssecond half of 2023 with decreased demand during the fall and as a result, rental rates charged to new tenants are typically higher in the summer months than in the winter months. Demand fluctuates due to various local and regional factors, including the overall economy. Demand intofor our systemfacilities is also impacted by new supply of self-storage space as well asand alternatives to self-storage.

We believe rental growth in 2018 will come primarily

Industry-wide demand from continued annual rent increases to existing tenants.  Our future rental growth will also be dependent upon many factorsnew customers for each market that we operate in, including demand for self-storagestorage 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 self-storage spacestabilizing 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 length of stay of our tenants. 

We believe that the current trends in move-in, move-out, in place contractual rentsannual contract rent per square foot and occupancy levels are consistent with continued moderate revenue growth in 2018.  However, there can be no assurance of continued revenue growth, because current trends, when viewed in the short-run, are volatile and not necessarily predictive of our revenues going forward because they are subject to many short-term factors.  Such factors include initial move-in rates, seasonal factors, the unit size and geographical mix of the specifictotal square footage for tenants moving in orand moving out during the lengthyears 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 stay of the tenants moving in or moving out, changes in our pricing strategies,who receive the level of consumer demand, competition from newly developed facilities, and the degree and timing of rate increases previously passed to existing tenants.

We are taking a number of actions to improve demand into our system, including (i) increasing marketing spend on the Internet, and (ii) reducing rental rates and continuing to offer promotional discounts to new tenants.  Even if these actions are successful in improving demand into our system, in at least the near term, we believe these actions may have a negative impact on our revenue trends due to less growth in initial rental rates and increased promotional discounts.

discount.

Year Ended December 31,Year Ended December 31,
20232022Change20222021Change
(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 6.1%
Square footage110,958 101,956 8.8%101,956 97,487 4.6%
Contract rents gained from move-ins$1,732,054 $1,847,443 (6.2)%$1,847,443 $1,665,078 11.0%
Promotional discounts given$57,778 $52,114 10.9%$52,114 $43,433 20.0%
Tenants moving out during the period:
Average annual contract rent per square foot$21.34 $20.63 3.4%$20.63 $17.47 18.1%
Square footage111,882 105,663 5.9%105,663 96,234 9.8%
Contract rents lost from move-outs$2,387,562 $2,179,828 9.5%$2,179,828 $1,681,208 29.7%

33


Analysis of Same Store Cost of Operations

Cost of operations (excluding depreciation and amortization) increased 3.4%4.7% and 5.7% in 20172023 and 2022, respectively, in each case as compared to 2016,the previous year. The increase in 2023 is due primarily to increased property tax expense, advertising and sellingmarketing expense, and repairs and maintenance expense (excluding snow removal cost), partially offset by reduced snow removal cost.  Cost of operations increased by 2.5%other direct property costs, while the increase in 2016 as compared to 2015,2022 is due primarily to increased property tax expense, on-sitemarketing expense, other direct property manager payroll,costs, and repairs and maintenance expense (excluding snow removal cost), partially offset by reduced snow removal cost. 

centralized management costs.

Property tax expense increased 4.0%3.4% and 4.1% in 20172023 and 2022, respectively, in each case as compared to 2016 and by 4.8% in 2016 as compared to 2015, due primarily to higher assessed values.  We expect property tax expense growth of approximately 4.5% in 2018 due primarily to higher assessed values and changes in tax rates.

On-site property manager payroll expense increased 1.0% in 2017  as compared to 2016 due primarily to higher wage rates and by 3.4% in 2016 as compared to 2015, due primarily to reductions in prior estimates of workers compensation costs recorded in 2015, higher employee health care expenses experienced in 2016 and higher wage rates.  We expect on-site property manager payroll expense to increase on an inflationary basis in 2018.

Supervisory payroll expense, which represents compensation paid to the management personnel who directly and indirectly supervise the on-site property managers, increased 2.9% in 2017 as compared to 2016 and in 2016 as compared to 2015, due primarily to higher wage rates and increased headcount.  We expect inflationary increases in wage rates and stable headcount in 2018. 

32


Repairs and maintenance expense increased 4.8% in 2017 as compared to 2016 and decreased 5.5% in 2016  as compared to 2015.  Repair and maintenance costs include snow removal expense totaling $3.1 million, $4.2 million and $9.8 million in 2017, 2016 and 2015, respectively.  Excluding snow removal costs, repairs and maintenance increased 8.2% in 2017 as compared to 2016 and 8.0% in 2016 as compared to 2015.

Repairs and maintenance expense levels are dependent upon many factors such as weather conditions, which can impact repair and maintenance needs including snow removal, inflation in material and labor costs, and random events.  We expect inflationary increases in repairs and maintenance expense in 2018, excluding snow removal expense, which is primarily weather dependent and not predictable. 

Our utility expenses are comprised primarily of electricity costs, which are dependent upon energy prices and usage levels.  Changes in usage levels are driven primarily by weather and temperature.  Utility expense decreased 0.7% in 2017  as compared to 2016 and 3.5% in 2016 as compared to 2015.  The decrease in 2016 over 2015 is due primarily to lower usageprevious year, as a result of milder weather.  It is difficult to estimate future utility costs, because weather, temperature, and energy prices are volatile and not predictable. 

Advertising and sellinghigher assessed values.

Marketing expense is comprised principally ofincludes Internet advertising, television advertising and the operating costs of our telephone reservation center. Advertising and sellingInternet 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. Television andThese factors are volatile; accordingly, Internet advertising in particular, can increase or decrease significantly in the short term.  Advertisingshort-term. We increased marketing expense by 44.5% and selling expenses increased 10.1%15.5% in 20172023 and 2022, respectively, in each case as compared to 2016 due primarilythe previous year, by utilizing a higher volume of online paid search programs to increased Internet marketing expenditures.  Advertising and selling expenses increased 0.4% in 2016 as comparedattract new tenants. We plan to 2015.  We expect moderate increases incontinue to use internet advertising and selling expenseother advertising channels to support move-in volumes in 2018. 

2024.

Other direct property costs include administrative expenses incurred at thespecific to each self-storage facilities,facility, such as property insurance,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 3.7%8.8% in 20172023 as compared to 20162022 and 3.6%10.1% in 20162022 as compared to 2015.  The2021. These increases were due primarily to higheran increase in credit card fees due toas a higher proportionresult of collections being received fromyear-over-year increases in revenues, combined with a long-term trend of more customers paying with credit cards and higher revenues.  We expect inflationary increases inrather than cash, checks, or other direct propertymethods of payment with lower transaction costs.
Centralized management costs in 2018.  

Allocated overhead represents administrative and cash compensation expenses for shared general corporate functions which are allocated to self-storage property operations to the extent their efforts are devoted to self-storage operations. Such functions include information technology human resources,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, marketing,legal costs, and costs of senior executives (other than the Chief Executive Officer and Chief Financial Officer, which are includedfrom field management executives. Centralized management costs decreased 5.0% in general and administrative expense).  Allocated overhead increased 5.1% in 20172023 as compared to 2016, due to2022 and increased headcount and information technology expenses, offset partially by the timing of our annual sales conference.  Allocated overhead increased 4.5%12.3% in 20162022 as compared to 20152021. 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 additionalan increase in technology and data team costs of our annual field staff sales meetings and increased compensation costs.  We expect greater than inflationary increases in allocated overhead in 2018 due primarily to increased information technology expenses. 

Analysis of Same Store Depreciation and Amortization

Depreciation and amortization for Same Store Facilities decreased 1.5%  in 2017 as compared to 2016 and 4.8% in 2016 as compared to 2015.  We expect depreciation to be flat in 2018 as compared to 2017.

The following table summarizes selected quarterly financial data with respect to the Same Store Facilities:

that support property operations.

33

34




 

 

 

 

 

 

 

 

 

 

 

 

 

 



For the Quarter Ended

 

 

 



March 31

 

June 30

 

September 30

 

December 31

 

Entire Year



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

Total revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

$

533,706 

 

$

546,543 

 

$

564,394 

 

$

551,730 

 

$

2,196,373 

2016

$

512,971 

 

$

528,820 

 

$

551,418 

 

$

540,147 

 

$

2,133,356 

2015

$

480,263 

 

$

497,560 

 

$

523,090 

 

$

514,800 

 

$

2,015,713 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total cost of operations:

 

 

 

 

 

 

 

 

 

 

 

 

2017

$

148,032 

 

$

146,341 

 

$

147,498 

 

$

117,068 

 

$

558,939 

2016

$

142,437 

 

$

138,788 

 

$

145,145 

 

$

114,154 

 

$

540,524 

2015

$

146,256 

 

$

133,147 

 

$

136,510 

 

$

111,539 

 

$

527,452 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property taxes:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

$

55,889 

 

$

56,200 

 

$

55,874 

 

$

31,665 

 

$

199,628 

2016

$

53,555 

 

$

53,765 

 

$

53,479 

 

$

31,113 

 

$

191,912 

2015

$

51,170 

 

$

51,151 

 

$

50,674 

 

$

30,141 

 

$

183,136 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Repairs and maintenance:

 

 

 

 

 

 

 

 

 

 

 

 

2017

$

11,639 

 

$

11,341 

 

$

11,380 

 

$

11,934 

 

$

46,294 

2016

$

11,420 

 

$

10,590 

 

$

11,042 

 

$

11,126 

 

$

44,178 

2015

$

16,487 

 

$

9,219 

 

$

10,467 

 

$

10,572 

 

$

46,745 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Advertising and selling expense:

 

 

 

 

 

 

 

 

 

 

 

 

2017

$

6,741 

 

$

8,052 

 

$

6,901 

 

$

6,749 

 

$

28,443 

2016

$

5,187 

 

$

5,678 

 

$

7,693 

 

$

7,266 

 

$

25,824 

2015

$

6,339 

 

$

5,694 

 

$

7,113 

 

$

6,568 

 

$

25,714 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

REVPAF:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

$

15.65 

 

$

16.05 

 

$

16.56 

 

$

16.18 

 

$

16.11 

2016

$

15.01 

 

$

15.52 

 

$

16.14 

 

$

15.83 

 

$

15.63 

2015

$

14.06 

 

$

14.59 

 

$

15.30 

 

$

15.06 

 

$

14.75 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average realized annual rent per occupied square foot:

 

 

 

2017

$

16.83 

 

$

17.00 

 

$

17.52 

 

$

17.40 

 

$

17.19 

2016

$

16.04 

 

$

16.29 

 

$

16.95 

 

$

16.89 

 

$

16.54 

2015

$

15.08 

 

$

15.32 

 

$

16.06 

 

$

16.07 

 

$

15.63 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average occupancy levels for the period:

 

 

 

 

 

 

 

 

2017

 

93.1% 

 

 

94.6% 

 

 

94.5% 

 

 

93.1% 

 

 

93.8% 

2016

 

93.6% 

 

 

95.4% 

 

 

95.3% 

 

 

93.8% 

 

 

94.5% 

2015

 

93.3% 

 

 

95.3% 

 

 

95.3% 

 

 

93.8% 

 

 

94.4% 

34


Analysis of Market Trends

The following table setstables set forth selected market trends in our Same Store Facilities:



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Same Store Facilities Operating Trends by Market

 

 

 

 

 

 

 

 

 

 

 

 

 

 



Year Ended December 31,

 

Year Ended December 31,



 

2017

 

 

2016

 

Change

 

2016

 

2015

 

Change



(Amounts in thousands, except for weighted average data)

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Los Angeles (201 facilities)

$

333,020 

 

$

315,958 

 

5.4% 

 

$

315,958 

 

$

294,027 

 

7.5% 

San Francisco (123 facilities)

 

183,969 

 

 

177,075 

 

3.9% 

 

 

177,075 

 

 

165,907 

 

6.7% 

New York (84 facilities)

 

141,535 

 

 

138,055 

 

2.5% 

 

 

138,055 

 

 

133,213 

 

3.6% 

Chicago (129 facilities)

 

120,500 

 

 

120,344 

 

0.1% 

 

 

120,344 

 

 

117,848 

 

2.1% 

Washington DC (84 facilities)

 

107,096 

 

 

105,602 

 

1.4% 

 

 

105,602 

 

 

102,529 

 

3.0% 

Miami (76 facilities)

 

102,509 

 

 

101,350 

 

1.1% 

 

 

101,350 

 

 

95,587 

 

6.0% 

Atlanta (98 facilities)

 

82,052 

 

 

79,840 

 

2.8% 

 

 

79,840 

 

 

73,861 

 

8.1% 

Seattle-Tacoma (69 facilities)

 

81,327 

 

 

77,575 

 

4.8% 

 

 

77,575 

 

 

71,201 

 

9.0% 

Houston (74 facilities)

 

67,798 

 

 

69,061 

 

(1.8)%

 

 

69,061 

 

 

67,843 

 

1.8% 

Dallas-Ft. Worth (81 facilities)

 

67,098 

 

 

66,277 

 

1.2% 

 

 

66,277 

 

 

61,851 

 

7.2% 

Philadelphia (56 facilities)

 

54,087 

 

 

51,908 

 

4.2% 

 

 

51,908 

 

 

49,275 

 

5.3% 

Orlando-Daytona (62 facilities)

 

51,123 

 

 

48,556 

 

5.3% 

 

 

48,556 

 

 

45,143 

 

7.6% 

West Palm Beach (41 facilities)

 

50,096 

 

 

48,069 

 

4.2% 

 

 

48,069 

 

 

44,196 

 

8.8% 

Minneapolis-St Paul

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(44 facilities)

 

44,514 

 

 

43,300 

 

2.8% 

 

 

43,300 

 

 

41,425 

 

4.5% 

Portland (40 facilities)

 

38,529 

 

 

37,410 

 

3.0% 

 

 

37,410 

 

 

34,559 

 

8.2% 

All other markets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(780 facilities)

 

671,120 

 

 

652,976 

 

2.8% 

 

 

652,976 

 

 

617,248 

 

5.8% 

Total revenues

$

2,196,373 

 

$

2,133,356 

 

3.0% 

 

$

2,133,356 

 

$

2,015,713 

 

5.8% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Los Angeles

$

277,084 

 

$

261,287 

 

6.0% 

 

$

261,287 

 

$

240,762 

 

8.5% 

San Francisco

 

150,483 

 

 

144,860 

 

3.9% 

 

 

144,860 

 

 

134,913 

 

7.4% 

New York

 

102,579 

 

 

99,886 

 

2.7% 

 

 

99,886 

 

 

96,222 

 

3.8% 

Chicago

 

70,445 

 

 

71,264 

 

(1.1)%

 

 

71,264 

 

 

68,433 

 

4.1% 

Washington DC

 

80,674 

 

 

80,684 

 

(0.0)%

 

 

80,684 

 

 

78,339 

 

3.0% 

Miami

 

78,112 

 

 

77,667 

 

0.6% 

 

 

77,667 

 

 

72,264 

 

7.5% 

Atlanta

 

60,724 

 

 

59,360 

 

2.3% 

 

 

59,360 

 

 

53,723 

 

10.5% 

Seattle-Tacoma

 

64,139 

 

 

61,393 

 

4.5% 

 

 

61,393 

 

 

55,750 

 

10.1% 

Houston

 

44,712 

 

 

46,698 

 

(4.3)%

 

 

46,698 

 

 

46,876 

 

(0.4)%

Dallas-Ft. Worth

 

47,662 

 

 

47,300 

 

0.8% 

 

 

47,300 

 

 

43,292 

 

9.3% 

Philadelphia

 

38,290 

 

 

36,866 

 

3.9% 

 

 

36,866 

 

 

33,856 

 

8.9% 

Orlando-Daytona

 

37,847 

 

 

35,457 

 

6.7% 

 

 

35,457 

 

 

32,277 

 

9.9% 

West Palm Beach

 

37,196 

 

 

35,927 

 

3.5% 

 

 

35,927 

 

 

32,591 

 

10.2% 

Minneapolis-St. Paul

 

30,969 

 

 

30,221 

 

2.5% 

 

 

30,221 

 

 

28,679 

 

5.4% 

Portland

 

30,174 

 

 

29,351 

 

2.8% 

 

 

29,351 

 

 

26,890 

 

9.2% 

All other markets

 

486,344 

 

 

474,611 

 

2.5% 

 

 

474,611 

 

 

443,394 

 

7.0% 

Total net operating income

$

1,637,434 

 

$

1,592,832 

 

2.8% 

 

$

1,592,832 

 

$

1,488,261 

 

7.0% 

35




 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Same Store Facilities Operating Trends by Market (Continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 



 

Year Ended December 31,

 

Year Ended December 31,



 

2017

 

2016

 

Change

 

2016

 

2015

 

Change

Weighted average square foot

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 occupancy:

 

Los Angeles

 

95.7% 

 

 

96.0% 

 

(0.3)%

 

 

96.0% 

 

 

95.6% 

 

0.4% 

San Francisco

 

95.4% 

 

 

96.0% 

 

(0.6)%

 

 

96.0% 

 

 

96.0% 

 

0.0% 

New York

 

94.3% 

 

 

94.6% 

 

(0.3)%

 

 

94.6% 

 

 

94.7% 

 

(0.1)%

Chicago

 

91.2% 

 

 

92.3% 

 

(1.2)%

 

 

92.3% 

 

 

92.7% 

 

(0.4)%

Washington DC

 

92.7% 

 

 

93.2% 

 

(0.5)%

 

 

93.2% 

 

 

92.7% 

 

0.5% 

Miami

 

93.5% 

 

 

94.9% 

 

(1.5)%

 

 

94.9% 

 

 

94.7% 

 

0.2% 

Atlanta

 

93.5% 

 

 

94.7% 

 

(1.3)%

 

 

94.7% 

 

 

94.3% 

 

0.4% 

Seattle-Tacoma

 

94.8% 

 

 

95.9% 

 

(1.1)%

 

 

95.9% 

 

 

95.3% 

 

0.6% 

Houston

 

91.6% 

 

 

92.3% 

 

(0.8)%

 

 

92.3% 

 

 

94.2% 

 

(2.0)%

Dallas-Ft. Worth

 

93.2% 

 

 

94.8% 

 

(1.7)%

 

 

94.8% 

 

 

95.0% 

 

(0.2)%

Philadelphia

 

94.7% 

 

 

94.5% 

 

0.2% 

 

 

94.5% 

 

 

93.8% 

 

0.7% 

Orlando-Daytona

 

95.0% 

 

 

95.1% 

 

(0.1)%

 

 

95.1% 

 

 

95.1% 

 

0.0% 

West Palm Beach

 

94.7% 

 

 

95.4% 

 

(0.7)%

 

 

95.4% 

 

 

95.1% 

 

0.3% 

Minneapolis-St. Paul

 

92.4% 

 

 

92.7% 

 

(0.3)%

 

 

92.7% 

 

 

92.4% 

 

0.3% 

Portland

 

95.3% 

 

 

96.6% 

 

(1.3)%

 

 

96.6% 

 

 

96.5% 

 

0.1% 

All other markets

 

93.7% 

 

 

94.4% 

 

(0.7)%

 

 

94.4% 

 

 

94.2% 

 

0.2% 

Total weighted average

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

square foot occupancy

 

93.8% 

 

 

94.5% 

 

(0.7)%

 

 

94.5% 

 

 

94.4% 

 

0.1% 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Realized annual rent per

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 occupied square foot:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Los Angeles

$

24.72 

 

$

23.35 

 

5.9% 

 

$

23.35 

 

$

21.79 

 

7.2% 

San Francisco

 

25.38 

 

 

24.25 

 

4.7% 

 

 

24.25 

 

 

22.68 

 

6.9% 

New York

 

24.78 

 

 

24.08 

 

2.9% 

 

 

24.08 

 

 

23.18 

 

3.9% 

Chicago

 

15.56 

 

 

15.33 

 

1.5% 

 

 

15.33 

 

 

14.96 

 

2.5% 

Washington DC

 

21.15 

 

 

20.70 

 

2.2% 

 

 

20.70 

 

 

20.21 

 

2.4% 

Miami

 

19.93 

 

 

19.35 

 

3.0% 

 

 

19.35 

 

 

18.29 

 

5.8% 

Atlanta

 

12.85 

 

 

12.33 

 

4.2% 

 

 

12.33 

 

 

11.45 

 

7.7% 

Seattle-Tacoma

 

18.97 

 

 

17.85 

 

6.3% 

 

 

17.85 

 

 

16.46 

 

8.4% 

Houston

 

13.95 

 

 

14.03 

 

(0.6)%

 

 

14.03 

 

 

13.53 

 

3.7% 

Dallas-Ft. Worth

 

13.37 

 

 

12.99 

 

2.9% 

 

 

12.99 

 

 

12.09 

 

7.4% 

Philadelphia

 

15.66 

 

 

15.04 

 

4.1% 

 

 

15.04 

 

 

14.38 

 

4.6% 

Orlando-Daytona

 

13.33 

 

 

12.61 

 

5.7% 

 

 

12.61 

 

 

11.72 

 

7.6% 

West Palm Beach

 

17.92 

 

 

17.00 

 

5.4% 

 

 

17.00 

 

 

15.67 

 

8.5% 

Minneapolis-St. Paul

 

14.66 

 

 

14.19 

 

3.3% 

 

 

14.19 

 

 

13.62 

 

4.2% 

Portland

 

18.56 

 

 

17.76 

 

4.5% 

 

 

17.76 

 

 

16.41 

 

8.2% 

All other markets

 

14.00 

 

 

13.50 

 

3.7% 

 

 

13.50 

 

 

12.78 

 

5.6% 

Total realized rent per

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

occupied square foot

$

17.19 

 

$

16.54 

 

3.9% 

 

$

16.54 

 

$

15.63 

 

5.8% 

36




 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Same Store Facilities Operating Trends by Market (Continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 



 

Year Ended December 31,

 

Year Ended December 31,



 

2017

 

2016

 

Change

 

2016

 

2015

 

Change

REVPAF:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Los Angeles

$

23.64 

 

$

22.42 

 

5.4% 

 

$

22.42 

 

$

20.84 

 

7.6% 

San Francisco

 

24.20 

 

 

23.29 

 

3.9% 

 

 

23.29 

 

 

21.78 

 

6.9% 

New York

 

23.37 

 

 

22.78 

 

2.6% 

 

 

22.78 

 

 

21.96 

 

3.7% 

Chicago

 

14.19 

 

 

14.16 

 

0.2% 

 

 

14.16 

 

 

13.88 

 

2.0% 

Washington DC

 

19.61 

 

 

19.28 

 

1.7% 

 

 

19.28 

 

 

18.74 

 

2.9% 

Miami

 

18.63 

 

 

18.37 

 

1.4% 

 

 

18.37 

 

 

17.32 

 

6.1% 

Atlanta

 

12.01 

 

 

11.68 

 

2.8% 

 

 

11.68 

 

 

10.80 

 

8.1% 

Seattle-Tacoma

 

17.98 

 

 

17.12 

 

5.0% 

 

 

17.12 

 

 

15.69 

 

9.1% 

Houston

 

12.77 

 

 

12.96 

 

(1.5)%

 

 

12.96 

 

 

12.74 

 

1.7% 

Dallas-Ft. Worth

 

12.45 

 

 

12.31 

 

1.1% 

 

 

12.31 

 

 

11.48 

 

7.2% 

Philadelphia

 

14.83 

 

 

14.22 

 

4.3% 

 

 

14.22 

 

 

13.49 

 

5.4% 

Orlando-Daytona

 

12.67 

 

 

12.00 

 

5.6% 

 

 

12.00 

 

 

11.15 

 

7.6% 

West Palm Beach

 

16.96 

 

 

16.23 

 

4.5% 

 

 

16.23 

 

 

14.91 

 

8.9% 

Minneapolis-St. Paul

 

13.55 

 

 

13.15 

 

3.0% 

 

 

13.15 

 

 

12.58 

 

4.5% 

Portland

 

17.69 

 

 

17.15 

 

3.1% 

 

 

17.15 

 

 

15.83 

 

8.3% 

All other markets

 

13.11 

 

 

12.74 

 

2.9% 

 

 

12.74 

 

 

12.03 

 

5.9% 

Total REVPAF

$

16.11 

 

$

15.63 

 

3.1% 

 

$

15.63 

 

$

14.75 

 

6.0% 

We believe that our geographic diversification and scale provide some insulation from localized economic effects and add to the stability of our cash flows.  It is difficult to predict localized trends in short-term self-storage demand and operating results.  Over the long run, we believe that markets that experience population growth, high employment, and otherwise exhibit economic strength and consistency will outperform markets that do not exhibit these characteristics. 

Non Same Store Facilities

The Non Same Store Facilities at December 31, 2017Operating Trends by Market

 As of December 31, 2023Year Ended December 31,
 Number
of
Facilities
Square
Feet
(millions)
Realized Rent per
Occupied Square Foot
Average OccupancyRealized Rent per
Available Square Foot
 20232022Change20232022Change20232022Change
Los Angeles21415.5$35.92 $32.40 10.9 %95.4 %96.9 %(1.5)%$34.28 $31.38 9.2 %
San Francisco1297.932.41 31.28 3.6 %94.4 %95.2 %(0.8)%30.59 29.78 2.7 %
New York926.832.13 30.51 5.3 %93.3 %94.3 %(1.1)%29.99 28.78 4.2 %
Miami866.230.10 28.09 7.2 %93.6 %95.6 %(2.1)%28.16 26.86 4.8 %
Seattle-Tacoma896.026.05 25.06 4.0 %92.6 %94.1 %(1.6)%24.11 23.57 2.3 %
Washington DC905.526.55 25.42 4.4 %92.7 %93.4 %(0.7)%24.60 23.74 3.6 %
Dallas-Ft. Worth1117.618.49 17.16 7.8 %92.2 %94.4 %(2.3)%17.05 16.21 5.2 %
Chicago1308.220.24 19.27 5.0 %93.0 %93.6 %(0.6)%18.83 18.04 4.4 %
Atlanta1026.718.01 17.26 4.3 %90.9 %93.7 %(3.0)%16.37 16.18 1.2 %
Houston1017.516.99 15.79 7.6 %92.0 %93.5 %(1.6)%15.62 14.77 5.8 %
Orlando-Daytona694.419.65 17.96 9.4 %93.3 %95.9 %(2.7)%18.34 17.22 6.5 %
Philadelphia563.521.48 20.92 2.7 %93.0 %94.4 %(1.5)%19.99 19.75 1.2 %
West Palm Beach392.826.45 25.01 5.8 %93.6 %95.8 %(2.3)%24.75 23.96 3.3 %
Tampa533.519.97 18.87 5.8 %91.9 %95.1 %(3.4)%18.35 17.94 2.3 %
Charlotte523.916.13 14.99 7.6 %93.0 %95.0 %(2.1)%15.00 14.24 5.3 %
All other markets92658.918.68 17.77 5.1 %93.3 %94.7 %(1.5)%17.43 16.83 3.6 %
Totals2,339154.9$22.93 $21.58 6.3 %93.3 %94.8 %(1.6)%$21.38 $20.45 4.5 %
35


Same Store Facilities Operating Trends by Market (Continued)
 Year Ended December 31,
 Revenues ($000's)Direct Expenses ($000's)Indirect Expenses ($000's)Net Operating Income ($000's)
 20232022Change20232022Change20232022Change20232022Change
Los Angeles$544,762 $498,061 9.4 %$71,101 $64,052 11.0 %$10,876 $11,814 (7.9)%$462,785 $422,195 9.6 %
San Francisco246,744 240,098 2.8 %38,245 35,401 8.0 %5,936 6,680 (11.1)%202,563 198,017 2.3 %
New York208,547 199,749 4.4 %50,183 47,189 6.3 %4,771 5,566 (14.3)%153,593 146,994 4.5 %
Miami179,868 170,961 5.2 %34,243 30,384 12.7 %4,023 4,211 (4.5)%141,602 136,366 3.8 %
Seattle-Tacoma149,262 145,924 2.3 %26,996 24,710 9.3 %3,831 4,097 (6.5)%118,435 117,117 1.1 %
Washington DC140,686 135,483 3.8 %28,923 27,850 3.9 %4,029 4,140 (2.7)%107,734 103,493 4.1 %
Dallas-Ft. Worth135,451 128,468 5.4 %29,189 28,771 1.5 %4,563 4,844 (5.8)%101,699 94,853 7.2 %
Chicago159,959 152,859 4.6 %60,448 57,285 5.5 %5,512 5,956 (7.5)%93,999 89,618 4.9 %
Atlanta115,727 113,863 1.6 %23,410 22,474 4.2 %4,479 4,795 (6.6)%87,838 86,594 1.4 %
Houston121,981 115,142 5.9 %31,620 31,534 0.3 %4,262 4,637 (8.1)%86,099 78,971 9.0 %
Orlando-Daytona83,774 78,622 6.6 %16,429 14,883 10.4 %3,172 3,487 (9.0)%64,173 60,252 6.5 %
Philadelphia73,611 72,597 1.4 %15,874 15,685 1.2 %2,489 2,717 (8.4)%55,248 54,195 1.9 %
West Palm Beach71,441 69,122 3.4 %15,551 13,847 12.3 %1,982 2,022 (2.0)%53,908 53,253 1.2 %
Tampa66,996 65,397 2.4 %15,097 13,574 11.2 %2,352 2,478 (5.1)%49,547 49,345 0.4 %
Charlotte61,705 58,424 5.6 %11,246 9,752 15.3 %2,073 2,413 (14.1)%48,386 46,259 4.6 %
All other markets1,067,353 1,029,053 3.7 %228,268 213,959 6.7 %41,096 45,198 (9.1)%797,989 769,896 3.6 %
Totals$3,427,867 $3,273,823 4.7 %$696,823 $651,350 7.0 %$105,446 $115,055 (8.4)%$2,625,598 $2,507,418 4.7 %
36


Same Store Facilities Operating Trends by Market (Continued)
 As of December 31, 2023Year Ended December 31,
 Number
of
Facilities
Square
Feet
(millions)
Realized Rent per
Occupied Square Foot
Average OccupancyRealized Rent per
Available Square Foot
 20222021Change20222021Change20222021Change
Los Angeles21415.5$32.40 $27.17 19.2 %96.9 %98.1 %(1.2)%$31.38 $26.66 17.7 %
San Francisco1297.931.28 27.93 12.0 %95.2 %97.2 %(2.1)%29.78 27.13 9.8 %
New York926.830.51 27.25 12.0 %94.3 %96.1 %(1.9)%28.78 26.20 9.8 %
Miami866.228.09 22.37 25.6 %95.6 %97.0 %(1.4)%26.86 21.70 23.8 %
Seattle-Tacoma896.025.06 21.84 14.7 %94.1 %95.2 %(1.2)%23.57 20.79 13.4 %
Washington DC905.525.42 22.65 12.2 %93.4 %95.3 %(2.0)%23.74 21.58 10.0 %
Dallas-Ft. Worth1117.617.16 14.51 18.3 %94.4 %95.6 %(1.3)%16.21 13.86 17.0 %
Chicago1308.219.27 16.61 16.0 %93.6 %95.7 %(2.2)%18.04 15.90 13.5 %
Atlanta1026.717.26 14.35 20.3 %93.7 %96.0 %(2.4)%16.18 13.78 17.4 %
Houston1017.515.79 13.38 18.0 %93.5 %94.2 %(0.7)%14.77 12.61 17.1 %
Orlando-Daytona694.417.96 14.87 20.8 %95.9 %95.7 %0.2 %17.22 14.23 21.0 %
Philadelphia563.520.92 18.55 12.8 %94.4 %97.1 %(2.8)%19.75 18.02 9.6 %
West Palm Beach392.825.01 20.80 20.2 %95.8 %96.9 %(1.1)%23.96 20.15 18.9 %
Tampa533.518.87 15.49 21.8 %95.1 %96.2 %(1.1)%17.94 14.90 20.4 %
Charlotte523.914.99 12.41 20.8 %95.0 %95.9 %(0.9)%14.24 11.90 19.7 %
All other markets92658.917.77 15.34 15.8 %94.7 %96.1 %(1.5)%16.83 14.74 14.2 %
Totals2,339154.9$21.58 $18.49 16.7 %94.8 %96.2 %(1.5)%$20.45 $17.79 15.0 %

37


Same Store Facilities Operating Trends by Market (Continued)
 Year Ended December 31,
 Revenues ($000's)Direct Expenses ($000's)Indirect Expenses ($000's)Net Operating Income ($000's)
 20222021Change20222021Change20222021Change20222021Change
Los Angeles$498,061 $422,050 18.0 %$64,052 $59,751 7.2 %$11,814 $11,138 6.1 %$422,195 $351,161 20.2 %
San Francisco240,098 218,105 10.1 %35,401 34,184 3.6 %6,680 6,847 (2.4)%198,017 177,074 11.8 %
New York199,749 181,741 9.9 %47,189 44,890 5.1 %5,566 5,705 (2.4)%146,994 131,146 12.1 %
Miami170,961 138,184 23.7 %30,384 27,948 8.7 %4,211 4,405 (4.4)%136,366 105,831 28.9 %
Seattle-Tacoma145,924 128,517 13.5 %24,710 23,684 4.3 %4,097 4,271 (4.1)%117,117 100,562 16.5 %
Washington DC135,483 122,902 10.2 %27,850 26,531 5.0 %4,140 4,079 1.5 %103,493 92,292 12.1 %
Dallas-Ft. Worth128,468 109,607 17.2 %28,771 26,598 8.2 %4,844 4,972 (2.6)%94,853 78,037 21.5 %
Chicago152,859 134,392 13.7 %57,285 52,415 9.3 %5,956 5,834 2.1 %89,618 76,143 17.7 %
Atlanta113,863 96,698 17.8 %22,474 19,236 16.8 %4,795 4,923 (2.6)%86,594 72,539 19.4 %
Houston115,142 97,868 17.7 %31,534 30,179 4.5 %4,637 4,770 (2.8)%78,971 62,919 25.5 %
Orlando-Daytona78,622 64,982 21.0 %14,883 13,543 9.9 %3,487 3,284 6.2 %60,252 48,155 25.1 %
Philadelphia72,597 66,000 10.0 %15,685 15,105 3.8 %2,717 2,730 (0.5)%54,195 48,165 12.5 %
West Palm Beach69,122 58,021 19.1 %13,847 12,218 13.3 %2,022 2,119 (4.6)%53,253 43,684 21.9 %
Tampa65,397 54,289 20.5 %13,574 12,259 10.7 %2,478 2,495 (0.7)%49,345 39,535 24.8 %
Charlotte58,424 48,735 19.9 %9,752 9,460 3.1 %2,413 2,289 5.4 %46,259 36,986 25.1 %
All other markets1,029,053 899,507 14.4 %213,959 203,407 5.2 %45,198 43,479 4.0 %769,896 652,621 18.0 %
Totals$3,273,823 $2,841,598 15.2 %$651,350 $611,408 6.5 %$115,055 $113,340 1.5 %$2,507,418 $2,116,850 18.5 %

38


Acquired Facilities
The Acquired Facilities represent 345470 facilities that were not stabilized with respect to occupancies or rental rates since January 1, 2015, or that we did not own as of January 1, 2015.acquired in 2021, 2022, and 2023. As a result of the stabilization process and timing of when these facilities were newly acquired, or development activities were completed, year-over-year changes can be significant.

The following table summarizes operating data with respect to the Non Same StoreAcquired Facilities:

37

ACQUIRED FACILITIESYear Ended December 31,Year Ended December 31,
20232022Change (a)20222021Change (a)
($ amounts in thousands, except for per square foot amounts)
Revenues (b):
2021 Acquisitions$345,061$312,300$32,761$312,300$106,474$205,826
2022 Acquisitions50,10514,94535,16014,94514,945
2023 Acquisitions55,48755,487
    Total revenues450,653327,245123,408327,245106,474220,771
Cost of operations (b):
2021 Acquisitions104,665101,8592,806101,85932,70569,154
2022 Acquisitions19,9117,88512,0267,8857,885
2023 Acquisitions19,92219,922
    Total cost of operations144,498109,74434,754109,74432,70577,039
Net operating income:
2021 Acquisitions240,396210,44129,955210,44173,769136,672
2022 Acquisitions30,1947,06023,1347,0607,060
2023 Acquisitions35,56535,565
    Net operating income306,155217,50188,654217,50173,769143,732
Depreciation and amortization expense(323,796)(280,871)(42,925)(280,871)(131,998)(148,873)
   Net (loss) income$(17,641)$(63,370)$45,729$(63,370)$(58,229)$(5,141)
At December 31:
Square foot occupancy:
2021 Acquisitions81.5%83.1%(1.9)%83.1%79.9%4.0%
2022 Acquisitions82.2%79.4%3.5%79.4%—%—%
2023 Acquisitions83.1%—%—%—%—%—%
82.1%82.5%(0.5)%82.5%79.9%3.3%
Annual contract rent per occupied square foot:
2021 Acquisitions$18.72$17.815.1%$17.81$15.6214.0%
2022 Acquisitions13.0611.4813.8%11.48—%
2023 Acquisitions16.78—%—%
$17.41$16.734.1%$16.73$15.627.1%
Number of facilities:
2021 Acquisitions232232232232
2022 Acquisitions74747474
2023 Acquisitions164164
47030616430623274
Net rentable square feet (in thousands):
2021 Acquisitions (c)22,00921,90810121,90821,83078
2022 Acquisitions4,7404,726144,7264,726
2023 Acquisitions12,06712,067
38,81626,63412,18226,63421,8304,804
39




 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON SAME STORE

Year Ended December 31,

 

Year Ended December 31,

FACILITIES

2017

 

2016

 

Change

 

2016

 

2015

 

Change



(Dollar amounts in thousands, except square foot amounts)

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 acquisitions

$

5,577 

 

$

 -

 

$

5,577 

 

$

 -

 

$

 -

 

$

 -

2016 acquisitions

 

36,336 

 

 

18,174 

 

 

18,162 

 

 

18,174 

 

 

 -

 

 

18,174 

2015 acquisitions

 

16,935 

 

 

15,574 

 

 

1,361 

 

 

15,574 

 

 

6,255 

 

 

9,319 

Developed facilities

 

42,301 

 

 

23,405 

 

 

18,896 

 

 

23,405 

 

 

9,460 

 

 

13,945 

Other facilities

 

214,911 

 

 

215,319 

 

 

(408)

 

 

215,319 

 

 

204,097 

 

 

11,222 

    Total revenues

 

316,060 

 

 

272,472 

 

 

43,588 

 

 

272,472 

 

 

219,812 

 

 

52,660 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 acquisitions

 

2,006 

 

 

 -

 

 

2,006 

 

 

 -

 

 

 -

 

 

 -

2016 acquisitions

 

13,693 

 

 

6,455 

 

 

7,238 

 

 

6,455 

 

 

 -

 

 

6,455 

2015 acquisitions

 

5,298 

 

 

5,010 

 

 

288 

 

 

5,010 

 

 

2,067 

 

 

2,943 

Developed facilities

 

19,526 

 

 

10,932 

 

 

8,594 

 

 

10,932 

 

 

3,934 

 

 

6,998 

Other facilities

 

58,171 

 

 

54,984 

 

 

3,187 

 

 

54,984 

 

 

53,243 

 

 

1,741 

    Total cost of operations

 

98,694 

 

 

77,381 

 

 

21,313 

 

 

77,381 

 

 

59,244 

 

 

18,137 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 acquisitions

 

3,571 

 

 

 -

 

 

3,571 

 

 

 -

 

 

 -

 

 

 -

2016 acquisitions

 

22,643 

 

 

11,719 

 

 

10,924 

 

 

11,719 

 

 

 -

 

 

11,719 

2015 acquisitions

 

11,637 

 

 

10,564 

 

 

1,073 

 

 

10,564 

 

 

4,188 

 

 

6,376 

Developed facilities

 

22,775 

 

 

12,473 

 

 

10,302 

 

 

12,473 

 

 

5,526 

 

 

6,947 

Other facilities

 

156,740 

 

 

160,335 

 

 

(3,595)

 

 

160,335 

 

 

150,854 

 

 

9,481 

    Net operating income

 

217,366 

 

 

195,091 

 

 

22,275 

 

 

195,091 

 

 

160,568 

 

 

34,523 

Depreciation and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

amortization expense

 

(102,489)

 

 

(76,074)

 

 

(26,415)

 

 

(76,074)

 

 

(50,593)

 

 

(25,481)

Net income

$

114,877 

 

$

119,017 

 

$

(4,140)

 

$

119,017 

 

$

109,975 

 

$

9,042 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At December 31:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Square foot occupancy:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 acquisitions

 

87.3% 

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

2016 acquisitions

 

85.9% 

 

 

82.9% 

 

 

3.6% 

 

 

82.9% 

 

 

 -

 

 

 -

2015 acquisitions

 

92.4% 

 

 

90.8% 

 

 

1.8% 

 

 

90.8% 

 

 

85.3% 

 

 

6.4% 

Developed facilities

 

63.5% 

 

 

58.6% 

 

 

8.4% 

 

 

58.6% 

 

 

70.0% 

 

 

(16.3)%

Other facilities

 

82.8% 

 

 

89.0% 

 

 

(7.0)%

 

 

89.0% 

 

 

90.3% 

 

 

(1.4)%



 

79.9% 

 

 

82.8% 

 

 

(3.5)%

 

 

82.8% 

 

 

87.7% 

 

 

(5.6)%

Annual contract rent per

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

occupied square foot:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 acquisitions

$

14.63 

 

$

 -

 

 

 -

 

$

 -

 

$

 -

 

 

 -

2016 acquisitions

 

10.23 

 

 

9.99 

 

 

2.4% 

 

 

9.99 

 

 

 -

 

 

 -

2015 acquisitions

 

14.17 

 

 

13.73 

 

 

3.2% 

 

 

13.73 

 

 

12.87 

 

 

6.7% 

Developed facilities

 

13.33 

 

 

13.51 

 

 

(1.3)%

 

 

13.51 

 

 

12.45 

 

 

8.5% 

Other facilities

 

17.16 

 

 

16.89 

 

 

1.6% 

 

 

16.89 

 

 

16.17 

 

 

4.5% 



$

15.03 

 

$

15.07 

 

 

(0.3)%

 

$

15.07 

 

$

15.61 

 

 

(3.5)%

ACQUIRED FACILITIES (Continued)

38

As of
December 31, 2023
Costs to acquire (in thousands):  
2021 Acquisitions (c)$5,115,276
2022 Acquisitions730,957
2023 Acquisitions (d)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.



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON SAME STORE

Year Ended December 31,

 

 

Year Ended December 31,

FACILITIES (Continued)

2017

 

2016

 

Change

 

 

2016

 

2015

 

Change

Number of facilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 acquisitions

 

34 

 

 

 -

 

 

34 

 

 

 -

 

 

 -

 

 

 -

2016 acquisitions

 

55 

 

 

55 

 

 

 -

 

 

55 

 

 

 -

 

 

55 

2015 acquisitions

 

17 

 

 

17 

 

 

 -

 

 

17 

 

 

17 

 

 

 -

Developed facilities

 

52 

 

 

36 

 

 

16 

 

 

36 

 

 

20 

 

 

16 

Other facilities

 

187 

 

 

187 

 

 

 -

 

 

187 

 

 

187 

 

 

 -



 

345 

 

 

295 

 

 

50 

 

 

295 

 

 

224 

 

 

71 

Net rentable square feet (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 acquisitions

 

2,114 

 

 

 -

 

 

2,114 

 

 

 -

 

 

 -

 

 

 -

2016 acquisitions

 

4,177 

 

 

4,121 

 

 

56 

 

 

4,121 

 

 

 -

 

 

4,121 

2015 acquisitions

 

1,285 

 

 

1,285 

 

 

 -

 

 

1,285 

 

 

1,285 

 

 

 -

Developed facilities

 

6,059 

 

 

4,019 

 

 

2,040 

 

 

4,019 

 

 

1,878 

 

 

2,141 

Other facilities

 

14,677 

 

 

14,069 

 

 

608 

 

 

14,069 

 

 

13,935 

 

 

134 



 

28,312 

 

 

23,494 

 

 

4,818 

 

 

23,494 

 

 

17,098 

 

 

6,396 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The facilities included above under “2017 acquisitions”(b)Revenues and cost of operations do not include 22tenant 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 2017 at an aggregate costcash. Included in the 2023 Acquisition results in the table above are the Simply portfolio self-storage revenues of $149.8$44.4 million, NOI of $29.4 million (including Direct NOI of $31.2 million), and 12 stabilized facilities previously owned by a legacy institutional partnership.  We began consolidatingaverage square footage occupancy of 87.7% for 2023 since the 12 facilities effective December 31, 2017 whenacquisition on September 13, 2023.
During 2021, we acquired the remaining 74.25% interest thatezStorage 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 did not ownhave 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 partnership2021 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 $135.5 million.  For periods prior2023.
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, 2017, our existing 25.75% interest in2023. The following table summarizes operating data with respect to the partnership was reflected as Equity in Earnings of Real Estate Entities,Developed and fees for managing these properties were included in InterestExpanded Facilities:
DEVELOPED AND EXPANDED FACILITIES
Year Ended December 31,Year Ended December 31,
20232022Change (a)20222021Change (a)
($ amounts in thousands, except for per square foot amounts)
Revenues (b):
Developed in 2018$40,206$36,789$3,417$36,789$28,308$8,481
Developed in 201918,08116,4441,63716,44411,9214,523
Developed in 20207,6216,8387836,8383,4053,433
Developed in 202111,1348,3332,8018,3331,6026,731
Developed in 20226,8936876,206687687
Developed in 20231,0321,032
Expansions completed before 2022138,629127,29011,339127,29088,16839,122
Expansions completed in 2022 or 202327,69820,9146,78420,91420,400514
Expansions in process11,15613,704(2,548)13,70413,315389
     Total revenues262,450230,99931,451230,999167,11963,880
Cost of operations (b):
Developed in 201811,66210,74292010,7429,983759
Developed in 20195,6085,622(14)5,6225,240382
Developed in 20201,8841,7021821,7021,67923
Developed in 20213,8493,5393103,5391,5461,993
Developed in 20223,5637382,825738738
Developed in 20231,6381,638
Expansions completed before 202238,88537,5021,38337,50232,9454,557
Expansions completed in 2022 or 20239,6445,8053,8395,8055,370435
Expansions in process1,7982,155(357)2,1552,12728
     Total cost of operations78,53167,80510,72667,80558,8908,915
Net operating income (loss):
Developed in 201828,54426,0472,49726,04718,3257,722
Developed in 201912,47310,8221,65110,8226,6814,141
Developed in 20205,7375,1366015,1361,7263,410
Developed in 20217,2854,7942,4914,794564,738
Developed in 20223,330(51)3,381(51)(51)
Developed in 2023(606)(606)
Expansions completed before 202299,74489,7889,95689,78855,22334,565
Expansions completed in 2022 or 202318,05415,1092,94515,10915,03079
Expansions in process9,35811,549(2,191)11,54911,188361
     Net operating income183,919163,19420,725163,194108,22954,965
Depreciation and amortization expense(61,421)(54,115)(7,306)(54,115)(47,549)(6,566)
     Net income$122,498$109,079 $13,419 $109,079$60,680 $48,399 


41


DEVELOPED AND EXPANDED FACILITIES (Continued)
 As of December 31,As of December 31,
 20232022Change (a)20222021Change (a)
 ($ amounts in thousands, except for per square foot amounts)
Square foot occupancy:     
Developed in 201886.7%87.5%(0.9)%87.5%88.6%(1.2)%
Developed in 201984.6%87.3%(3.1)%87.3%87.3%—%
Developed in 202089.4%94.3%(5.2)%94.3%88.9%6.1%
Developed in 202181.5%82.4%(1.1)%82.4%48.8%68.9%
Developed in 202277.7%43.6%78.2%43.6%—%—%
Developed in 202327.9%—%—%—%—%—%
Expansions completed before 202286.4%87.0%(0.7)%87.0%85.0%2.4%
Expansions completed in 2022 or 202370.4%71.4%(1.4)%71.4%84.8%(15.8)%
Expansions in process63.4%86.2%(26.5)%86.2%96.5%(10.7)%
79.3%83.4%(4.9)%83.4%84.4%(1.2)%
Annual contract rent per occupied square foot:
Developed in 2018$21.32$20.842.3%$20.84$17.0822.0%
Developed in 201918.8318.193.5%18.1914.5824.8%
Developed in 202022.7321.754.5%21.7517.6723.1%
Developed in 202119.7818.049.6%18.0415.4117.1%
Developed in 202216.2013.8417.1%13.84—%
Developed in 20239.61—%—%
Expansions completed before 202218.3617.892.6%17.8914.9219.9%
Expansions completed in 2022 or 202318.8818.720.9%18.7218.192.9%
Expansions in process28.6630.93(7.3)%30.9328.299.3%
 $18.67$18.371.6%$18.37$15.6517.4%
Number of facilities: 
Developed in 201818181818
Developed in 201911111111
Developed in 20203333
Developed in 20216666
Developed in 20228888
Developed in 20231111
Expansions completed before 202261616161
Expansions completed in 2022 or 202322222222
Expansions in process5555
 145134111341268
Net rentable square feet (in thousands):     
Developed in 20182,0692,0692,0692,069
Developed in 20191,0571,0571,0571,057
Developed in 2020347347347347
Developed in 2021681681681681
Developed in 2022631631631631
Developed in 20231,0981,098
Expansions completed before 20228,3908,38288,3828,413(31)
Expansions completed in 2022 or 20232,3531,7715821,7711,216555
Expansions in process47542847428490(62)
 17,10115,3661,73515,36614,2731,093
42



 
As of
December 31, 2023
Costs to develop (in thousands): 
Developed in 2018$262,187
Developed in 2019150,387
Developed in 202042,063
Developed in 2021115,632
Developed in 2022100,089
Developed in 2023193,766
Expansions completed before 2022 (c)506,594
Expansions completed in 2022 or 2023 (c)268,449
 $1,639,167
(a)Represents the percentage change with respect to square foot occupancy and Other Income on our income statements.  

The facilities under “2016 acquisitions”annual contract rent per occupied square foot, and “2015 acquisitions” were acquired from third parties at athe absolute nominal change with respect to all other items.

(b)Revenues and cost of $429.1operations 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 $168.8 million, respectively.

For the year endedexpansions completed by December 31, 2017, the weighted average annualized yield on2023, we incurred a total cost based uponof $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 facilities acquired in eachdevelopment 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 2016elevated revenue growth as the tenant base matures and 2015 was 5.3% and 6.9%, respectively.  The yields for the facilities acquired in the year ended December 31, 2017 were not meaningful due to our limited ownership period.

higher rental rates are achieved.

We believe that our managementdevelopment and operating infrastructure allows us toredevelopment activities generate higher net operating income from newly acquired facilities than was achieved by the previous owners.  However, it can take 24 or more months for us to fully achieve the higher net operating income, and the ultimate levels of net operating income to be achieved can be affected by changes in general economic conditions.  As a result, there can be no assurance that we will achieve our expectations with respect to these newly acquired facilities. 

Since the beginning of 2013, we have opened newly developed facilities with a total cost of $678.6 million and redeveloped existing facilities, expanding their square footage, for a total cost of $208.8 million.  The newly developed facilities are included in “Developed facilities” and the redeveloped facilities are included in “Other facilities” in the table above.  We believe that our real estate development activities are beneficial to our businessfavorable risk-adjusted returns over the long run. However, in the short run, development activities dilute our earnings are diluted during the construction and stabilization period due to the three to four year period to reach a stabilized level of cash flows and the cost of capital to fund the development combined withcost, the related construction and development overhead expenses included in general and administrative expenses associated with development.  expense, and the net operating loss from newly developed facilities undergoing fill-up.

We believe this dilutiontypically 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 increasedepend on many factors, including local and current market conditions in 2018 becausethe vicinity of an increasedeach property and the level of net rentable square feet being addednew 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 our portfolio.

We expect the Non Same Store Facilities to continue to provide increased net operating income in 2018 asexpand these facilities, approach stabilized occupancy levels and the earningsdemolished a total of the 2017 acquisitions are reflected in our operations for a longer period in 2018 as compared to 2017. 

39


We also expect to increase the number and net rentable square feet of Non Same Store Facilities through development of new self-storage facilities, redevelopment of existing facilities and acquisitions of facilities. 

As of December 31, 2017, we had development and redevelopment projects which will add approximately 4.61.3 million net rentable square feet of storage space, atand 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 approximately $613.8$304.8 million.  Some
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 projects are subject to significant contingencies such as entitlement approval.  We expect to continue to seek additional development projects; however,components for the level of future development may be limited due to various constraints such as difficulty in finding projects that meet our risk-adjusted yield expectations and challenges in obtaining building permits for self-storage activities in certain municipalities. 

Subsequentyears ended December 31, 2022 compared to December 31, 2017, we acquired or were under contract to acquire (subject to customary closing conditions) two self-storage facilities2021 was included in our Annual Report on Form 10-K for $18.3 million.  We will continue to seek to acquire properties; however, there is significant competition to acquire existing facilities and therefore the dollar value of acquisitions is unpredictable. 

Depreciation and amortization with respect to the Non Same Store Facilities totaled $102.5 million, $76.1 million and $50.6 million in 2017, 2016 and 2015, respectively.  These amounts include i) depreciation of the buildings acquired or developed, which is recorded generally on a straight line basis, and ii) amortization of cost allocated to the tenants in place upon acquisition of a facility, which is recorded based upon the benefit of such existing tenants to each period and thus is highest when the facility is first acquired and declines as such tenants vacate.  With respect to Non Same Store Facilities owned atyear ended December 31, 2017, depreciation2022 on page 22, under Part II, Item 7, “Management’s Discussion and Analysis of buildingsFinancial Condition and amortizationResults of tenant intangibles is expected to total $100.8 million and $12.0 million, respectively, in 2018.  The level of future depreciation and amortization will also depend uponOperations,” which was filed with the level of acquisitions of facilities and the level of newly developed storage space.

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, in the U.S. and the sale of merchandise at our self-storage facilities.facilities, and management of property owned by unrelated third parties. The following table sets forth our ancillary operations:

Year Ended December 31,
Year Ended December 31,
Year Ended December 31,
20232022Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31,

 

Year Ended December 31,

2017

 

2016

 

Change

 

2016

 

2015

 

Change

(Amounts in thousands)

(Amounts in thousands)

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tenant reinsurance premiums

$

122,852 

 

$

118,911 

 

$

3,941 

 

$

118,911 

 

$

109,836 

 

$

9,075 
Tenant reinsurance premiums
Tenant reinsurance premiums$203,503$188,201$15,302

Merchandise

 

33,243 

 

 

35,810 

 

 

(2,567)

 

 

35,810 

 

 

36,335 

 

 

(525)Merchandise27,51128,303(792)
Third party property managementThird party property management27,06319,6317,432

Total revenues

 

156,095 

 

 

154,721 

 

 

1,374 

 

 

154,721 

 

 

146,171 

 

 

8,550 Total revenues258,077236,13521,942

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of operations:
Tenant reinsurance
Tenant reinsurance

Tenant reinsurance

 

30,554 

 

 

29,145 

 

 

1,409 

 

 

29,145 

 

 

25,997 

 

 

3,148 42,36636,8305,536

Merchandise

 

19,791 

 

 

22,033 

 

 

(2,242)

 

 

22,033 

 

 

22,809 

 

 

(776)Merchandise17,13717,11324
Third party property managementThird party property management26,49318,7557,738

Total cost of operations

 

50,345 

 

 

51,178 

 

 

(833)

 

 

51,178 

 

 

48,806 

 

 

2,372 Total cost of operations85,99672,69813,298

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating income:
Tenant reinsurance
Tenant reinsurance

Tenant reinsurance

 

92,298 

 

 

89,766 

 

 

2,532 

 

 

89,766 

 

 

83,839 

 

 

5,927 161,137151,3719,766

Merchandise

 

13,452 

 

 

13,777 

 

 

(325)

 

 

13,777 

 

 

13,526 

 

 

251 Merchandise10,37411,190(816)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total net income

$

105,750 

 

$

103,543 

 

$

2,207 

 

$

103,543 

 

$

97,365 

 

$

6,178 
Third party property managementThird party property management570876(306)
Total net operating incomeTotal net operating income$172,081$163,437$8,644

Tenant reinsurance operations:Our tenants have the option of purchasing insurance from a non-affiliated insurance company to cover certain losses to their goods stored at our facilities.  A wholly-owned, consolidated subsidiary of Public Storage fully reinsures such policies, and thereby assumes all risk of losses under these policies

40


from the insurance company.  The subsidiary receives reinsurance premiums, substantially equal to the premiums collected from our tenants, from the non-affiliated insurance company.  Such reinsurance premiums are shown as “Tenant reinsurance premiums” in the above table. 

The subsidiary pays a fee to Public Storage to assist with the administration of the program and to allow the insurance to be marketed to our tenants.  This fee represents a substantial amount of the reinsurance premiums received by our subsidiary.  The fee is eliminated in consolidation and is therefore not shown in the above table. 

Tenant reinsurance premium revenue increased from $109.8$15.3 million or 8.1% in 2015 to $118.9 million in 2016, and to $122.9 million in 2017, due primarily to2023 over 2022, as a result of an increase in our tenant base due to newly acquired and developed facilities and, 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 2015 to 2016, increased average premiums per insured tenant resulting from higher average policy limits.

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 tenantscustomers of newly acquired and developed facilities as well as additional tenantsand the increase of tenant insurance participation at our existing unstabilized self-storagesame store facilities.

Cost of operations primarily includes claims paid that are not covered by our outside third-party insurers, as well as claims adjustment expenses. Claims expenses vary based upon the levelnumber of insured tenants and the levelvolume of events affecting claims at particular properties (suchthat drive covered customer losses, such as burglary)burglary, as well as catastrophic weather events affecting multiple properties such as hurricanes and floods. CostTenant reinsurance cost of operations increased from $26.0$5.5 million in 2015,2023, as compared to $29.1 million2022, primarily due to increased claim expenses related to burglary events.
Third-party property management: At December 31, 2023, in 2016,our third-party property management program, we managed 210 facilities for unrelated third parties, and were under contract to $30.6 millionmanage 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 2017.  Amounts for 2016 includes flooding in Houstonscope and South Carolina, while claims cost for 2017 includes the impact of Hurricanes Harvey and Irma.  

Merchandise sales:We sell locks, boxes, and packing supplies at our self-storage facilities, and the level of sales of these items is primarily impacted by the level of move-ins and other customer traffic at our self-storage facilities.  Wesize, we do not expect any significant changes in revenues oroverall profitability from our merchandise salesof this business in 2018.

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

At December 31, 2017, we have

We account for the equity investments in Shurgard and PSB and Shurgard Europe, which we account for on(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 for each period.entities. The following table, and the discussion below, sets forth the significant components of our equity in earnings of unconsolidated real estate entities:



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Year Ended December 31,

 

Year Ended December 31,



 

2017

 

2016

 

Change

 

2016

 

2015

 

Change



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

(Amounts in thousands)

Equity in earnings:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PSB

 

$

46,544 

 

$

31,707 

 

$

14,837 

 

$

31,707 

 

$

34,155 

 

$

(2,448)

Shurgard Europe 

 

 

25,948 

 

 

22,324 

 

 

3,624 

 

 

22,324 

 

 

14,272 

 

 

8,052 

Disposed Investment (a) 

 

 

3,163 

 

 

2,725 

 

 

438 

 

 

2,725 

 

 

2,510 

 

 

215 

Total equity in earnings

 

$

75,655 

 

$

56,756 

 

$

18,899 

 

$

56,756 

 

$

50,937 

 

$

5,819 

(a)

This represents our equity earnings in a legacy institutional partnership.  On December 31, 2017, we acquired the 74.25% interest that we did not own in this partnership for $135.5 million.  As a result, no further equity earnings will be recorded. 

Year Ended December 31,
 20232022Change
 (Amounts in thousands)
Equity in earnings:
Shurgard$27,897$26,385$1,512
PSB80,596(80,596)
Total equity in earnings$27,897$106,981$(79,084)
Investment in PSB:At December 31, 2017 and 2016, we had approximately a 42% common equity interest in PS Business Parks, Inc. (“PSB”), comprised of our ownership of 7,158,354 shares of PSB’s common stockand 7,305,355 limited partnership units in an operating partnership controlled by PSB.  The limited partnership units are convertible at our option, subject to certain conditions, on a one-for-one basis into PSB common stock. 

41


At December 31, 2017, PSB wholly-owned approximately 28 million rentable square feet of commercial space and had an interest in 395 apartments.  PSB also manages commercial space that we own pursuant to property management agreements.

Equity in earnings from PSB increased $14.8 million in 2017, as compared to 2016, due primarily to improved real estate facility operating results, reduced depreciation expense, a gain on sale of real estate in 2017, and lower interest expense due to the repayment of debt.  Equity in earnings from PSB decreased $2.4 million in 2016 as compared to 2015, due primarily to our $11.3 million equity share of gains on dispositions recorded by PSB in 2015, offset partially by our equity share of improved property operations.  See Note 4 to our December 31, 2017 financial statements for selected financial information on PSB, as well as PSB’s filings and selected financial information that can be accessed through the SEC, and on PSB’s website, www.psbusinessparks.com.

Investment in Shurgard Europe:We have a 49% equity share in Shurgard Europe��s net income.  At December 31, 2017, Shurgard Europe’s operations are comprised of 221 wholly-owned facilities with 12 million net rentable square feet.  See Note 4 to our December 31, 2017 financial statements for selected financial data on Shurgard Europe for the years ended December 31, 2017, 2016 and 2015.  As described in more detail in Note 4, we receive trademark license fees from Shurgard Europe.  

Our equity in earnings from Shurgard Europe increased $3.6 million in 2017 as compared to 2016, and $8.1 million in 2016 as compared to 2015, due primarily to improved same-store operating results and increased earnings from newly acquired properties.

In 2017, Shurgard Europe opened two newly developed facilities in the United Kingdom with an aggregate total cost of $28.8 million.  In 2016, Shurgard Europe opened a newly developed facility in the United Kingdom with a total cost of $12.9 million and in 2015, Shurgard Europe opened three newly developed facilities in the United Kingdom with a total cost of $39.4 million.   

In June 2015, Shurgard Europe acquired 21 facilities in the Netherlands (0.9 million net rentable square feet), for approximately $146 million (€132 million). 

In each of July 2014 and June 2015, Shurgard Europe issued €300 million of unsecured senior notes in various tranches due between July 2021 and June 2030, with an average interest rate of approximately 2.9%.

   Unlike our operations in the U.S., Shurgard Europe operates through taxable corporations in each of the countries in which it does business and incurs tax expense.  Our equity share of such income tax expense was approximately $8.6 million, $5.2 million and $5.3 million in 2017, 2016 and 2015, respectively.  

Shurgard:For purposes of recording our equity in earnings from Shurgard, Europe, the Euro was translated at exchange rates of approximately 1.1981.104 U.S. Dollars per Euro at December 31, 2017 (1.0522023 (1.070 at December 31, 2016)2022), and average exchange rates of 1.1291.081 for 2017, 1.1072023 and 1.054 for 2016 and 1.110 for 2015.

Our future2022.

Included in our equity earnings from Shurgard Europe will be affected primarily byfor the operating resultsyear ended December 31, 2022 is our equity share of its existing facilities, the exchange rate between the U.S. Dollar and currencies in the countries in which Shurgard Europe conducts its business (principally the Euro), the impactgains on sale of income taxes, and the degree to which Shurgard Europe reinvests the cash it generates from operations into real estate investments or distributes the amounts to its shareholders. 

42


Analysistotaling $3.5 million (none for 2023). Also included were $36.8 million and $33.4 million of items not allocated to segments

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



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31,

 

Year Ended December 31,



 

2017

 

2016

 

Change

 

2016

 

2015

 

Change



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

(Amounts in thousands)



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based compensation expense

 

$

37,548 

 

$

37,483 

 

$

65 

 

$

37,483 

 

$

32,570 

 

$

4,913 

Costs of senior executives

 

 

5,872 

 

 

6,052 

 

 

(180)

 

 

6,052 

 

 

5,552 

 

 

500 

Development and acquisition costs

 

 

8,193 

 

 

9,721 

 

 

(1,528)

 

 

9,721 

 

 

10,006 

 

 

(285)

Tax compliance costs and taxes paid 

 

 

4,795 

 

 

3,859 

 

 

936 

 

 

3,859 

 

 

5,372 

 

 

(1,513)

Legal costs

 

 

6,995 

 

 

7,305 

 

 

(310)

 

 

7,305 

 

 

18,366 

 

 

(11,061)

Public company costs

 

 

4,145 

 

 

3,768 

 

 

377 

 

 

3,768 

 

 

3,632 

 

 

136 

Other costs

 

 

15,334 

 

 

15,468 

 

 

(134)

 

 

15,468 

 

 

12,679 

 

 

2,789 

Total

 

$

82,882 

 

$

83,656 

 

$

(774)

 

$

83,656 

 

$

88,177 

 

$

(4,521)

Share-based compensation expense includes the amortizationshare of restricted share units and stock options granted to employees and trustees, as well as related employer taxes.  Share-based compensation expense varies based upon the level of grants and their related vestingdepreciation and amortization periods, forfeitures, as well asexpense for 2023 and 2022, respectively.

Investment in PSB: On July 20, 2022, in connection with the Company’s common share price on the date of grant.  Share-based compensation costs in 2017 include a $5.4 million reversal of previously amortized costs, due to the forfeiture of share-based compensation resulting from the retirement of certain senior executives in the quarter ended June 30, 2017. 

We expect a $23.6 million increase in share-based compensation expense in 2018 with respect to share-based grants to our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO") as of December 31, 2017, who are expected to retire at the end of 2018 and then serve as Trusteesclosing of the Companymerger 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 foreseeable future.  While the actual vestingsale of such share-based compensation will not accelerate,PSB in July 2022, we no longer recognize equity in earnings from PSB.
Real estate acquisition and will continue to vest under the original schedule only if they continue to serve as trustees, GAAP indicates that the respective service periods for their previous grants while CEOdevelopment expense: In 2023, 2022 and CFO effectively end on the date2021, we incurred a total of their retirement as CEO$26.5 million, $28.7 million, and CFO.  As a result, the remaining unamortized expense on outstanding grants at December 31, 2017 will be recognized through December 31, 2018, increasing 2018 expense $23.6$12.9 million, above what it would have been without the accelerationrespectively, of amortization.  Any additional grants to our CEO and CFO in 2018 will also be amortized through December 31, 2018 and further increase our share-based compensation expense for 2018.  See Note 10 to our December 31, 2017 financial statements for further information on our share-based compensation. 

Costs of senior executives represent the cash compensation paid to our chief executive officer and chief financial officer. 

Development and acquisition costs primarily represent internal and external expenses related to our development activitiesacquisition and the acquisitiondevelopment of real estate facilities and varies primarily based upon the level of development activities undertaken.  Thefacilities. These amounts in the above table are net of $9.4$18.0 million, $8.5$17.4 million and $8.1$14.6 million for 2017, 2016in 2023, 2022 and 2015,2021, respectively, in development costs that were capitalized to newly developed and redeveloped self-storage facilities. DevelopmentDuring 2023 and acquisition2022, 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 expected to increase modestly in 2018.  

Tax compliance costseligible for immediate vesting of their outstanding awards upon retirement.

46


General and taxes paid include taxes paid to various stateadministrative expense: The following table sets forth our general and local authorities, the internaladministrative expense:
Year Ended December 31,Year Ended December 31,
 20232022Change20222021Change
 (Amounts in thousands)
Share-based compensation expense$25,399 $26,661 $(1,262)$26,661 $33,729 $(7,068)
Legal costs3,304 4,014 (710)4,014 6,194 (2,180)
Corporate management costs25,708 21,808 3,900 21,808 18,594 3,214 
Other costs26,221 19,189 7,032 19,189 17,449 1,740 
Total$80,632 $71,672 $8,960 $71,672 $75,966 $(4,294)

General and external costs of filing tax returns, costs associated with complying with federal and state tax laws, and maintaining our compliance with Internal Revenue Service REIT rules.  Such costs vary primarily based upon the tax rates of the various states in which we do business. 

Legal costs include internal personnel as well as fees paid to legal firms and other third parties with respect to general corporate legal matters and risk management, and varies based upon the level of legal activity.  The decrease of $11.1administrative expense increased $9.0 million in 20162023, as compared to 2015, is2022 due primarily to legal feesan increase in other costs driven by higher spending in IT applications and expenses associated with certain

43


litigated matters in 2015, including $3.5 million accrued in 2015 in connection with the settlement of a legal matter.  The future level of legal costs is not determinable.

Public company costs represent the incremental costs of operating as a publicly-traded company, such as internal and external investor relations expenses, stock listing and transfer agent fees, board of trustees’ (our “Board”) costs,software development and costs associated with maintaining compliance with applicable lawsincurred for our UPREIT reorganization and regulations, including the Dodd-Frank Wall Street Reform and Consumer Protection Act and Sarbanes-Oxley Act of 2002. 

Otheran increase in corporate management costs represent professional and consulting fees,driven by higher payroll and overhead that are not directly attributable to our property operations.  Such costs vary depending upon the level of corporate activities and initiatives and, as such, are not predictable.

Our future generalcosts.

General and administrative expensesexpense 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 difficult to estimate, due toeligible for immediate vesting of their dependenceoutstanding awards upon many factors, including those noted above.

retirement, partially offset by an increase in corporate management cost driven by higher payroll cost.

Interest and other income: Interest The following table sets forth our interest and other income is comprised primarily of the net income from our commercial operations and property management operations and to a lesser extent interestincome:
Year Ended December 31,
20232022Change
(Amounts in thousands)
Interest earned on cash balances$64,819 $20,824 $43,995 
Commercial operations9,531 9,846 (315)
Unrealized gain on private equity investments2,817 4,685 (1,868)
Other8,423 5,212 3,211 
Total$85,590 $40,567 $45,023 
Interest earned on cash balances trademark license fees receivedincreased $44.0 million in 2023 over 2022 due primarily to higher average cash balances resulting from Shurgard Europe,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 well as sundry other income items that are received from timecompared to time in varying amounts.  Amounts attributable to our commercial operations2022.
Interest expense: For 2023 and property management operations totaled $10.9 million, $10.62022, we incurred $210.4 million and $12.0 million in 2017, 2016 and 2015, respectively. We do not expect any significant changes in interest and other income in 2018. 

Interest expense:    For 2017, 2016 and 2015, we incurred $17.1 million, $9.4 million, and $3.3$142.4 million, respectively, of interest on our outstanding debt.notes payable. In determining interest expense, these amounts were offset by capitalized interest of $4.4 million, $5.1$9.3 million and $2.7$6.0 million during 2017, 2016,2023 and 2015,2022, respectively, associated with our development activities. On September 18, 2017, we completed a public offeringThe increase of $1.0interest expense in 2023 as compared to 2022 is due to the issuance of $2.2 billion of notes (the “U.S. Dollar Notes”) bearing an average annualpayable 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 rate of 2.732%.savings on the $500.0 million unsecured notes redeemed in August 2022. At December 31, 2017,2023, we had $1.4$9.1 billion of debtnotes payable outstanding, with ana weighted average interest rate of 2.6%approximately 3.1%.  See Note 6 to our December 31, 2017 financial statements for further information on our debt balances.  Future interest expense will be dependent upon the level of outstanding debt and the amount of in-process development costs. 

Foreign Exchange Gain (Loss):currency exchange (loss) gain: For 2017,2023, we recorded a  foreign currency translation losslosses of $50.0$51.2 million, representing primarily the changechanges in the U.S. Dollar equivalent of our Euro-denominated unsecured notes due to fluctuations in exchange rates (gains of $17.6$98.3 million and $306,000 for 2016 and 2015, respectively)2022). The Euro was translated at exchange rates of approximately 1.1981.104 U.S. Dollars per Euro at December 31, 2017, 1.0522023 and 1.070 at December 31, 2016 and 1.091 at December 31, 2015.2022. Future gains and losses on foreign currency translation will be dependent upon changes in the relative value of the Euro to the U.S. Dollar and the level of Euro-denominated debtnotes payable outstanding.

Casualty Loss:    During 2017, we incurred a $7.8 million casualty loss with respect to damage to several of our facilities caused by Hurricanes Harvey and Irma.

47


Gain on Real Estate Investment Sales: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 2017, 2016 and 2015,2022, we recorded gains totaling $1.4$1.5 million, $689,000 and $18.5 million, respectively, primarily in connection with the partial sale of real estate facilities pursuant to eminent domain proceedings.

Net

Income Allocable to Preferred Shareholders:  Nettax expense: We operate as a REIT for U.S. federal income allocable to preferred shareholders based upon distributions decreased in 2017 as compared to 2016 and in 2016 as compared to 2015, due primarily to lower average rates offset partially by higher weighted average preferred shares outstanding.  We also allocated $29.3 million, $26.9 million and $8.9 million of income from our common shareholders to the holders of our preferred shares in 2017, 2016 and 2015, respectively, in connection with the redemption of our preferred shares.  Based upon our preferred shares outstanding at December 31, 2017, our quarterly distribution to our preferred shareholders is expected to be approximately $54.1 million.

44


Liquidity and Capital Resources

Financing Strategy: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 100%at least 90% of our taxable income to our shareholders, which relative to a taxable C corporation, limits the amount ofshareholders. Notwithstanding this requirement, our annual operating retained cash flow increased from operations that we can retain$200 million to $300 million per year in recent years to approximately $700 million in 2021, $1 billion in 2022 and $480 million for investments.  As2023 after a result,50% increase in order to grow our asset base, access to capital is important.  Historically we have primarily financed our cash investment activities with retainedannual dividend in 2023. Retained operating cash flow combined withrepresents 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 proceeds from the issuancedesire for leverage, and considering potential constraints caused by certain features of preferred securities.  Over the past two years, we have diversified our capital sources, by issuing medium term debt. 

Oursuch as debt covenants. We view our line of credit, as well as any short-term bank loans, as bridge financing.

Because raising capital is important to our growth, we endeavor to maintain a strong financial profile is 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 unsecured debt hassenior 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 and ratings enables us to effectively access both the public and private capital markets to raise capital.

We have a $500.0 million

On June 12, 2023, we amended our revolving line of credit, which we occasionally useincreasing 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, 20172023 and February 28, 2018,20, 2024, there were no borrowings outstanding on the revolving line of credit,credit; however, we do have approximately $16.1$14.6 million of outstanding letters of credit, which limits our borrowing capacity to $483.9 million. 

Over$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 long-term, we expectcosts of financing have increased recently, based on our strong credit profile and our substantial current liquidity relative to fund our capital requirements withnoted 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 issuancenext twelve months. Additionally, we have $1,485.4 million available borrowing capacity on our revolving line of additional medium or longcredit, which can be used as temporary “bridge” financing until we are able to raise longer term debt, and proceeds from the issuance of common and preferred securities.  We will select among these sources of capital based upon availability, relative cost, the desire for leverage, refinancing risk, and considering potential constraints caused by certain features of capital sources, such as debt covenants. 

Liquidity and Capital Resource Analysis:capital. We believe that our net cash provided by our operating activities will continue to be sufficient to enable us to meet our ongoing cash requirements for principalinterest payments on debt, maintenance capital expenditures, and distributions to our shareholders for the foreseeable future.

As of December 31, 2017, our capital resources over the next year are expected to be approximately $1.2 billion which exceedsdescribed below, our current planned capital needs over the next year of approximately $378.9 million.  Our capital resources include: (i) $433.4 million ofcommitted cash as of December 31, 2017, (ii) $483.9 million of available borrowing capacity on our revolving line of credit, and (iii) approximately $200 million to $300  million of expected retained operating cash flow for the next twelve months.  Retained operating cash flow represents our expected cash flow provided by operating activities, less shareholder distributions and capital expenditures to maintain our real estate facilities. 

Our planned capital needs over the next yearrequirements consist of (i) $349.4$420.7 million of remaining spendspending on our current development pipeline, which will be incurred primarily in the next 18 to 24 months and (ii) $18.3$810 million in property acquisitions currently under contract, and (iii) $11.2 million inscheduled principal repayments on existing debt.our unsecured notes in the next twelve months, which we plan to refinance as they come due in April 2024. Our capital needscash requirements may increase over the next year as we expectadd projects to increase our development pipeline and acquire additional properties. In addition to other investmentAdditional potential cash requirements could result from various activities we may also redeemincluding the redemption of outstanding preferred securities, or repurchase sharesrepurchases of our common stock, in the future. 

Toor 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 retained operating cash flow, cash on hand, and line of credit are insufficient to fundrequirements exceed our activities,capital resources, we believe we have a variety of possibilities to raise additional capital including issuing common or preferred securities, issuing 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, 2017,2023, the principal outstanding on our outstanding debt totaled approximately $1.4$9.2 billion, consisting of $29.2 million of secured debt, $409.7 million of Euro-denominated unsecured debt and $1.0$7.5 billion of U.S. Dollar denominated unsecured debt.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):

45

PrincipalInterestTotal
2024$810,496$250,656$1,061,152
2025667,247222,674889,921
20261,150,138196,5881,346,726
2027500,146184,643684,789
20281,200,129163,1521,363,281
Thereafter4,825,6341,103,8835,929,517
$9,153,790$2,121,596$11,275,386




 

 



 

 

2018

$

11,241 

2019

 

1,505 

2020

 

1,585 

2021

 

1,503 

2022

 

502,071 

Thereafter

 

921,024 



$

1,438,929 
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.

Capital

We spent $237 million of capital expenditures totaled $124.8to maintain real estate facilities in 2023 and expect to spend approximately $180 million in 20172024. 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 are expectedclearly identifiable color schemes and signage and upgrades to bethe configuration and layout of the offices and other customer zones to improve the customer experience. We spent approximately $100$160 million in 2018.  However,2023 and expect to spend $150 million in 2024 on this effort. In addition, we are evaluating the potential upgrade of climate control, offices,have spent $65 million in LED lighting and elevator unitsthe installation of solar panels in certain2023 and we expect to spend $120 million in 2024.
We believe that these incremental investments improve customer satisfaction, the attractiveness and competitiveness of our facilities which could resultto new and existing customers and, in additional capital expenditure amounts in 2018.  For the last four years, capital expenditures have ranged between approximately $0.45case of LED lighting and $0.75 per net rentable square foot per year.

solar panels, reduce operating costs.

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. AsFor each taxable year in which we qualify for taxation as a REIT, we dowill not incurbe subject to U.S. federal corporate income tax on our REIT“REIT taxable income” (generally, taxable income (generally,subject to specified adjustments, including a deduction for dividends paid and excluding our net rents and gains from real property, dividends, and interest)capital gain) that is fully distributed each year (for this purpose, certain distributions paid in a subsequent year may be considered), and if we meet certain organizational and operational rules.to our shareholders. We believe we have met these requirements in all periods presented herein, and we expect to continue to elect and qualify as a REIT.

Distributions paid during 2017 totaled $1.6 billion, consisting of $236.5 million to preferred shareholders and $1.4 billion to common shareholders and restricted share unitholders.  All of these distributions were REIT qualifying distributions.

We estimate the annual distribution requirements with respect to our Preferred Shares outstanding at December 31, 2017, to be approximately $216.3 million per year. 

On February 20, 2018, our Board declared a regular common quarterly dividend of $2.00 per common share.  

Our consistent, long-term dividend policy has been to distribute only 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 provided byflows from operating activities.

We estimate we will pay approximately $8.0 million per year in distributions

50


The annual distribution requirement with respect to noncontrolling interestsour preferred shares outstanding at December 31, 2017. 

2023 is approximately $194.7 million per year.

Real Estate Investment Activities:Subsequent to December 31, 2017, we acquired or were under contract to acquire (subject to customary closing conditions) two self-storage facilities for $18.3 million.  We will continue to seek to acquire properties; however, there is significant competitionadditional self-storage facilities from third parties. However, future acquisition volume will depend upon whether additional owners will be motivated to acquire existingmarket their facilities, and there can be no assurancewhich will in turn depend upon factors such as toeconomic conditions and the level of facilities we may acquire. 

seller confidence.

As of December 31, 20172023, we had development and redevelopmentexpansion projects at a total cost of approximately $613.8$766.2 million. A total of $264.4 million of these costs wereCosts incurred through December 31, 2017,2023 were $345.5 million, with the remaining cost to complete of $349.4$420.7 million expected to be incurred primarily in the next 18 to 24 months. Some of these projects are subject to significant contingencies such as entitlement approval. We expect to continue to seek additional projects; however, the level of future developmentto add projects to maintain and redevelopment mayincrease our robust pipeline. Our ability to do so continues to be limited due tochallenged by various constraints such

46


as difficulty in finding projects that meet our risk-adjusted yield expectations and challenges in obtaining building permits for self-storage activitiesfacilities 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 28, 2018,20, 2024, we have fourthree series of preferred securities that are eligible for redemption, at our option and with 30 days’ notice;notice: our 5.625%5.150% Series UF Preferred Shares with $287.5 million outstanding, our 5.375%($280.0 million), 5.050% Series VG Preferred Shares with $495.0 million outstanding, our 5.200%($300.0 million), and 5.600% Series WH Preferred Shares with $500.0 million outstanding and($285.0 million). See Note 10 to our 5.200% Series X Preferred Shares with $225.0 million outstanding.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.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 2017,2023, we did not repurchase any of our common shares. From the inception of the repurchase program through February 28, 2018,20, 2024, we have repurchased a total of 23,721,916 common shares at an aggregate cost of approximately $679.1 million. FutureWe 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.

Contractual Obligations 

Our significant contractual obligations at December 31, 2017 and their impact on our cash flows and liquidity are summarized below for the years ending December 31 (amounts in thousands):



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Total

 

 

2018 

 

 

2019 

 

 

2020 

 

 

2021 

 

 

2022 

 

 

Thereafter

Interest and principal payments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

on debt (1)

$

1,708,113 

 

$

47,870 

 

$

37,788 

 

$

37,788 

 

$

37,619 

 

$

534,660 

 

$

1,012,388 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating leases (2)

 

86,650 

 

 

4,352 

 

 

4,416 

 

 

4,542 

 

 

4,674 

 

 

4,101 

 

 

64,565 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Construction commitments (3)

 

159,750 

 

 

127,800 

 

 

31,950 

 

 

 -

 

 

 -

 

 

 -

 

 

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

1,954,513 

 

$

180,022 

 

$

74,154 

 

$

42,330 

 

$

42,293 

 

$

538,761 

 

$

1,076,953 
51

(1)

Represents contractual principal and interest payments.  Amounts with respect to certain Euro-denominated debt are based upon exchange rates at December 31, 2017.  See Note 6 to our December 31, 2017 financial statements for further information. 

(2)Represents future contractual payments on land, equipment and office space under various operating leases. 

(3)Represents future expected payments for construction under contract at December 31, 2017.

We estimate the annual distribution requirements with respect to our Preferred Shares outstanding at December 31, 2017 to be approximately $216.3 million per year.  Dividends are paid when and if declared by our Board and accumulate if not paid. 

Off-Balance Sheet Arrangements: At December 31, 2017, we had no material off-balance sheet arrangements as defined under Regulation S-K 303(a)(4) and the instructions thereto.

47



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 ourthe only market-risk sensitive portion of our capital structure, which totals approximately $1.4 billion and represents 16.0% of the book value of our equity at December 31, 2017.

We have foreign currency exposure at December 31, 2017 related to i) our investment in Shurgard Europe, with a book value of $324.0 million and ii) €342.0 million ($409.7 million) of Euro-denominated unsecured notes payable. 

structure.

The fair value of our fixed rate debt at December 31, 20172023 is approximately $1.4$8.6 billion. The table below summarizes the annual maturities of our fixed rate debt, which had a weighted average effective rate of 2.6%3.1% at December 31, 2017.2023. See Note 68 to our December 31, 20172023 consolidated financial statements for further information regarding our fixed rate debt (amounts in thousands).



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

2018 

 

 

2019 

 

 

2020 

 

 

2021 

 

 

2022 

 

 

Thereafter

 

 

Total



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed rate debt

 

$

11,241 

 

$

1,505 

 

$

1,585 

 

$

1,503 

 

$

502,071 

 

$

921,024 

 

$

1,438,929 
20242025202620272028 Thereafter Total
Debt$810,496$667,247$1,150,138$500,146$1,200,129$4,825,634$9,153,790

48

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“of disclosure controls and procedures"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, 2017,2023, 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, 2017,2023, 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, 2017.

2023.

The effectiveness of internal control over financial reporting as of December 31, 2017,2023, 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 20172023 to which this report relates that have materially affected, or are reasonable likely to materially affect, our internal control over financial reporting.

49

53


Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Trustees of Public Storage

Opinion on Internal Control overOver Financial Reporting

We have audited Public Storage’s internal control over financial reporting as of December 31, 2017,2023, 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 aspects,respects, effective internal control over financial reporting as of December 31, 2017,2023, 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 Public Storagethe Company as of December 31, 20172023 and 2016, and2022, 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, 20172023 and the related notes and financial statement schedule listed in the Index at Item 15(a) of the Company and our report dated February 28, 201820, 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 SecuritySecurities 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.

50


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 28, 2018

20, 2024

51

54


ITEM 9B.Other Information

None.

52

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


PART III

ITEM 10.Trustees, Executive Officers and Corporate Governance

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

Ronald L. Havner,

Joseph D. Russell, Jr., age 60,64, has been Chairman andserved as Chief Executive Officer of Public Storage since August 2011 and November 2002, respectively.  Mr. Havner joined Public Storage in 1986 and has held a variety of senior management positions. Mr. Havner has been Chairman of the Board of Public Storage’s affiliate, PS Business Parks, Inc. (“PSB”) since March 1998.  As previously disclosed, effective January 1, 2019, Mr. Havner will step down from his positionand as CEO.  He will remain Chairman of the Board.     

John Reyes, age 57, has served as Senior Vice President and Chief Financial Officer of Public Storage since 1996, having joined the Company in 1990.  Effective January 1, 2019, Mr. Reyes will step down as CFO and will join the Board as a trustee.

Joseph D. Russell, Jr., age 58, has been President of Public Storage since July 2016.  Prior to joining Public Storage, Mr. Russell was President and Chief Executive Officer of PS Business Parks, Inc. from August 20032002 to July 2016. Mr. Russell was President of PS Business Parks, Inc. from September 2003 until August 2015. Mr. Russell has also served as a directortrustee of PS Business Parks, Inc.Public Storage since August 2003.  EffectiveJanuary 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. Russell will be appointed CEOBoyle was Vice President and will joinChief Financial Officer, Operations, from November 2016, when he joined the BoardCompany, 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 trustee, in addition to his role as President. 

Lily Y. Hughesdirector of Shurgard since May 2023.

Natalia N. Johnson, age 54, became46, 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 January 2015.June 2016 until April 2019. Prior to joining Public Storage, Ms. HughesMr. Vitan was Vice PresidentAssistant General Counsel for Altria Client Services LLC from 2008 to 2016, and Associate General Counsel-Corporate, M&Abefore then was a Trial and FinanceAppellate Practice attorney at Ingram Micro Inc., a Fortune 100 NYSE company with operations in 39 countries, which she joined in 1997. 

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 the 2016its 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 the 2018its 2024 Annual Meeting of Shareholders, to be filed pursuant to Regulation 14A under the Exchange Act.

53


56


ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters

The following table sets forth information, as of December 31, 20172023 on the Company’s equity compensation plans:

Equity Compensation Plan Information

Plan Category

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

Weighted average

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))

(A)(B)(C)
Equity compensation plans approved by security holders (a)

3,208,046

3,724,762 (b)

$192.12 (d)

220.18 (c)
1,556,829 1,364,578

Equity compensation plans not approved by security holders (c)

(d)

-

-

-

Total3,724,762 (b)$ 220.18 (c)1,364,578

a)

The Company’s stock option and stock incentive plans are described more fully in Note 10 to the December 31, 2017 financial statements.  All plans were approved by the Company’s shareholders.

a)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.

b)

Includes 799,129 restricted share units that, if and when vested, will be settled in common shares of the Company on a one for one basis.

b)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.

c)

There are no securities available for future issuance or currently outstanding under plans not approved by the Company’s shareholders as of December 31, 2017. 

c)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.

d)

Represents the average exercise price of 2,408,917 stock options outstanding at December 31, 2017.  We also have 799,129 restricted share units outstanding at December 31, 2017 that vest for no consideration.

d)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 the 2018its 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 the 2018its 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 the 2018its 2024 Annual Meeting of Shareholders, to be filed pursuant to Regulation 14A under the Exchange Act of 1934.

54

57


PART IV

ITEM 15.Exhibits and Financial Statement Schedules

a.    1.    Financial Statements
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


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

2.1

a.

1.

Financial Statements

3.1

The financial statements listed in the accompanying Index to Financial Statements

2.

Financial Statement Schedules

The financial statements schedules listed in the accompanying Index to 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.

55


PUBLIC STORAGE

INDEX TO EXHIBITS (1)

(Items 15(a)(3) and 15(c))

3.1

Articles of Amendment and Restatement ofRestated Declaration of Trust of Public Storage, a Maryland real estate investment trust.trust, dated August 14, 2023. Filed withas Exhibit 3.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2009 and incorporated by reference herein.

3.2

Bylaws of Public Storage, a Maryland real estate investment trust.  Filed with the Registrant’sCompany’s Current Report on Form 8-K dated May 6, 2010August 14, 2023 and incorporated herein by reference herein.reference.

3.3

3.2

3.4

3.3

3.5

3.4

4.1

3.6

Articles Supplementary for Public Storage 5.20% Cumulative Preferred Shares, Series X.  Filed with the Registrant’s Current Report on Form 8-K dated March 4, 2013 and incorporated by reference herein.

4.2

3.7

Articles Supplementary for Public Storage 6.375% Cumulative Preferred Shares, Series Y.  Filed with the Registrant’s Current Report on Form 8-K dated March 10, 2014 and incorporated by reference herein.

3.8

Articles Supplementary for Public Storage 6.375% Cumulative Preferred Shares, Series Y.  Filed with the Registrant’s Current Report on Form 8-K dated April 9, 2014 and incorporated by reference herein.

3.9

Articles Supplementary for Public Storage 6.00% Cumulative Preferred Shares, Series Z.  Filed with the Registrant’s Current Report on Form 8-K dated May 28, 2014 and incorporated by reference herein.

3.10

Articles Supplementary for Public Storage 5.875% Cumulative Preferred Shares, Series A.  Filed with the Registrant’s Current Report on Form 8-K/A dated November 24, 2014 and incorporated by reference herein.

3.11

Articles Supplementary for Public Storage 5.400% Cumulative Preferred Shares, Series B.  Filed with the Registrant’s Current Report on Form 8-K dated January 12, 2016 and incorporated by reference herein.

3.12

Articles Supplementary for Public Storage 5.125% Cumulative Preferred Shares, Series C.  Filed with the Registrant’s Current Report on Form 8-K dated May 10, 2016 and incorporated by reference herein.

3.13

Articles Supplementary for Public Storage 4.950% Cumulative Preferred Shares, Series D.  Filed with the Registrant’s Current Report on Form 8-K dated July 13, 2016 and incorporated by reference herein.

56


3.14

Articles Supplementary for Public Storage 4.900% Cumulative Preferred Shares, Series E.  Filed with the Registrant’s Current Report on Form 8-K dated October 6, 2016 and incorporated by reference herein.

3.15

Articles Supplementary for Public Storage 5.150% Cumulative Preferred Shares, Series F.  Filed with the Registrant’s Current Report on Form 8-K dated May 23, 2017 and incorporated by reference herein.

3.16

Articles Supplementary for Public Storage 5.05% Cumulative Preferred Shares, Series G.  Filed with the Registrant’s Current Report on Form 8-K dated July 31, 2017 and incorporated by reference herein.

4.1

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

10.1

Amended Management Agreement between Registrant and Public Storage Commercial Properties Group, Inc. dated as of February 21, 1995.  Filed with Public Storage Inc.’s (“PSI”) Annual Report on Form 10-K for the year ended December 31, 1994 (SEC File No. 001-0839) and incorporated herein by reference.

10.2

Second Amended and Restated Management Agreement by and among Registrant and the entities listed therein dated as of November 16, 1995.  Filed with PS Partners, Ltd.’s Annual Report on Form 10-K for the year ended December 31, 1996 (SEC File No. 001-11186) and incorporated herein by reference.

10.3

Agreement of Limited Partnership of PS Business Parks, L.P.  Filed with PS Business Parks, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 1998 (SEC File No. 001-10709) and incorporated herein by reference.

10.4

Amended and Restated Agreement of Limited Partnership of Storage Trust Properties, L.P. (March 12, 1999).  Filed with PSI’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 1999 (SEC File No. 001-0839) and incorporated herein by reference.

10.5

Amended and Restated Credit Agreement by and among Registrant, Wells Fargo Securities, LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated as joint lead arrangers, Wells Fargo Bank, National Association, as administrative agent, and the other financial institutions party thereto, dated as of March 21, 2012.  Filed with PSI’s Current Report on Form 8-K on March 27, 2012 (SEC File No. 001-0839) and incorporated herein by reference.

10.5.1

Second Amendment to Amended and Restated Credit Agreement, dated as of July 17, 2013, by and among Public Storage, the Lenders party thereto and Wells Fargo Bank, National Association.  Filed with the Registrant’s Current Report on Form 8-K on July 18, 2013 and incorporated herein by reference.

10.5.2

Third Amendment to the Amended and Restated Credit Agreement, dated as of March 31, 2015, among Public Storage, the lenders party thereto and Wells Fargo Bank, National Association, as agent. Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K on April 2, 2015 (“April 2015 8-K”)dated June 6, 2007 and incorporated herein by reference.

10.5.3

4.3

10.5.4

Fourth Amendment to the Amended and Restated Credit Agreement, dated as of December 22, 2015,August 14, 2023, among Public Storage, the lenders party theretoPublic Storage Operating Company and Computershare Trust Company, N.A. (as successor to Wells Fargo Bank, National Association,Association), as agent.trustee. Filed as Exhibit 10.5.4 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 and incorporated herein by reference.

57


10.6*

Shurgard Storage Centers, Inc. 2004 Long Term Incentive Compensation Plan.  Filed as Appendix A of Definitive Proxy Statement dated June 7, 2004 filed by Shurgard (SEC File No. 001-11455) and incorporated herein by reference.

10.7*

Public Storage, Inc. 2001 Stock Option and Incentive Plan (the “2001 Plan”).  Filed with PSI’s Registration Statement on Form S-8 (SEC File No. 333-59218) and incorporated herein by reference.

10.8*

Form of 2001 Plan Non-qualified Stock Option Agreement.  Filed with PSI’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2004 (SEC File No. 001-0839) and incorporated herein by reference.

10.9*

Form of 2001 Plan Restricted Share Unit Agreement.  Filed with PSI’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2004 (SEC File No. 001-0839) and incorporated herein by reference.

10.10*

Form of 2001 Plan Non-Qualified Outside Director Stock Option Agreement.  Filed with PSI’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2004 (SEC File No. 001-0839) and incorporated herein by reference.

10.11*

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.

10.12*

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.

10.13*

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.

10.14*

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.

10.15*

Form of 2016 Plan Restricted Stock Unit Agreement.  Filed as Exhibit 10.15 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 and incorporated herein by reference.

10.16*

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.

10.17*

Form of 2016 Plan Non-Qualified Stock Option Agreement.  Filed as Exhibit 10.17 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 and incorporated herein by reference.

10.18*

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.

10.19

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.

58


10.20

Term Loan Agreement, by and among Public Storage, Wells Fargo Securities, LLC as Lead Arranger and Wells Fargo National Bank N.A. as Administrative Agent, dated as of December 2, 2013. Filed with Registrant’s Current Report on Form 8-K dated December 2, 2013 and incorporated herein by reference.

10.21*

Public Storage 2007 Equity and Performance-Based Incentive Compensation Plan, as Amended.  Filed with Registrant’s Current Report on Form 8-K dated May 1, 2014 and incorporated herein by reference.

10.22*

Public Storage 2016 Equity and Performance-Based Incentive Compensation Plan.  Filed as Appendix A to the Company’s 2016 Proxy Statement dated March 16, 2016 and incorporated herein by reference.

10.23

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

10.24

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

10.25

Indenture, dated as of September 18, 2017, between Public Storage and Wells Fargo Bank, National Association, as trustee (filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on September 18, 2017dated August 14, 2023 and incorporated herein by reference).reference.

10.26

4.4

4.5

12

4.6

4.7

21

4.8

4.9
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
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*
61


10.22*
10.23*
10.24*
10.25*
10.26*
10.27*
21

23.1

31.1

31.2

32

97.1
101 .INS

Inline XBRL Instance Document.  Filed herewith.

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.


59

62


SIGNATURES

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.

4

PUBLIC STORAGE

Date: February 20, 2024

PUBLIC STORAGE

By:
/s/ Joseph D. Russell, Jr.

Date:  February 28, 2018

By:/s/ Ronald L. Havner, Jr.

Ronald L. Havner,Joseph D. Russell, Jr., Chairman and
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

Signature

/s/ Joseph D. Russell, Jr.

Title

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

Date

February 20, 2024

Joseph D. Russell, Jr.

/s/ H. Thomas Boyle

Chief Financial and Investment Officer (principal financial officer)
February 20, 2024

H. Thomas Boyle

/s/ Ronald L. Havner, Jr.

Chairman Chief Executive Officer and Trustee (principal executive officer)

of the Board

February 28, 2018

20, 2024

Ronald L. Havner, Jr.

/s/ John Reyes

Senior Vice President and Chief Financial Officer

February 28, 2018

John Reyes

(principal financial officer and principal accounting officer)

/s/ Tamara Hughes Gustavson

Trustee

February 28, 2018

20, 2024

Tamara Hughes Gustavson

/s/ Uri P. Harkham

Trustee

February 28, 2018

Uri P. Harkham

/s/ Leslie Stone Heisz

Trustee

February 28, 2018

20, 2024

Leslie Stone Heisz

/s/ Shankh S. Mitra

Trustee
February 20, 2024

Shankh S. Mitra

/s/ David J. Neithercut

Trustee
February 20, 2024

David J. Neithercut

/s/ B. Wayne Hughes, Jr.

Rebecca Owen

Trustee

February 28, 2018

20, 2024

B. Wayne Hughes, Jr.

Rebecca Owen

/s/ Kristy M. Pipes

Trustee
February 20, 2024

Kristy M. Pipes

/s/ Avedick B. Poladian

Trustee

February 28, 2018

20, 2024

Avedick B. Poladian

/s/ John Reyes

Trustee
February 20, 2024

John Reyes

63


Signature

Title
Date

/s/ Gary E. Pruitt

Tariq M. Shaukat

Trustee

February 28, 2018

20, 2024

Gary E. Pruitt

Tariq M. Shaukat

/s/ Ronald P. Spogli

Trustee

February 28, 2018

20, 2024

Ronald P. Spogli

/s/ Paul S. Williams

Trustee
February 20, 2024

Paul S. Williams

/s/ Daniel C. Staton

Trustee

February 28, 2018

Daniel C. Staton

60

64


PUBLIC STORAGE

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

AND SCHEDULES

(Item 15 (a))

Page References

Page References

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

F-1

Consolidated Balance Sheets as of December 31, 2023 and 2022

Balance sheets as of December 31, 2017 and 2016.....................................................................................

F-2

For the years ended December 31, 2017, 20162023, 2022, and 2015:

2021:

F-3

Statements of comprehensive income.......................................................................................................

F-4

Statements of equity .............................................................................................................................

Schedule:

F-5 – F-6

Statements of cash flows.......................................................................................................................

F-7 – F-8

Notes to financial statements...................................................................................................................

F-9 – F-32

Schedule:

F-33 – F-35

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.

61

65


Report of Independent Registered Public Accounting Firm


To the Shareholders and 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, 2017 and 2016, and the related consolidated statements of income, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2017, 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 referred to above present fairly, in all material respects, the consolidated financial position of the Company at December 31, 2017 and 2016, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2017, 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, 2017, 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 28, 2018 expressed an unqualified opinion thereon.

Basis for Opinion

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 based on our audits. We are a public accounting firm registered withresulting from changes in allocated land, building and acquired customers in place values. For certain of these asset acquisitions, we also evaluated the PCAOBmethods and are required to be independent with respect tosignificant 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 accordance with the U.S. federal securities lawsassessment of the methodology utilized by the Company and to perform corroborative analyses to assess whether the assumptions used in the valuation and the applicable rules and regulations of the Security 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 include 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 madeestimated fair values were supported 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.

/s/ Ernst & Young LLP

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

Los Angeles, California
February 28, 2018

observable market data.

/s/ Ernst & Young LLP

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

F-1

Los Angeles, California
February 20, 2024
F-2




PUBLIC STORAGE

CONSOLIDATED BALANCE SHEETS

 (Amounts

(Amounts in thousands, except share data)



 

 

 

 

 



December 31,

 

December 31,



2017

 

2016

ASSETS

 

 

 

 

 



 

 

 

 

 

Cash and equivalents

$

433,376 

 

$

183,688 

Real estate facilities, at cost:

 

 

 

 

 

Land

 

3,947,123 

 

 

3,781,479 

Buildings

 

10,718,866 

 

 

10,181,750 



 

14,665,989 

 

 

13,963,229 

Accumulated depreciation

 

(5,700,331)

 

 

(5,270,963)



 

8,965,658 

 

 

8,692,266 

Construction in process

 

264,441 

 

 

230,310 



 

9,230,099 

 

 

8,922,576 



 

 

 

 

 

Investments in unconsolidated real estate entities

 

724,173 

 

 

689,207 

Goodwill and other intangible assets, net

 

214,957 

 

 

212,719 

Other assets

 

130,287 

 

 

122,148 

Total assets

$

10,732,892 

 

$

10,130,338 



 

 

 

 

 



 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 



 

 

 

 

 

Notes payable

$

1,431,322 

 

$

390,749 

Accrued and other liabilities

 

337,201 

 

 

297,935 

    Total liabilities

 

1,768,523 

 

 

688,684 



 

 

 

 

 

Commitments and contingencies (Note 13)

 

 

 

 

 



 

 

 

 

 

Equity:

 

 

 

 

 

Public Storage shareholders’ equity:

 

 

 

 

 

Preferred Shares, $0.01 par value, 100,000,000 shares authorized,

 

 

 

 

 

161,000 shares issued (in series) and outstanding, (174,700 at

 

 

 

 

 

December 31, 2016), at liquidation preference

 

4,025,000 

 

 

4,367,500 

Common Shares, $0.10 par value, 650,000,000 shares authorized,

 

 

 

 

 

173,853,370 shares issued and outstanding  (173,288,787 shares at

 

 

 

 

 

December 31, 2016)

 

17,385 

 

 

17,329 

Paid-in capital

 

5,648,399 

 

 

5,609,768 

Accumulated deficit

 

(675,711)

 

 

(487,581)

Accumulated other comprehensive loss

 

(75,064)

 

 

(95,106)

Total Public Storage shareholders’ equity

 

8,940,009 

 

 

9,411,910 

Noncontrolling interests

 

24,360 

 

 

29,744 

  Total equity

 

8,964,369 

 

 

9,441,654 

Total liabilities and equity

$

10,732,892 

 

$

10,130,338 


 December 31,
2023
December 31,
2022
ASSETS  
    
Cash and equivalents$370,002 $775,253 
Real estate facilities, at cost:
Land5,628,488 5,273,073 
Buildings21,836,750 18,946,053 
27,465,238 24,219,126 
Accumulated depreciation(9,423,974)(8,554,155)
18,041,264 15,664,971 
Construction in process345,453 372,992 
18,386,717 16,037,963 
Investments in unconsolidated real estate entities390,180 275,752 
Goodwill and other intangible assets, net387,267 232,517 
Other assets275,050 230,822 
Total assets$19,809,216 $17,552,307 
     
LIABILITIES AND EQUITY    
    
Notes payable$9,103,277 $6,870,826 
Accrued and other liabilities598,993 514,680 
Total liabilities9,702,270 7,385,506 
    
Commitments and contingencies (Note 15)
  
  
Equity:    
Public Storage shareholders’ equity:    
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 preference4,350,000 4,350,000 
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)17,567 17,527 
Paid-in capital5,980,760 5,896,423 
Accumulated deficit(267,910)(110,231)
Accumulated other comprehensive loss(67,239)(80,317)
Total Public Storage shareholders’ equity10,013,178 10,073,402 
Noncontrolling interests93,768 93,399 
Total equity10,106,946 10,166,801 
Total liabilities and equity$19,809,216 $17,552,307 


See accompanying notes.

F-2

F-3


PUBLIC STORAGE

CONSOLIDATED STATEMENTS OF INCOME

 (Amounts

(Amounts in thousands, except per share amounts)



 

 

 

 

 

 

 

 



For the Years Ended December 31,



2017

 

2016

 

2015



 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

Self-storage facilities

$

2,512,433 

 

$

2,405,828 

 

$

2,235,525 

Ancillary operations

 

156,095 

 

 

154,721 

 

 

146,171 



 

2,668,528 

 

 

2,560,549 

 

 

2,381,696 



 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

Self-storage cost of operations

 

657,633 

 

 

617,905 

 

 

586,696 

Ancillary cost of operations

 

50,345 

 

 

51,178 

 

 

48,806 

Depreciation and amortization

 

454,526 

 

 

433,314 

 

 

426,008 

General and administrative

 

82,882 

 

 

83,656 

 

 

88,177 



 

1,245,386 

 

 

1,186,053 

 

 

1,149,687 



 

 

 

 

 

 

 

 

Operating income

 

1,423,142 

 

 

1,374,496 

 

 

1,232,009 

Interest and other income

 

18,771 

 

 

15,138 

 

 

16,544 

Interest expense

 

(12,690)

 

 

(4,210)

 

 

(610)

Equity in earnings of unconsolidated real estate entities

 

75,655 

 

 

56,756 

 

 

50,937 

Foreign currency exchange (loss) gain

 

(50,045)

 

 

17,570 

 

 

306 

Casualty loss

 

(7,789)

 

 

 -

 

 

 -

Gain on real estate investment sales

 

1,421 

 

 

689 

 

 

18,503 

Net income

 

1,448,465 

 

 

1,460,439 

 

 

1,317,689 

Allocation to noncontrolling interests

 

(6,248)

 

 

(6,863)

 

 

(6,445)

Net income allocable to Public Storage shareholders

 

1,442,217 

 

 

1,453,576 

 

 

1,311,244 

Allocation of net income to:

 

 

 

 

 

 

 

 

Preferred shareholders - distributions

 

(236,535)

 

 

(238,214)

 

 

(245,097)

Preferred shareholders - redemptions (Note 8)

 

(29,330)

 

 

(26,873)

 

 

(8,897)

Restricted share units 

 

(4,743)

 

 

(4,610)

 

 

(4,200)

Net income allocable to common shareholders

$

1,171,609 

 

$

1,183,879 

 

$

1,053,050 

Net income per common share:

 

 

 

 

 

 

 

 

Basic

$

6.75 

 

$

6.84 

 

$

6.10 

Diluted

$

6.73 

 

$

6.81 

 

$

6.07 



 

 

 

 

 

 

 

 

Basic weighted average common shares outstanding

 

173,613 

 

 

173,091 

 

 

172,699 

Diluted weighted average common shares outstanding

 

174,151 

 

 

173,878 

 

 

173,510 



 

 

 

 

 

 

 

 



For the Years Ended December 31,
 202320222021
Revenues:
Self-storage facilities$4,259,613 $3,946,028 3,203,566 
Ancillary operations258,077 236,135 212,258 
4,517,690 4,182,163 3,415,824 
Expenses:
Self-storage cost of operations1,061,950 980,209 852,030 
Ancillary cost of operations85,996 72,698 68,568 
Depreciation and amortization970,056 888,146 713,428 
Real estate acquisition and development expense26,451 28,744 12,923 
General and administrative80,632 71,672 75,966 
Interest expense201,132 136,319 90,774 
 2,426,217 2,177,788 1,813,689 
Other increases (decreases) to net income:
Interest and other income85,590 40,567 12,306 
Equity in earnings of unconsolidated real estate entities27,897 106,981 232,093 
Foreign currency exchange (loss) gain(51,197)98,314 111,787 
Gain on sale of real estate17,178 1,503 13,683 
Gain on sale of equity investment in PS Business Parks, Inc.— 2,128,860 — 
Income before income tax expense2,170,941 4,380,600 1,972,004 
Income tax expense(10,821)(14,326)(12,365)
Net income2,160,120 4,366,274 1,959,639 
Allocation to noncontrolling interests(11,793)(17,127)(6,376)
Net income allocable to Public Storage shareholders2,148,327 4,349,147 1,953,263 
Allocation of net income to:
Preferred shareholders(194,703)(194,390)(186,579)
Preferred shareholders - redemptions (Note 10)— — (28,914)
Restricted share units(4,883)(12,469)(5,326)
Net income allocable to common shareholders$1,948,741 $4,142,288 $1,732,444 
Net income per common share:
Basic$11.11 $23.64 $9.91 
Diluted$11.06 $23.50 $9.87 
Basic weighted average common shares outstanding175,472175,257174,858
Diluted weighted average common shares outstanding176,143176,280175,568

See accompanying notes.

F-3

F-4


PUBLIC STORAGE

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

 (Amounts

(Amounts in thousands)



 

 

 

 

 

 

 

 



For the Years Ended December 31,



2017

 

2016

 

2015



 

 

 

 

 

 

 

 

Net income

$

1,448,465 

 

$

1,460,439 

 

$

1,317,689 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

Aggregate foreign currency exchange loss

 

(30,003)

 

 

(8,047)

 

 

(20,086)

Adjust for aggregate foreign currency exchange

 

 

 

 

 

 

 

 

gain in equity in earnings of unconsolidated

 

 

 

 

 

 

 

 

real estate entities

 

 -

 

 

(941)

 

 

 -

Adjust for aggregate foreign currency exchange

 

 

 

 

 

 

 

 

loss (gain) included in net income

 

50,045 

 

 

(17,570)

 

 

(306)

Other comprehensive income (loss)

 

20,042 

 

 

(26,558)

 

 

(20,392)

Total comprehensive income

 

1,468,507 

 

 

1,433,881 

 

 

1,297,297 

Allocation to noncontrolling interests

 

(6,248)

 

 

(6,863)

 

 

(6,445)

Comprehensive income allocable to

 

 

 

 

 

 

 

 

Public Storage shareholders

$

1,462,259 

 

$

1,427,018 

 

$

1,290,852 



For the Years Ended December 31,
 202320222021
Net income$2,160,120 $4,366,274 $1,959,639 
Foreign currency translation gain (loss) on investment in Shurgard13,078 (26,730)(10,186)
Total comprehensive income2,173,198 4,339,544 1,949,453 
Allocation to noncontrolling interests(11,793)(17,127)(6,376)
Comprehensive income allocable to Public Storage shareholders$2,161,405 $4,322,417 $1,943,077 

See accompanying notes.

F-4

F-5


PUBLIC STORAGE

CONSOLIDATED STATEMENTS OF EQUITY

 (Amounts AND REDEEMABLE NONCONTROLLING INTERESTS

(Amounts in thousands, except share and per share amounts)



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

Total

 

 

 

 

 

 



Cumulative

 

 

 

 

 

 

 

 

 

 

Other

 

Public Storage

 

 

 

 

 



Preferred

 

Common

 

Paid-in

 

Accumulated

 

Comprehensive

 

Shareholders’

 

Noncontrolling

 

Total



Shares

 

Shares

 

Capital

 

Deficit

 

Loss

 

Equity

 

Interests

 

Equity

Balances at December 31, 2014

$

4,325,000 

 

$

17,245 

 

$

5,561,530 

 

$

(374,823)

 

$

(48,156)

 

$

9,480,796 

 

$

26,375 

 

$

9,507,171 

Redemption of 10,800 preferred shares (Note 8)

 

(270,000)

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(270,000)

 

 

 -

 

 

(270,000)

Issuance of common shares in connection with

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

share-based compensation (475,687 shares) (Note 10)

 

 -

 

 

48 

 

 

29,615 

 

 

 -

 

 

 -

 

 

29,663 

 

 

 -

 

 

29,663 

Share-based compensation expense, net of cash

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

paid in lieu of common shares (Note 10)

 

 -

 

 

 -

 

 

15,793 

 

 

 -

 

 

 -

 

 

15,793 

 

 

 -

 

 

15,793 

Acquisition of noncontrolling interests

 

 -

 

 

 -

 

 

(5,432)

 

 

 -

 

 

 -

 

 

(5,432)

 

 

(60)

 

 

(5,492)

Contributions by noncontrolling interests

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

1,562 

 

 

1,562 

Net income

 

 -

 

 

 -

 

 

 -

 

 

1,317,689 

 

 

 -

 

 

1,317,689 

 

 

 -

 

 

1,317,689 

Net income allocated to noncontrolling interests

 

 -

 

 

 -

 

 

 -

 

 

(6,445)

 

 

 -

 

 

(6,445)

 

 

6,445 

 

 

 -

Distributions to equity holders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred shares (Note 8)

 

 -

 

 

 -

 

 

 -

 

 

(245,097)

 

 

 -

 

 

(245,097)

 

 

 -

 

 

(245,097)

Noncontrolling interests

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(7,325)

 

 

(7,325)

Common shares and restricted share units

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

($6.50 per share)

 

 -

 

 

 -

 

 

 -

 

 

(1,125,934)

 

 

 -

 

 

(1,125,934)

 

 

 -

 

 

(1,125,934)

Other comprehensive loss (Note 2)

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(20,392)

 

 

(20,392)

 

 

 -

 

 

(20,392)

Balances at December 31, 2015

 

4,055,000 

 

 

17,293 

 

 

5,601,506 

 

 

(434,610)

 

 

(68,548)

 

 

9,170,641 

 

 

26,997 

 

 

9,197,638 

Cumulative effect of a change in accounting

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

principle (Note 10)

 

 -

 

 

 -

 

 

789 

 

 

(789)

 

 

 -

 

 

 -

 

 

 -

 

 

 -

Balances at December 31, 2015, as adjusted

$

4,055,000 

 

$

17,293 

 

$

5,602,295 

 

$

(435,399)

 

$

(68,548)

 

$

9,170,641 

 

$

26,997 

 

$

9,197,638 

Issuance of 47,000 preferred shares (Note 8)

 

1,175,000 

 

 

 -

 

 

(38,797)

 

 

 -

 

 

 -

 

 

1,136,203 

 

 

 -

 

 

1,136,203 

Redemption of 34,500 preferred shares (Note 8)

 

(862,500)

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(862,500)

 

 

 -

 

 

(862,500)

Issuance of common shares in connection with

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

share-based compensation (367,546 shares) (Note 10)

 -

 

 

36 

 

 

25,505 

 

 

 -

 

 

 -

 

 

25,541 

 

 

 -

 

 

25,541 

Share-based compensation expense, net of cash

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

paid in lieu of common shares (Note 10)

 

 -

 

 

 -

 

 

20,765 

 

 

 -

 

 

 -

 

 

20,765 

 

 

 -

 

 

20,765 

Contributions by noncontrolling interests

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

3,470 

 

 

3,470 

Net income

 

 -

 

 

 -

 

 

 -

 

 

1,460,439 

 

 

 -

 

 

1,460,439 

 

 

 -

 

 

1,460,439 

Net income allocated to noncontrolling interests

 

 -

 

 

 -

 

 

 -

 

 

(6,863)

 

 

 -

 

 

(6,863)

 

 

6,863 

 

 

 -


 Cumulative Preferred SharesCommon SharesPaid-in CapitalAccumulated DeficitAccumulated
Other Comprehensive Loss
Total
Public Storage Shareholders' Equity
Noncontrolling InterestsTotal EquityRedeemable Noncontrolling Interests
Balances at December 31, 2020$3,792,500 $17,458 $5,707,101 $(914,791)$(43,401)$8,558,867 $18,032 $8,576,899 $— 
Issuance of 47,300 preferred shares (Note 10)1,182,500 — (35,045)— — 1,147,455 — 1,147,455 — 
Redemption of 35,000 preferred shares (Note 10)(875,000)— — — — (875,000)— (875,000)— 
Issuance of common shares in connection with share-based compensation (552,713 shares) (Note 12)— 55 95,805 — — 95,860 — 95,860 — 
Share-based compensation expense, net of cash paid in lieu of common shares (Note 12)— — 54,492 — — 54,492 — 54,492 — 
Acquisition of noncontrolling interests— — (686)— — (686)(6)(692)— 
Contributions by noncontrolling interests— — — — — — 2,451 2,451 68,170 
Net income— — — 1,959,639 — 1,959,639 — 1,959,639 — 
Net income allocated to noncontrolling interests— — — (6,376)— (6,376)5,906 (470)470 
Distributions to:— 
Preferred shareholders (Note 10)— — — (186,579)— (186,579)— (186,579)— 
Noncontrolling interests— — — — — — (6,271)(6,271)(391)
Common shareholders and restricted share unitholders ($8.00 per share)— — — (1,402,309)— (1,402,309)— (1,402,309)— 
Other comprehensive loss— — — — (10,186)(10,186)— (10,186)— 
Balances at December 31, 2021$4,100,000 $17,513 $5,821,667 $(550,416)$(53,587)$9,335,177 $20,112 $9,355,289 $68,249 
Issuance of 10,000 preferred shares (Note 10)250,000 — (7,168)— — 242,832 — 242,832 — 
Issuance of common shares in connection with share-based compensation (283,190 shares) (Note 12)— 29 35,376 — — 35,405 — 35,405 — 
Retirement of common shares (151,977 shares)— (15)15 — — — — — — 
Taxes paid upon net share settlement of restricted share units— — (16,827)— — (16,827)— (16,827)— 
Share-based compensation expense (Note 12)— — 63,360 — — 63,360 — 63,360 — 
Contributions by noncontrolling interests— — — — — — 6,708 6,708 15,426 
Reclassification from redeemable noncontrolling interests to noncontrolling interests— — — — — — 83,826 83,826 (83,826)
Net income— — — 4,366,274 — 4,366,274 — 4,366,274 — 

See accompanying notes.

F-5

F-6

PUBLIC STORAGE

STATEMENTS OF EQUITY

 (Amounts in thousands, except share and per share amounts)




 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

Total

 

 

 

 

 

 



Cumulative

 

 

 

 

 

 

 

 

 

 

Other

 

Public Storage

 

 

 

 

 



Preferred

 

Common

 

Paid-in

 

Accumulated

 

Comprehensive

 

Shareholders’

 

Noncontrolling

 

Total



Shares

 

Shares

 

Capital

 

Deficit

 

Loss

 

Equity

 

Interests

 

Equity

Distributions to equity holders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred shares (Note 8)

 

 -

 

 

 -

 

 

 -

 

 

(238,214)

 

 

 -

 

 

(238,214)

 

 

 -

 

 

(238,214)

Noncontrolling interests

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(7,586)

 

 

(7,586)

Common shares and restricted share units

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

($7.30 per share)

 

 -

 

 

 -

 

 

 -

 

 

(1,267,544)

 

 

 -

 

 

(1,267,544)

 

 

 -

 

 

(1,267,544)

Other comprehensive loss (Note 2)

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(26,558)

 

 

(26,558)

 

 

 -

 

 

(26,558)

Balances at December 31, 2016

$

4,367,500 

 

$

17,329 

 

$

5,609,768 

 

$

(487,581)

 

$

(95,106)

 

$

9,411,910 

 

$

29,744 

 

$

9,441,654 

Issuance of 23,200 preferred shares (Note 8)

 

580,000 

 

 

 -

 

 

(18,823)

 

 

 -

 

 

 -

 

 

561,177 

 

 

 -

 

 

561,177 

Redemption of 36,900 preferred shares (Note 8)

 

(922,500)

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(922,500)

 

 

 -

 

 

(922,500)

Issuance of common shares in connection with

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

share-based compensation (564,583 shares) (Note 10)

 -

 

 

56 

 

 

42,444 

 

 

 -

 

 

 -

 

 

42,500 

 

 

 -

 

 

42,500 

Share-based compensation expense, net of cash

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

paid in lieu of common shares (Note 10)

 -

 

 

 -

 

 

22,711 

 

 

 -

 

 

 -

 

 

22,711 

 

 

 -

 

 

22,711 

Acquisition of noncontrolling interests

 

 -

 

 

 -

 

 

(7,701)

 

 

 -

 

 

 -

 

 

(7,701)

 

 

(6,724)

 

 

(14,425)

Contributions by noncontrolling interests

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

2,484 

 

 

2,484 

Net income

 

 -

 

 

 -

 

 

 -

 

 

1,448,465 

 

 

 -

 

 

1,448,465 

 

 

 -

 

 

1,448,465 

Net income allocated to noncontrolling interests

 

 -

 

 

 -

 

 

 -

 

 

(6,248)

 

 

 -

 

 

(6,248)

 

 

6,248 

 

 

 -

Distributions to equity holders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred shares (Note 8)

 

 -

 

 

 -

 

 

 -

 

 

(236,535)

 

 

 -

 

 

(236,535)

 

 

 -

 

 

(236,535)

Noncontrolling interests

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(7,392)

 

 

(7,392)

Common shares and restricted share units

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

($8.00 per share)

 

 -

 

 

 -

 

 

 -

 

 

(1,393,812)

 

 

 -

 

 

(1,393,812)

 

 

 -

 

 

(1,393,812)

Other comprehensive income (Note 2)

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

20,042 

 

 

20,042 

 

 

 -

 

 

20,042 

Balances at December 31, 2017

$

4,025,000 

 

$

17,385 

 

$

5,648,399 

 

$

(675,711)

 

$

(75,064)

 

$

8,940,009 

 

$

24,360 

 

$

8,964,369 

 Cumulative Preferred SharesCommon SharesPaid-in CapitalAccumulated DeficitAccumulated
Other Comprehensive Loss
Total
Public Storage Shareholders' Equity
Noncontrolling InterestsTotal EquityRedeemable Noncontrolling Interests
Net income allocated to noncontrolling interests— — — (17,127)— (17,127)16,467 (660)660 
Distributions to:
Preferred shareholders (Note 10)— — — (194,390)— (194,390)— (194,390)— 
Noncontrolling interests— — — — — — (33,714)(33,714)(509)
Common shareholders and restricted share unitholders ($21.15 per share)— — — (3,714,572)— (3,714,572)— (3,714,572)— 
Other comprehensive loss— — — — (26,730)(26,730)— (26,730)— 
Balances at December 31, 2022$4,350,000 $17,527 $5,896,423 $(110,231)$(80,317)$10,073,402 $93,399 $10,166,801 $— 
Issuance of common shares in connection with share-based compensation (405,059 shares) (Note 12)— 40 53,346 — — 53,386 — 53,386 — 
Taxes paid upon net share settlement of restricted share units— — (13,950)— — (13,950)— (13,950)— 
Share-based compensation cost (Note 12)— — 44,941 — — 44,941 — 44,941 — 
Contributions by noncontrolling interests— — — — — — 3,203 3,203 — 
Net income— — — 2,160,120 — 2,160,120 — 2,160,120 — 
Net income allocated to noncontrolling interests— — — (11,793)— (11,793)11,793 — — 
Distributions to:
Preferred shareholders (Note 10)— — — (194,703)— (194,703)— (194,703)— 
Noncontrolling interests— — — — — — (14,627)(14,627)— 
Common shareholders and restricted share unitholders ($12.00 per share)— — — (2,111,303)— (2,111,303)— (2,111,303)— 
Other comprehensive income— — — — 13,078 13,078 — 13,078 — 
Balances at December 31, 2023$4,350,000 $17,567 $5,980,760 $(267,910)$(67,239)$10,013,178 $93,768 $10,106,946 $— 


See accompanying notes.

F-6

F-7


PUBLIC STORAGE

CONSOLIDATED STATEMENTS OF CASH FLOWS

 (Amounts

(Amounts in thousands)



 

 

 

 

 

 

 

 



For the Years Ended December 31,



2017

 

2016

 

2015

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income

$

1,448,465 

 

$

1,460,439 

 

$

1,317,689 

Adjustments to reconcile net income to net cash provided

 

 

 

 

 

 

 

 

by operating activities:

 

 

 

 

 

 

 

 

Gain on real estate investment sales

 

(1,421)

 

 

(689)

 

 

(18,503)

Assets damaged due to hurricanes

 

3,286 

 

 

 -

 

 

 -

Depreciation and amortization

 

454,526 

 

 

433,314 

 

 

426,008 

Equity in earnings of unconsolidated real estate entities

 

(75,655)

 

 

(56,756)

 

 

(50,937)

Distributions from retained earnings of unconsolidated

 

 

 

 

 

 

 

 

real estate entities

 

53,749 

 

 

84,397 

 

 

35,695 

Foreign currency exchange loss (gain)

 

50,045 

 

 

(17,570)

 

 

(306)

Share-based compensation expense

 

37,548 

 

 

37,483 

 

 

32,570 

Other

 

5,136 

 

 

4,718 

 

 

6,063 

Total adjustments

 

527,214 

 

 

484,897 

 

 

430,590 

Net cash provided by operating activities

 

1,975,679 

 

 

1,945,336 

 

 

1,748,279 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Capital expenditures to maintain real estate facilities 

 

(122,199)

 

 

(81,435)

 

 

(65,594)

Construction in process

 

(338,479)

 

 

(269,916)

 

 

(228,478)

Acquisition of real estate facilities and intangible assets

(285,279)

 

 

(416,178)

 

 

(177,076)

Distributions in excess of retained earnings from

 

 

 

 

 

 

 

 

unconsolidated real estate entities

 

 -

 

 

67,420 

 

 

 -

Proceeds from sale of real estate investments

 

6,103 

 

 

998 

 

 

15,013 

Net cash used in investing activities

 

(739,854)

 

 

(699,111)

 

 

(456,135)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Repayments on notes payable

 

(1,701)

 

 

(36,459)

 

 

(17,237)

Issuance of notes payable

 

992,077 

 

 

113,620 

 

 

264,255 

Issuance of preferred shares

 

561,177 

 

 

1,136,203 

 

 

 -

Issuance of common shares

 

42,500 

 

 

25,541 

 

 

29,663 

Redemption of preferred shares

 

(922,500)

 

 

(862,500)

 

 

(270,000)

Cash paid upon vesting of restricted share units

 

(14,092)

 

 

(15,357)

 

 

(15,678)

Acquisition of noncontrolling interests

 

(14,425)

 

 

 -

 

 

(5,492)

Contributions by noncontrolling interests

 

2,484 

 

 

3,470 

 

 

1,562 

Distributions paid to Public Storage shareholders

 

(1,630,347)

 

 

(1,505,758)

 

 

(1,371,031)

Distributions paid to noncontrolling interests

 

(7,392)

 

 

(7,586)

 

 

(7,325)

Net cash used in financing activities

 

(992,219)

 

 

(1,148,826)

 

 

(1,391,283)

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

 

243,606 

 

 

97,399 

 

 

(99,139)

Net effect of foreign exchange translation

 

(126)

 

 

(381)

 

 

(318)

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

 

212,573 

 

 

115,555 

 

 

215,012 

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

$

456,053 

 

$

212,573 

 

$

115,555 
For the Years Ended December 31,
 202320222021
Cash flows from operating activities:    
Net income$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(17,178)(1,503)(13,683)
Depreciation and amortization970,056 888,146 713,428 
Equity in earnings of unconsolidated real estate entities(27,897)(106,981)(232,093)
Distributions from cumulative equity in earnings of unconsolidated real estate entities29,333 134,769 150,488 
Unrealized foreign currency exchange loss (gain)51,239 (97,563)(111,787)
Share-based compensation expense41,566 56,703 59,815 
Other non-cash adjustments20,508 15,207 4,883 
Changes in operating assets and liabilities, excluding the impact of acquisitions:
Other assets(16,365)(29,638)(44,127)
Accrued and other liabilities35,266 20,587 56,992 
Net cash flows from operating activities3,246,648 3,117,141 2,543,555 
Cash flows from investing activities:
Capital expenditures to maintain real estate facilities(236,572)(218,713)(136,989)
Capital expenditures for property enhancements(159,939)(189,699)(103,730)
Capital expenditures for energy efficiencies (LED lighting, solar)(64,626)(51,361)(29,519)
Development and expansion of real estate facilities(364,445)(313,511)(281,981)
Acquisition of real estate facilities and intangible assets(473,176)(757,944)(5,047,106)
Acquisition of BREIT Simply Storage LLC, net of cash acquired(2,178,151)— — 
Distributions in excess of cumulative equity in earnings from unconsolidated real estate entities10,975 13,670 19,518 
Contributions to unconsolidated real estate entities(112,554)— — 
Proceeds from sale of real estate investments39,986 1,543 16,296 
Proceeds from sale of equity investment in PS Business Parks, Inc.— 2,636,011 — 
Net cash flows (used in) from investing activities(3,538,502)1,119,996 (5,563,511)
Cash flows from financing activities:
Issuance costs on amendment of credit facility(8,377)— — 
Repayments of notes payable(8,259)(513,495)(2,218)
Issuance of notes payable, net of issuance costs2,181,273 — 5,038,904 
Issuance of preferred shares— 242,832 1,147,455 
Issuance of common shares in connection with share-based compensation53,131 35,271 95,860 
Redemption of preferred shares— — (1,175,000)
Taxes paid upon net share settlement of restricted share units(13,950)(16,827)(13,069)
Acquisition of noncontrolling interests— — (692)
Contributions by noncontrolling interests3,203 1,669 2,451 
Distributions paid to preferred shareholders, common shareholders and restricted share unitholders(2,305,322)(3,908,497)(1,588,888)
Distributions paid to noncontrolling interests(14,627)(34,223)(6,662)
Net cash flows (used in) from financing activities(112,928)(4,193,270)3,498,141 
Net cash flows (used in) from operating, investing, and financing activities(404,782)43,867 478,185 
Net effect of foreign exchange impact on cash and equivalents, including restricted cash— — 505 
Net (decrease) increase in cash and equivalents, including restricted cash$(404,782)$43,867 $478,690 

See accompanying notes.

F-7

F-8


PUBLIC STORAGE

CONSOLIDATED STATEMENTS OF CASH FLOWS

 (Amounts

(Amounts in thousands)



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



For the Years Ended December 31,



2017

 

2016

 

2015

Supplemental schedule of non-cash investing and

 

 

 

 

 

 

 

 

financing activities:

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

Foreign currency translation adjustment:

 

 

 

 

 

 

 

 

Real estate facilities, net of accumulated depreciation

$

(659)

 

$

1,317 

 

$

500 

Investments in unconsolidated real estate entities

 

(19,370)

 

 

24,099 

 

 

19,583 

Notes payable

 

49,906 

 

 

(17,750)

 

 

(315)

Accumulated other comprehensive loss

 

(30,003)

 

 

(8,047)

 

 

(20,086)



 

 

 

 

 

 

 

 

Reclassification of existing investment to real estate in connection

 

 

 

 

 

 

 

 

with property acquisition (Note 3):

 

 

 

 

 

 

 

 

Real estate facilities

 

(6,310)

 

 

 -

 

 

 -

Investments in unconsolidated real estate entities

 

6,310 

 

 

 -

 

 

 -



 

 

 

 

 

 

 

 

Real estate acquired in exchange for assumption of notes payable

 -

 

 

(12,945)

 

 

(8,311)

Notes payable assumed in connection with acquisition of real estate

 

 -

 

 

12,945 

 

 

8,311 



 

 

 

 

 

 

 

 

Accrued development costs and capital expenditures:

 

 

 

 

 

 

 

 

Capital expenditures to maintain real estate facilities 

 

(2,581)

 

 

(4,612)

 

 

2,525 

Construction in process

 

(11,233)

 

 

(18,238)

 

 

(9,623)

Accrued and other liabilities

 

13,814 

 

 

22,850 

 

 

7,098 


For the Years Ended December 31,
 202320222021
Cash and equivalents, including restricted cash at beginning of the period:
Cash and equivalents$775,253 $734,599 $257,560 
Restricted cash included in other assets29,904 26,691 25,040 
$805,157 $761,290 $282,600 
Cash and equivalents, including restricted cash at end of the period:
Cash and equivalents$370,002 $775,253 $734,599 
Restricted cash included in other assets30,373 29,904 26,691 
 $400,375 $805,157 $761,290 
Supplemental schedule of non-cash investing and financing activities:
Costs incurred during the period remaining unpaid at period end for:
Capital expenditures to maintain real estate facilities$(10,798)$(9,903)$(10,879)
Capital expenditures for property enhancements(3,046)(4,502)(11,726)
Capital expenditures for energy efficiencies (LED lighting, solar)(386)(855)(775)
Construction or expansion of real estate facilities(68,099)(65,650)(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 $74,192 
Cash paid for income taxes, net of refunds11,056 11,293 12,696 


See accompanying notes.

F-8

F-9


PUBLIC STORAGE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2017

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”), was organized engaged in 1980.  Our principal business activities include the ownership and operation of self-storage facilities whichthat 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 tenant reinsurance to the tenants at our self-storage facilities,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, 2017,2023, we have direct and indirectowned equity interests in 2,3863,044 self-storage facilities (with approximately 159218.1 million net rentable square feet) located in 3840 states in the United States (“U.S.”) operating under the “Public Storage” name.  We also own one self-storage facility in London, EnglandPublic Storage® name, and 1.2 million net rentable square feet of commercial and retail space. In addition, we havemanaged 210 facilities for third parties at December 31, 2023.
At December 31, 2023, we owned a 49%35% common equity interest in Shurgard Europe,Self Storage Limited (“Shurgard”), a public company traded on the Euronext Brussels under the “SHUR” symbol, which owns 221owned 275 self-storage facilities (with approximately 1215 million net rentable square feet) located in seven Western European countries, all operating under the “Shurgard”Shurgard® name.
2.Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation
We also have direct and indirect equity interestsprepared the accompanying consolidated financial statements in approximately 29 million net rentable square feet of commercial space located in seven statesaccordance with U.S. generally accepted accounting principles (“GAAP”) as set forth in the U.S. primarily ownedAccounting Standards Codification of the Financial Accounting Standards Board, and operated by PS Business Parks, Inc.in conformity with the rules and regulations of the Securities and Exchange Commission (“PSB”SEC”) under.
We revised our prior period financial statements to correct the “PS Business Parks” name.  Atpresentation 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, 2017, we2022 and 2021.
Certain amounts previously reported in our 2022 and 2021 Consolidated Statements of Income have an approximate 42% common equity interestbeen reclassified to conform to the 2023 presentation, with respect to the separate presentation of real estate acquisition and development expense in PSB.

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 13)15) are unaudited and outside the scope of our independent registered public accounting firm’s reviewaudit of our financial statements in accordance with the standards of the Public Company Accounting Oversight Board (U.S.).

2.

Summary of Significant Accounting Policies

Basis of Presentation

The financial statements are presented on an accrual basis in accordance with U.S. generally accepted accounting principles (“GAAP”) as defined in the Financial Accounting Standards Board Accounting Standards Codification (the “Codification”). 

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. We have no involvement with anyPSA 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 VIEs.as of December 31, 2023. We consolidate all other entities when we control them through voting shares or contractual rights. TheWe refer to the entities we consolidate, for the period in which the reference applies, are referred to 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 over using the equity method of accounting. TheseWe refer to these entities, for the periods in which the reference applies, are referred to collectively as the “Unconsolidated Real Estate Entities”, eliminatingEntities,” and we eliminate intra-entity profits and losses and amortizingamortize 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.

F-9


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

WhenThe dividends we begin consolidating an entity, we include the book value of our preexisting equity interest as part of the acquisition cost.  All changes in consolidation status are reflected prospectively.

Collectively, at December 31, 2017, the Company and the Subsidiaries own 2,386 self-storage facilities in the U.S., one self-storage facility in London, England and three commercial facilities in the U.S.  At December 31, 2017,receive from the Unconsolidated Real Estate Entities are comprisedreflected on our consolidated statements of PS and Shurgard Europe.

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 reflect ourin conformity with GAAP requires us to make estimates and assumptions.assumptions that affect the amounts reported. Actual results could differ from those estimates and assumptions.

Income Taxes

We have elected to be treated as a REIT, as defined in the Internal Revenue Code of 1986, as amended (the “Code”).  As a REIT, we do not incur U.S. federal income tax if we distribute 100% of our REIT taxable income each year, and if we meet certain organizational and operational rules.  We believe we have met these REIT requirements for all periods presented herein.  Accordingly, we have recorded no U.S. federal income tax expense related to our REIT taxable income.

Our merchandise and tenant reinsurance operations are subject to corporate income tax and such taxes are included in ancillary cost of operations.  We also incur income and other taxes in certain states, which are included in general and administrative expense. 

We recognize tax benefits of uncertain income tax positions that are subject to audit 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, 2017, we had no tax benefits that were not recognized.

Real Estate Facilities

Real estate facilities are recorded at cost.  We capitalize all costs incurred to acquire, develop, construct, renovate and improve facilities, including interest and property taxes incurred during the construction period and, effective October 1, 2016, the external transaction costs associated with acquisitions of real estate.  Prior to October 1, 2016, transaction costs for acquisitions were included in general and administrative expense on our income statements.  This change was made due to a change in GAAP, which results in real estate facility acquisitions generally being considered acquisitions of assets rather than business combinations.  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. 

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

Other Assets

Other assets primarily consist of rents receivable from our tenants, prepaid expenses and restricted cash.

F-10


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

Accrued and Other Liabilities

Accrued and other liabilities consist primarily of rents prepaid by our tenants, trade payables, accrued interest, property tax accruals, accrued payroll, accrued tenant reinsurance losses, and accruals for probable and estimable contingent losses.  We believe the fair value of our accrued and other liabilities approximates book value, due to the short period until repayment.  We disclose the nature of significant unaccrued losses that are reasonably possible of occurring and, if estimable, a range of exposure.

Cash Equivalents and Restricted Cash Marketable Securities and Other Financial Instruments

Cash equivalents represent highly liquid financial instruments that mature within three months of acquisition such as money market funds with daily liquidity or short-terma rating of at least AAA by Standard & Poor’s, commercial paper that is rated A1 by Standard & Poor’s or treasury securities maturing within three months of acquisition.  Cashdeposits with highly rated commercial banks. Restricted cash, which represent amounts used to collateralize our insurance obligations and equivalents which are restricted from general corporate use, are included in other assets.  We believe that the book value of all such financial instruments for all periods presented approximates fair value, due to the short period to maturity.

Cash, equivalents, and restricted cash presented on our statements of cash flows totaling $456.1 million, $212.6 million, $115.6 million, and $215.0 million at December 31, 2017, 2016, 2015, and 2014, respectively, include $433.4 million, $183.7 million, $104.3 million, and $187.7 million in cash and equivalents, and $22.7 million, $28.9 million, $11.3 million, and $27.3 million in restricted cash 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. Our estimatesIn 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 involve considerable judgmentare measured and are not necessarily indicativeclassified in accordance with a three-tier fair value hierarchy based on the observability of the amountsinputs 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 could be realized in currentare observable for the asset or liability, either directly or indirectly through corroboration with observable market exchanges.

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 cash and equivalents, marketable securities, other assets, debt, and other liabilitiesnotes payable using Level 2 inputs by applying a discount rate todiscounting the related future cash flows of the financial instrument.  The discountat a rate is based upon quoted interest rates for securities that have similar characteristics such as credit quality and time to maturity;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 quotedas 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 rates are referred to generally as “Level 2” inputs.

Currency and Credit Risk

Financial instruments that are exposed to credit risk consist primarilyproperty taxes incurred during the construction period. We expense the costs of cash and equivalents, certain portionsdemolition of other assets including rents receivable from our tenants and restricted cash.  Cash equivalents we invest in are either money market fundsexisting facilities associated with a ratingrenovation 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 least AAA by Standard & Poor’s, commercial paper that is rated A1 by Standard & Poor’s or deposits with highly rated commercial banks.

At December 31, 2017, due primarily to our investment in Shurgard Europe (Note 4)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 our notes payable denominated in Euros (Note 6), our operating results and financial position are affected by fluctuations in currency exchange ratesrecognize additional paid-in capital for the difference between the Euro,consideration received and to a lesser extent, other European currencies, against the U.S. Dollar. 

partial interest at book value.

Goodwill and Other Intangible Assets

Intangible assets are comprisedconsist of goodwill, the “Shurgard” trade name, acquired customers in place, and leasehold interests in land.

F-11


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

Goodwill totaled $174.6 million at December 31, 2017 and 2016.  The “Shurgard”Shurgard® trade name, which is used by Shurgard Europeuses pursuant to a fee-based licensing agreement, has a book value of $18.8 million at December 31, 2017 and 2016.finite-lived assets. Goodwill and the “Shurgard”Shurgard® trade name have indefinite lives and are not amortized.

Acquired Our finite-lived assets consist primarily of (i) acquired customers in place and leasehold interests in land are finite-lived assets and are amortized relative to the benefit of the customers in place, or the benefit to land lease expense to each period.  At December 31, 2017, these intangibles had a net book value of $21.5 million ($19.3 million at December 31, 2016).  Accumulatedwith such amortization totaled $31.0 million at December 31, 2017 ($54.0 million at December 31, 2016),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 $15.0 million, $21.7 millionoperations on our income statement and $26.1 million was recorded in 2017, 2016(iii) acquired non real estate-related contracts, with such amortization reflected as depreciation and 2015, respectively.  The estimated future amortization expense foron our finite-lived intangible assets at income statement.

F-12


PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017 is approximately $12.5 million in 2018,  $3.5 million in 2019 and $5.5 million thereafter.  During 2017, 2016 and 2015, intangibles increased $17.2 million, $23.0 million and $8.9 million, respectively, in connection with the acquisition of self-storage facilities (Note 3).

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 on a quarterly basis.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 may beis less than the carrying amount. IfWhen we determineconclude that it is not more likely than not that the fair value of the reporting unit exceedsis less than the aggregate carrying amount, no impairment charge is recorded.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”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 fair valueasset is less than the carrying amount.impaired. When we conclude that it is not more likely than not that the asset is not 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.

Casualty Loss

We record casualty losses for i) the book value of assets destroyed and ii) incremental repair, clean-up, and other costs associated with the casualty.  Insurance proceeds are recorded as a reduction in casualty loss when all uncertainties of collection are satisfied.  During 2017, we incurred casualty losses totaling $7.8 million, comprised of $3.3 million in book value of assets damaged and $4.5 million in repairs and maintenance incurred in connection with Hurricanes Harvey and Irma.    

F-12


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

Revenue and Expense Recognition

Revenues

We recognize revenues from self-storage facilities, which are primarily composed ofcomprise rental income earned pursuant to month-to-month leases, as well as associated late charges and administrative fees, are recognized as earned. Promotional discounts reduce rental income over the promotional period, which is generally one month. AncillaryWe recognize ancillary revenues and interest and other income are recognized 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. CostWe expense cost of operations (including advertising expenditures), general and administrative expense, and interest expense are expensed 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 1.1981.104 U.S. Dollars per Euro at December 31, 2017  (1.0522023 (1.070 at December 31, 2016)2022), and average exchange rates of 1.129,  1.1071.081, 1.054 and 1.1101.183 for the years ended December 31, 2017, 20162023, 2022, and 2015,2021, respectively.  Cumulative translation
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 not included in cumulative net income, are included in equityactual results or updated estimates differ from our current estimates, such amounts will be recorded as a componentcumulative 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 accumulatedoutstanding 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 comprehensivesegment 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 (loss).

Comprehensive Income

Total comprehensivetax disclosures, particularly in the rate reconciliation table and disclosures about income representstaxes 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 income, adjustedrentable square feet) and manages 25 self-storage facilities for changesthird parties, for a purchase price of $2.2 billion in other comprehensive income (loss)cash, including cash acquired of $6.0 million and direct transaction costs of $9.6 million (the “Simply Acquisition”).
We accounted for the applicable period.  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 aggregate foreign currency exchange gains and losses reflected on our statements of comprehensive income are comprised primarily of foreign currency exchange gains and losses on our investment in Shurgard Europe and our notes payable denominated in Euros.

Net Income per Common Share

Net income istotal purchase price was allocated to (i) noncontrolling intereststhe individual assets acquired and liabilities assumed based uponon their share of the net income of the Subsidiaries, (ii) preferred shareholders, to the extent redemption cost exceeds the related original net issuance proceeds (an “EITF D-42 allocation”), and (iii) the remaining net income isrelative fair values. The total purchase price, including direct transaction costs, was allocated to each of our equity securities based upon the dividends declared or accumulated during the period, combined with participation rights in undistributed earnings. 

Basic and diluted net income per common share are each calculated based upon net income allocable to common shareholders presented on the face of our income statement, divided by (i) in the case of basic net income per common share, weighted average common shares, and (ii) in the case of diluted income per share, weighted average common shares adjusted for the impact, if dilutive, of stock options outstanding (Note 10).  The following table reconciles from basic to diluted common shares outstanding:

as follows (in thousands):

F-13

Cash$6,032 
Real estate facilities:
Land229,396 
Buildings1,762,752 
Construction in process2,922 
Intangible assets:
Acquired customers in place209,516 
Non real estate-related contracts4,750 
Other assets12,046 
Accrued and other liabilities(43,231)
Total purchase price, including direct transaction costs$2,184,183 
F-15


PUBLIC STORAGE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2017

2023



 

 

 

 

 

 

 

 

 



 

For the Years Ended December 31,



 

2017

 

2016

 

 

2015



 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



Weighted average common shares and equivalents

 

 

 

 

 

 

 

 



outstanding:

 

 

 

 

 

 

 

 



Basic weighted average common

 

 

 

 

 

 

 

 



shares outstanding

 

173,613 

 

 

173,091 

 

 

172,699 



Net effect of dilutive stock options -

 

 

 

 

 

 

 

 



based on treasury stock method

 

538 

 

 

787 

 

 

811 



Diluted weighted average common

 

 

 

 

 

 

 

 



shares outstanding

 

174,151 

 

 

173,878 

 

 

173,510 

3.

4.Real Estate Facilities


Activity in real estate facilities during 2017, 20162023, 2022, and 20152021 is as follows:



 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



 

For the Years Ended December 31,



 

2017

 

 

2016

 

 

2015



 

(Amounts in thousands)



Operating facilities, at cost:

 

 

 

 

 

 

 

 



Beginning balance

$

13,963,229 

 

$

13,205,261 

 

$

12,863,235 



Capital expenditures to maintain real estate facilities

124,780 

 

 

86,047 

 

 

63,069 



Acquisitions

 

274,115 

 

 

406,154 

 

 

176,444 



Dispositions

 

(1,092)

 

 

 -

 

 

(19,970)



Assets damaged due to hurricanes

 

(8,226)

 

 

 -

 

 

 -



Developed or redeveloped facilities opened for operation

311,559 

 

 

268,905 

 

 

123,484 



Impact of foreign exchange rate changes

 

1,624 

 

 

(3,138)

 

 

(1,001)



Ending balance

 

14,665,989 

 

 

13,963,229 

 

 

13,205,261 



Accumulated depreciation:

 

 

 

 

 

 

 

 



Beginning balance

 

(5,270,963)

 

 

(4,866,738)

 

 

(4,482,520)



Depreciation expense

 

(433,466)

 

 

(406,046)

 

 

(393,605)



Dispositions

 

123 

 

 

 -

 

 

8,886 



Assets damaged due to hurricanes

4,940 

 

 

 -

 

 

 -



Impact of foreign exchange rate changes

 

(965)

 

 

1,821 

 

 

501 



Ending balance

 

(5,700,331)

 

 

(5,270,963)

 

 

(4,866,738)



Construction in process:

 

 

 

 

 

 

 

 



Beginning balance

 

230,310 

 

 

219,190 

 

 

104,573 



Current development

 

349,712 

 

 

288,154 

 

 

238,101 



Developed or redeveloped facilities opened for operation

(311,559)

 

 

(268,905)

 

 

(123,484)



Dispositions and transfers to other assets

 

(4,022)

 

 

(8,129)

 

 

 -



Ending balance

 

264,441 

 

 

230,310 

 

 

219,190 



Total real estate facilities at December 31, 2017

$

9,230,099 

 

$

8,922,576 

 

$

8,557,713 
For the Years Ended December 31,
 202320222021
 (Amounts in thousands)
Operating facilities, at cost:
Beginning balance$24,219,126 $22,807,833 $17,372,627 
Capital expenditures to maintain real estate facilities232,048 205,169 137,428 
Capital expenditures for property enhancements163,380 194,931 116,478 
Capital expenditures for energy efficiencies (LED lighting, solar)65,026 52,216 30,294 
Acquisitions2,442,118 733,442 4,940,413 
Dispositions and other(19,322)(1,704)(7,408)
Developed or expanded facilities opened for operation362,862 227,239 218,001 
Ending balance27,465,238 24,219,126 22,807,833 
Accumulated depreciation:
Beginning balance(8,554,155)(7,773,308)(7,152,135)
Depreciation expense(881,255)(781,931)(625,968)
Dispositions and other11,436 1,084 4,795 
Ending balance(9,423,974)(8,554,155)(7,773,308)
Construction in process:
Beginning balance372,992 272,471 188,079 
Costs incurred to develop and expand real estate facilities356,788 336,948 302,393 
Acquisitions2,922 — — 
Write-off of cancelled projects and transfer to other assets(24,387)(9,188)— 
Developed or expanded facilities opened for operation(362,862)(227,239)(218,001)
Ending balance345,453 372,992 272,471 
Total real estate facilities at December 31,$18,386,717 $16,037,963 $15,306,996 

During 2017,2023, in addition to the Simply Acquisition, we acquired 2237 self-storage facilities from third parties (1,365,000 net rentable square feet), for a total cost of $149.8 million, in cash.  Approximately $8.2 million of the total cost was allocated to

F-14


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

intangible assets.  On December 31, 2017, we acquired the remaining 74.25% of the interests which we did not own in one of the unconsolidated entities that owned 12 self-storage facilities (749,000 net rentable square feet) for a total cost of $135.5 million in cash.  Approximately $9.0 million of the $141.8 million acquisition cost (which includes the $6.3 million book value of our existing investment) was allocated to intangible assets and $0.3 million was allocated to other assets.

We completed development and redevelopment activities during 2017, adding 2.7 million net rentable square feet of self-storage space, at an aggregate cost of $311.6 million.  Construction in process at December 31, 2017 consists of projects to develop new self-storage facilities and redevelop existing self-storage facilities, which will add a total of 4.6(2.7 million net rentable square feet of storage space at an aggregate estimated cost of approximately $613.8 million (unaudited).  During 2017, we sold real estate for a total of approximately $6.4 million in cash proceeds, of which $0.3 million was collected in 2016, and recorded a related gain on real estate investment sales of approximately $1.4 million in 2017.

During 2016, we acquired 55 self-storage facilities (4,121,000 net rentable square feet)space), for a total cost of $429.1 million, consisting of $416.2$473.2 million in cash and the assumption of $12.9 million in mortgage notes.cash. Approximately $23.0$23.2 million of the total cost was allocated to intangible assets. We completed development and redevelopment activities costing $362.9 million during 2016,2023, adding 2,275,0001.7 million net rentable square feet of self-storage space,space. Construction in process at an aggregate costDecember 31, 2023 consisted of $268.9 million.projects to develop new self-storage facilities and expand existing self-storage facilities. During 2016,2023, we also transferred $8.1wrote off $11.7 million of accumulated development costs for cancelled development and redevelopment projects in construction costsin 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 respecta 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 development project thatnet gain on sale of real estate of $17.1 million after direct transaction costs, and $15.7 million was suspended.

classified as a reduction of costs to develop the acquired land included in construction in process.

During 2015,2023, 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 1774 self-storage facilities (1,285,000(4.7 million net rentable square feet) and the leasehold interest in the landfeet of one of our existing self-storage facilities,storage space), for a total cost of $185.4$730.5 million, consisting of $177.1$710.6 million in cash and the assumption of $8.3$19.9 million in mortgage notes.partnership units in one of our subsidiaries. Approximately $8.9$24.1 million of the total cost was allocated to intangible assets. We completed expansiondevelopment and developmentredevelopment activities costing $227.2 million during 2015,2022, adding 1,312,0001.4 million net rentable square feet of self-storage space,space. Construction in process at an aggregateDecember 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 $123.5 million.  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 2015,2022, we sold one commercial facility and two self-storageportions of real estate facilities in connection with eminent domain proceedings for a total of $29.7$1.5 million in cash proceeds of which $14.7 million was collected in 2014, and recorded a related gainsgain on sale of real estate sales totaling $18.5of 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, 2017,2023, the adjusted basis of real estate facilities for U.S. federal tax purposes was approximately $9.8$18.3 billion (unaudited).

4.

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 investments in, and equity in earnings of the Unconsolidated Real Estate Entities (amounts in thousands):



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Investments in Unconsolidated Real Estate Entities at December 31,

 

Equity in Earnings of Unconsolidated Real Estate Entities for the Year Ended December 31,



 

2017

 

2016

 

2017

 

2016

 

2015



 

 

 

 

 

 

 

 

 

 



PSB

$

400,133 

 

$

402,765 

 

$

46,544 

 

$

31,707 

 

$

34,155 



Shurgard Europe

 

324,040 

 

 

280,019 

 

 

25,948 

 

 

22,324 

 

 

14,272 



Other Investments

 

 -

 

 

6,423 

 

 

3,163 

 

 

2,725 

 

 

2,510 



Total

$

724,173 

 

$

689,207 

 

$

75,655 

 

$

56,756 

 

$

50,937 
Equity in Earnings of Unconsolidated Real Estate Entities for the
Year Ended December 31,
202320222021
Shurgard$27,897$26,385$24,371
PSB80,596207,722
Total$27,897$106,981$232,093

Investment in Shurgard
Our investment in Shurgard was $390.2 million and $275.8 million as of December 31, 2023 and December 31, 2022, respectively.
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 2017, 20162023, 2022, and 2015,2021, 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 our investmentsShurgard 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 Unconsolidated Real Estate Entities totaling $53.7 million,  $151.8 million and $35.7 million, respectively.  For 2016, $67.4 millionConsolidated Statements of the distributions received exceeded the retained earnings of the Unconsolidated Real Estate

Cash Flows.

F-15


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

Entities and are presented as an investing activity on our statement of cash flows.  At December 31, 2017, the cost of2023, our investment in the Unconsolidated Real Estate Entities exceedsShurgard’s real estate assets exceeded our pro ratapro-rata share of the underlying equityamounts on Shurgard’s balance sheet by approximately $67.3$63.7 million ($69.967.8 million at December 31, 2016)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 into equity in earnings of the Unconsolidated Real Estate Entities based upon allocations to the underlying net assets.Entities. Such amortization wastotaled approximately $1.3$4.1 million, $1.8$6.9 million, and $2.4$8.4 million during 2017, 20162023, 2022, and 2015,2021, 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

PSB is a REIT traded on

On July 20, 2022, in connection with the New York Stock Exchange.  We have an approximate 42%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 asin 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, 20172022 and 2016, comprised2021 (amounts in thousands). Due to the complete sale of our ownershipequity 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 7,158,354 sharessuch reported information prior to the transaction. Summarized financial information for Shurgard is excluded in the table below.
Year Ended December 31,
20222021
Revenues$223,750$438,703
Costs of operations66,701130,896
Operating income88,702195,264
Gain on sale of real estate118,801359,875
Net Income208,665553,029
6.Goodwill and Other Intangible Assets

Goodwill and other intangible assets consisted of PSB’s common stock and 7,305,355 limited partnership units (“LP Units”)the following (amounts in an operating partnership controlled by PSB.  The LP Units are convertible at our option,thousands):
At December 31, 2023At December 31, 2022
Gross Book ValueAccumulated AmortizationNet Book ValueGross Book ValueAccumulated AmortizationNet Book Value
Goodwill$165,843 $— $165,843 $165,843 $— $165,843 
Shurgard® Trade Name18,824 — 18,824 18,824 — 18,824 
Finite-lived intangible assets, subject to amortization995,578 (792,978)202,600 758,106 (710,256)47,850 
Total goodwill and other intangible assets$1,180,245 $(792,978)$387,267 $942,773 $(710,256)$232,517 
Finite-lived intangible assets consist primarily of acquired customers in place. Amortization expense related to intangible assets subject to certain conditions, onamortization 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 one-for-one basis into PSB common stock.  Based upon the closing priceweighted average life of approximately 1.2 years. The estimated future amortization expense for our finite-lived intangible assets at December 31, 2017 ($125.09 per share of PSB common stock), the shares and units we owned had a market value of approximately $1.8 billion.  At December 31, 2017, the adjusted tax basis of our investment2023 is as follows (amounts in PSB approximates book value (unaudited).

The following table sets forth selected financial information of PSB.  The amounts represent all of PSB’s balances and not our pro-rata share.

thousands):



 

 

 

 

 

 

 

 



2017

 

2016

 

2015



(Amounts in thousands)

For the year ended December 31,

 

 

 

 

 

 

 

 

Revenues

$

402,179 

 

$

386,871 

 

$

373,135 

Costs of operations

 

(125,340)

 

 

(123,108)

 

 

(121,224)

Depreciation and amortization

 

(94,270)

 

 

(99,486)

 

 

(105,394)

General and administrative

 

(9,679)

 

 

(14,862)

 

 

(13,582)

Other items

 

(1,148)

 

 

(4,431)

 

 

(12,200)

Gain on real estate investment sales

 

7,574 

 

 

 -

 

 

28,235 

Net income

 

179,316 

 

 

144,984 

 

 

148,970 

Allocations to preferred shareholders and

 

 

 

 

 

 

 

 

restricted share unitholders

 

(64,612)

 

 

(65,157)

 

 

(62,184)

Net income allocated to common shareholders

 

 

 

 

 

 

 

 

and LP Unitholders

$

114,704 

 

$

79,827 

 

$

86,786 



 

 

 

 

 

 

 

 

YearAmount
2024$116,338 
202560,467 
202619,129 
20272,797 
2028377 
Thereafter3,492 
Total$202,600 



 

 

 

 

 

 

 

 

As of December 31,

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

Total assets (primarily real estate)

$

2,100,159 

 

$

2,119,371 

 

$

2,186,658 

Debt

 

 -

 

 

 -

 

 

250,000 

Preferred stock called for redemption

 

130,000 

 

 

230,000 

 

 

 -

Other liabilities

 

80,223 

 

 

78,657 

 

 

76,059 

Equity:

 

 

 

 

 

 

 

 

Preferred stock

 

959,750 

 

 

879,750 

 

 

920,000 

Common equity and LP units

 

930,186 

 

 

930,964 

 

 

940,599 

Investment in Shurgard Europe

For all periods presented, we had a 49% equity investment in Shurgard Europe and our joint venture partner owns the remaining 51% interest.  Our equity in earnings of Shurgard Europe is comprised of our 49% share of Shurgard Europe’s net income and 49% of the trademark license fees that Shurgard Europe pays to us

F-16

7.Credit Facility

PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

for the use of the “Shurgard” trademark.  The remaining 51% of the license fees are classified as interest and other income on our income statement. 

Changes in foreign currency exchange rates increased our investment in Shurgard Europe by approximately $19.4 million in 2017 and decreased it by $24.1 million and $19.6 million in 2016 and 2015, respectively.  Included in our equity in earnings of Shurgard Europe for 2016 is a $941,000 increase for the recognition of accumulated comprehensive income, representing a decrease to equity rather thanOn June 12, 2023, PSOC entered into an increase to investments in Unconsolidated Real Estate Entities.

The following table sets forth selected consolidated financial information of Shurgard Europe based upon all of Shurgard Europe’s balances for all periods, rather than our pro rata share.  Such amounts are based upon our historical acquired book basis.



 

 

 

 

 

 

 

 

 



 

2017

 

2016

 

2015



 

(Amounts in thousands)

For the year ended December 31,

 

 

 

 

 

 

 

 

 

Self-storage and ancillary revenues

 

$

265,088 

 

$

252,321 

 

$

236,990 

Self-storage and ancillary cost of operations

 

 

(98,510)

 

 

(97,099)

 

 

(93,575)

Depreciation and amortization

 

 

(63,282)

 

 

(62,829)

 

 

(66,665)

General and administrative

 

 

(12,465)

 

 

(13,199)

 

 

(12,619)

Interest expense on third party debt 

 

 

(20,759)

 

 

(20,617)

 

 

(16,695)

Trademark license fee payable to Public Storage

 

 

(2,647)

 

 

(2,531)

 

 

(2,376)

Income tax expense

 

 

(17,601)

 

 

(10,669)

 

 

(10,799)

Costs of acquiring facilities and other

 

 

178 

 

 

(1,667)

 

 

(7,359)

Foreign exchange gain (loss)

 

 

306 

 

 

(681)

 

 

(150)



 

 

 

 

 

 

 

 

 

Net income

 

$

50,308 

 

$

43,029 

 

$

26,752 

Average exchange rates of Euro to the U.S. Dollar

 

 

1.129 

 

 

1.107 

 

 

1.110 



 

 

 

 

 

 

 

 

 



��

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

 

2017

 

 

2016

 

 

2015



 

(Amounts in thousands)

As of December 31,

 

 

 

 

 

 

 

 

 

Total assets (primarily self-storage facilities)

 

$

1,416,477 

 

$

1,261,912 

 

$

1,476,632 

Total debt to third parties

 

 

726,617 

 

 

666,926 

 

 

662,336 

Other liabilities

 

 

143,638 

 

 

106,916 

 

 

110,522 

Equity

 

 

546,222 

 

 

488,070 

 

 

703,774 



 

 

 

 

 

 

 

 

 

Exchange rate of Euro to U.S. Dollar

 

 

1.198 

 

 

1.052 

 

 

1.091 

Other Investments

On December 31, 2017, we acquired the remaining 74.25% equity interest we did not own in the Other Investments for $135.5 million, in cash, and began to consolidate the 12 self-storage facilities owned by the Other Investments.  In 2016, we sold one of the Other Investments resulting in a $689,000 gain on real estate investment sales on our income statement.

F-17


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

5.Credit Facility

We have aamended revolving credit agreement (the “Credit Facility”) with a, which increased our borrowing limit from $500 million borrowing limit, which expires on March 31, 2020.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 LIBORSOFR plus 0.850%0.65% to LIBORSOFR plus 1.450%1.40% depending upon the ratio of our Total Indebtedness to Gross Asset Value (as defined in the Credit Facility) (LIBORcredit rating (SOFR plus 0.850%0.70% at December 31, 2017)2023). We are also required to pay a quarterly facility fee ranging from 0.080%0.10% per annum to 0.250%0.30% per annum depending upon the ratio of our Total Indebtedness to our Gross Asset Value (0.080%credit rating (0.10% per annum at December 31, 2017)2023). At December 31, 20172023 and February 28, 2018,20, 2024, we had no outstanding borrowings under this Credit Facility. We had undrawn standby letters of credit, which reduce our borrowing capacity, totaling $16.1$14.6 million at December 31, 20172023 ($15.218.6 million at December 31, 2016)2022 under the previous credit facility). The Credit Facility has various customary restrictive covenants all ofwith which we were in compliance with at December 31, 2017.

6.Notes Payable

Our notes payable at December 31, 2017 and 2016 are set forth in the table below:



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

Amounts at December 31, 2017

 

 



Coupon

Effective

 

 

 

 

Unamortized

 

 

Book

 

 

Fair 

 

 

Book Value at



Rate

Rate

 

 

Principal

 

Costs

 

 

Value

 

 

Value

 

 

December 31, 2016



 

 

 

($ amounts in thousands)

U.S. Dollar Denominated Unsecured Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notes due September 2022

2.370%

2.483%

 

$

500,000 

 

$

(2,475)

 

$

497,525 

 

$

492,088 

 

$

 -

Notes due September 2027

3.094%

3.218%

 

 

500,000 

 

 

(5,132)

 

 

494,868 

 

 

493,946 

 

 

 -



 

 

 

 

1,000,000 

 

 

(7,607)

 

 

992,393 

 

 

986,034 

 

 

 -



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Euro Denominated Unsecured Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notes due April 2024

1.540%

1.540%

 

 

119,795 

 

 

 -

 

 

119,795 

 

 

125,367 

 

 

105,203 

Notes due November 2025 

2.175%

2.175%

 

 

289,921 

 

 

 -

 

 

289,921 

 

 

305,445 

 

 

254,607 



 

 

 

 

409,716 

 

 

 -

 

 

409,716 

 

 

430,812 

 

 

359,810 

Mortgage Debt, secured by 30 real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 facilities with a net book value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 of $118.3 million

4.054%

3.997%

 

 

29,213 

 

 

 -

 

 

29,213 

 

 

30,355 

 

 

30,939 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

$

1,438,929 

 

$

(7,607)

 

$

1,431,322 

 

$

1,447,201 

 

$

390,749 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-18


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

U.S. Dollar Denominated Unsecured Debt

On September 18, 2017, we issued, in a public offering, two tranches each totaling $500.0 million of U.S. Dollar denominated unsecured notes (the “U.S. Dollar Notes”).  In connection with the offering, we2023. We incurred a total of $7.9$8.4 million inof 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 a reduction in the principal amount and amortized, usinginterest 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 RateEffective Rate PrincipalUnamortized CostsBook
 Value
Fair
 Value
Book
 Value
Fair
 Value
   ($ amounts in thousands)
U.S. Dollar Denominated Unsecured Debt
Notes due April 23, 2024SOFR+0.47%5.831%$700,000 $(221)$699,779 $700,031 $699,075 $691,309 
Notes due July 25, 2025SOFR+0.60%5.961%400,000 (1,278)398,722 400,295 — — 
Notes due February 15, 20260.875%1.030%500,000 (1,581)498,419 462,362 497,678 441,849 
Notes due November 9, 20261.500%1.640%650,000 (2,487)647,513 597,131 646,643 578,899 
Notes due September 15, 20273.094%3.218%500,000 (1,964)498,036 476,394 497,508 466,029 
Notes due May 1, 20281.850%1.962%650,000 (2,922)647,078 584,520 646,401 558,197 
Notes due November 9, 20281.950%2.044%550,000 (2,337)547,663 490,758 547,182 468,509 
Notes due January 15, 20295.125%5.260%500,000 (2,947)497,053 516,899 — — 
Notes due May 1, 20293.385%3.459%500,000 (1,637)498,363 477,692 498,053 456,855 
Notes due May 1, 20312.300%2.419%650,000 (5,012)644,988 562,240 644,303 530,390 
Notes due November 9, 20312.250%2.322%550,000 (2,782)547,218 469,845 546,866 443,514 
Notes due August 1, 20335.100%5.207%700,000 (5,552)694,448 725,753 — — 
Notes due August 1, 20535.350%5.442%600,000 (7,983)592,017 628,413 — — 
 7,450,000 (38,703)7,411,297 7,092,333 5,223,709 4,635,551 
Euro Denominated Unsecured Debt
Notes due April 12, 20241.540%1.540%110,372 — 110,372 109,380 107,035 104,344 
Notes due November 3, 20252.175%2.175%267,116 — 267,116 261,083 259,039 246,119 
Notes due September 9, 20300.500%0.640%772,607 (7,488)765,119 638,177 740,634 566,204 
Notes due January 24, 20320.875%0.978%551,862 (4,322)547,540 455,895 530,317 396,297 
   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 U.S. Dollar Notes2025 notes is payable quarterly, commencing on October 25, 2023. Interest on the 2029 notes is payable semi-annually, commencing on MarchJanuary 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 each year,$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 Marchon August 15, 2018. 

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 Notesdenominated unsecured notes (the “U.S. Dollar Denominated Unsecured Notes”) have various financial covenants all ofwith which we were in compliance with at December 31, 2017.2023. Included in these covenants are a)(a) a maximum Debt to Total Assets of 65% (4.4%(approximately 16% at December 31, 2017)2023) and b)(b) a minimum ratio of Adjusted EBITDA to Interest Expense of 1.5x (157.9x(approximately 17x for the yeartwelve months ended December 31, 2017)2023) as well as covenants limiting the amount we can encumber our properties with mortgage debt.  These terms and all of the covenants are defined more fully in the related prospectus. 

Euro Denominated Unsecured Debt

Notes

Our euroEuro denominated unsecured notes (the “Euro Notes”) are payable to institutional investors.  The Euro Notes consist of two tranches,four tranches: (i) €242.0 million were issued to institutional investors on November 3, 2015, for $264.3 million in net proceeds upon converting the Euros to U.S. Dollars and(ii) €100.0 million were issued to institutional investors on April 12, 2016, for $113.6(iii) €500.0 million issued in net proceeds upon converting the Euros to U.S. Dollars.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.  Thesemi-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 various customary financial covenants allsimilar to those of which we were in compliance with at December 31, 2017.

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“Foreign currency exchange (loss) gain” on our income statement (loss(losses of $50.0$51.6 million for 2017 and2023, as compared to gains of $17.6$99.2 million for 2022 and $306,000$111.8 million for 2016 and 2015, respectively)2021).

Mortgage Debt

OurNotes

We assumed our non-recourse mortgage debt was assumed 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.

During 2016 and 2015, we assumed mortgage notes with aggregate

At December 31, 2023, the related contractual values of $12.9 million and $8.3 million, respectively, and interest rates of 4.2% and 6.2%, respectively, which approximated market rates, in connection with the acquisition of real estate facilities.

At December 31, 2017, theour mortgage notes contractual interest rates are fixed, ranging between 2.9%3.9% and 7.1%, and mature between November 2018September 1, 2028 and September 2028.

July 1, 2030.

At December 31, 2017,2023, approximate principal maturities of our Notes Payable are as follows (amounts in thousands):

F-19

F-22


PUBLIC STORAGE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2017

2023



 

 

 

 

 

 

 

 



Unsecured

 

Mortgage

 

 



Debt

 

Debt

 

Total



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

2018

$

 -

 

$

11,241 

 

$

11,241 

2019

 

 -

 

 

1,505 

 

 

1,505 

2020

 

 -

 

 

1,585 

 

 

1,585 

2021

 

 -

 

 

1,503 

 

 

1,503 

2022

 

500,000 

 

 

2,071 

 

 

502,071 

Thereafter

 

909,716 

 

 

11,308 

 

 

921,024 



$

1,409,716 

 

$

29,213 

 

$

1,438,929 

Weighted average effective rate

 

2.6% 

 

 

4.0% 

 

 

2.6% 

 Unsecured DebtMortgage DebtTotal
2024$810,372$124$810,496
2025667,116131667,247
20261,150,0001381,150,138
2027500,000146500,146
20281,200,0001291,200,129
Thereafter4,824,4691,1654,825,634
$9,151,957$1,833$9,153,790
Weighted average effective rate3.1%4.4%3.1%
Cash paid for interest totaled $16.8$155.5 million, $9.4$133.8 million, and $3.3$77.7 million for 2017, 20162023, 2022, and 2015,2021, respectively. Interest capitalized as real estate totaled $4.4$9.3 million, $5.1$6.0 million, and $2.7$3.5 million for 2017, 20162023, 2022, and 2015,2021, respectively.

7.

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, 2017, the noncontrolling interests represent (i) third-party equity interests in2023, certain of these subsidiaries owning 12 operating self-storage facilities and eight self-storage facilities that are under construction and (ii) 231,978have issued 499,966 partnership units held byto third-parties in a subsidiary that are convertible on a one-for-one basis (subject to certain limitations) into common shares of the Company at the optionrequest of the unitholder (collectively, the “Noncontrolling Interests”).  The Noncontrolling Interests cannot require us to redeem their interests, other than pursuant to a liquidation of the subsidiary.  During 2017, 2016 and 2015, we allocated a total of $6.2 million, $6.9 million and $6.4 million, respectively, of income to these interests; and we paid $7.4 million, $7.6 million and $7.3 million, respectively, in distributions to these interests.    

During 2017, we acquired Noncontrolling Interests for $14.4 million in cash, of which $7.7 million was allocated to Paid-in capital and $6.7 million as a reduction to Noncontrolling Interests.  During 2015, we acquired Noncontrolling Interests for $5.5 million in cash, substantially all of which was allocated to Paid-in-capital.   During 2017, 2016 and 2015, Noncontrolling Interests contributed $2.5 million, $3.5 million and $1.6 million, respectively. 

8.unitholder.

10.Shareholders’ Equity


Preferred Shares

At December 31, 20172023 and 2016,December 31, 2022, we had the following series of Cumulative Preferred Shares (“Preferred Shares”) outstanding:

F-20


   At December 31, 2023At December 31, 2022
SeriesEarliest Redemption DateDividend RateShares OutstandingLiquidation PreferenceShares OutstandingLiquidation Preference
   (Dollar amounts in thousands)
Series F6/2/20225.150 %11,200 $280,000 11,200 $280,000 
Series G8/9/20225.050 %12,000 300,000 12,000 300,000 
Series H3/11/20245.600 %11,400 285,000 11,400 285,000 
Series I9/12/20244.875 %12,650 316,250 12,650 316,250 
Series J11/15/20244.700 %10,350 258,750 10,350 258,750 
Series K12/20/20244.750 %9,200 230,000 9,200 230,000 
Series L6/17/20254.625 %22,600 565,000 22,600 565,000 
Series M8/14/20254.125 %9,200 230,000 9,200 230,000 
Series N10/6/20253.875 %11,300 282,500 11,300 282,500 
Series O11/17/20253.900 %6,800 170,000 6,800 170,000 
Series P6/16/20264.000 %24,150 603,750 24,150 603,750 
Series Q8/17/20263.950 %5,750 143,750 5,750 143,750 
Series R11/19/20264.000 %17,400 435,000 17,400 435,000 
Series S1/13/20274.100 %10,000 250,000 10,000 250,000 
Total Preferred Shares174,000 $4,350,000 174,000 $4,350,000 
F-23


PUBLIC STORAGE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2017

2023



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

At December 31, 2017

 

At December 31, 2016



Series

 

Earliest Redemption Date

 

Dividend Rate

 

Shares Outstanding

 

Liquidation Preference

 

Shares Outstanding

 

Liquidation Preference



 

 

 

 

 

 

(Dollar amounts in thousands)



Series S

 

1/12/2017

 

5.900% 

 

 -

 

$

 -

 

18,400 

 

$

460,000 



Series T

 

3/13/2017

 

5.750% 

 

 -

 

 

 -

 

18,500 

 

 

462,500 



Series U

 

6/15/2017

 

5.625% 

 

11,500 

 

 

287,500 

 

11,500 

 

 

287,500 



Series V

 

9/20/2017

 

5.375% 

 

19,800 

 

 

495,000 

 

19,800 

 

 

495,000 



Series W

 

1/16/2018

 

5.200% 

 

20,000 

 

 

500,000 

 

20,000 

 

 

500,000 



Series X

 

3/13/2018

 

5.200% 

 

9,000 

 

 

225,000 

 

9,000 

 

 

225,000 



Series Y

 

3/17/2019

 

6.375% 

 

11,400 

 

 

285,000 

 

11,400 

 

 

285,000 



Series Z

 

6/4/2019

 

6.000% 

 

11,500 

 

 

287,500 

 

11,500 

 

 

287,500 



Series A

 

12/2/2019

 

5.875% 

 

7,600 

 

 

190,000 

 

7,600 

 

 

190,000 



Series B

 

1/20/2021

 

5.400% 

 

12,000 

 

 

300,000 

 

12,000 

 

 

300,000 



Series C

 

5/17/2021

 

5.125% 

 

8,000 

 

 

200,000 

 

8,000 

 

 

200,000 



Series D

 

7/20/2021

 

4.950% 

 

13,000 

 

 

325,000 

 

13,000 

 

 

325,000 



Series E

 

10/14/2021

 

4.900% 

 

14,000 

 

 

350,000 

 

14,000 

 

 

350,000 



Series F

 

6/2/2022

 

5.150% 

 

11,200 

 

 

280,000 

 

 -

 

 

 -



Series G

 

8/9/2022

 

5.050% 

 

12,000 

 

 

300,000 

 

 -

 

 

 -



Total Preferred Shares

 

 

 

161,000 

 

$

4,025,000 

 

174,700 

 

$

4,367,500 

The holders of our Preferred Shares have general preference rights with respect to liquidation, quarterly distributions, and any accumulated unpaid distributions. Except under certain conditions and as noted below, holders of the Preferred Shares willdo not be entitled to vote on most matters.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 boardBoard of trusteesTrustees (our “Board”) until the arrearage has been cured. At December 31, 2017,2023, 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.

In 2017, we redeemed our Series S

During 2022 and Series T Preferred Shares, at par, for a total of $922.5 million in cash, before payment of accrued dividends. 

In 2017,2021, we issued an aggregate 23.2 million depositary shares, each representing 1/1,000the following series of a share of our Series F and Series G Preferred Shares at an issuance price of $25.00 per depositarydepository share forwith each depository share representing 0.001 of a totalshare of $580.0 millionPreferred Share (none in gross proceeds, and we incurred $18.8 million2023) (amounts in issuance costs. 

thousands):

F-21

YearSeriesSharesGross ProceedsIssuance Costs
2022S10,000 $250,000 $7,168 
2021P, Q and R47,300 1,182,500 35,045 

PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

In 2016,During 2021, we redeemed our Series Q and Series Rthe following series of Preferred Shares at par for a total of $862.5 million(none in cash, before payment of accrued dividends. 

In 2016, we issued an aggregate 47.0 million depositary shares, each representing 1/1,000 of a share of our Series B, Series C, Series D2023 and Series E Preferred Shares, at an issuance price of $25.00 per depositary share, for a total of $1,175.0  million2022) (amounts in gross proceeds, and we incurred $38.8 million in issuance costs. 

In 2015, we redeemed our Series O and Series P Preferred Shares at par, for a total of $270.0 million in cash, before payment of accrued dividends.

In 2017, 2016 and 2015, we recorded $29.3 million, $26.9 million $8.9 million, respectively, in EITF D-42 allocations of income from our common shareholders to the holders of our Preferred Shares in connection with redemptions of Preferred Shares.

thousands):

YearSeriesAggregate Redemption AmountAllocation of Income to Preferred Shares Holders in Connection with Redemption
2021C, D and E$875,000 $28,914 
Common Shares

During 2017, 20162023, 2022, and 2015,2021, activity with respect to the issuance of our common shares was as follows (dollar amounts in thousands):



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

2017

 

2016

 

2015



 

 

Shares

 

 

Amount

 

 

Shares

 

 

Amount

 

 

Shares

 

 

Amount

Employee stock-based compensation and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

exercise of stock options (Note 10)

 

 

564,583 

 

$

42,500 

 

 

367,546 

 

$

25,541 

 

 

475,687 

 

$

29,663 
202320222021
SharesAmountSharesAmountSharesAmount
Employee stock-based compensation and exercise of stock options (Note 12)405,059 $53,386 283,190 $35,405 552,713 $95,860 

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, 2017,2023, we repurchased approximately 23.7 million shares pursuant to this authorization; none of which were repurchased during the three years ended December 31, 2017.

At 2023.

F-24


PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023

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 2016, we had 3,208,046deferred share unitholders, totaled $2.111 billion ($12.00 per share), $3.714 billion ($21.15 per share), and 2,692,081, respectively,$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 shares reservedshare paid on August 4, 2022 in connection with the sale of our share-based incentive plans (see Note 10),equity investment in PSB on July 20, 2022. Preferred share dividends totaled $194.7 million, $194.4 million and 231,978 shares reserved$186.6 million for the conversion of partnership units owned by Noncontrolling Interests.

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. Common share dividends including amounts paid to our common shareholders and our restricted share unitholders totaled $1.394 billion ($8.00 per share), $1.268 billion ($7.30 per share) and $1.126 billion ($6.50 per share) for the years ended December 31, 2017, 2016 and 2015, respectively.  Preferred share dividends totaled $236.5 million, $238.2 million and $245.1 million for the years ended December 31, 2017, 2016 and 2015, respectively.

F-22


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

For the tax year ended December 31, 2017,2023, distributions for the common shares and all the various series of preferred shares were classified as follows:



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

2017 (unaudited)

 



 

 

1st Quarter

 

 

 

2nd Quarter

 

 

 

3rd Quarter

 

 

 

4th Quarter

 

Ordinary Income

 

 

99.93 

%

 

 

99.92 

%

 

 

100.00 

%

 

 

99.46 

%

Long-Term Capital Gain

 

 

0.07 

%

 

 

0.08 

%

 

 

0.00 

%

 

 

0.54 

%

Total

 

 

100.00 

%

 

 

100.00 

%

 

 

100.00 

%

 

 

100.00 

%



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2023 (unaudited)
1st Quarter2nd Quarter3rd Quarter4th Quarter
Ordinary Dividends100.00 %100.00 %100.00 %100.00 %
Capital Gain Distributions0.00 %0.00 %0.00 %0.00 %
Total100.00 %100.00 %100.00 %100.00 %

The ordinary income dividends distributed for the tax year ended December 31, 2017 do2023 are not constitute qualified dividend income.

9.dividends under the Internal Revenue Code; however, they are subject to the 20% deduction under IRS Section 199A.

11.Related Party Transactions

B. Wayne Hughes, our former Chairman and his family, including his daughter

At December 31, 2023, Tamara Hughes Gustavson, and his son B. Wayne Hughes, Jr., who are both membersa current member of our Board, collectively own approximately 14.3%held less than a 0.1% equity interest in, and is a manager of, our common shares outstanding at December 31, 2017.

At December 31, 2017, B. Wayne Hughes and Tamara Hughes Gustavson together owned and controlled 58a 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”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”Public Storage® name in Canada with the facilities’ owners.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 $1.1$2.1 million, $848,000$2.2 million and $562,000$2.1 million for the years ended December 31, 2017, 20162023, 2022, and 2015,2021, respectively.  Our right to continue receiving these premiums may be qualified.  

10.

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, as well as restricted share units (“RSUs”), to trustees, officers,deferred share units (“DSUs”), and key employees.  

Stockunrestricted 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 RSUs are considered “granted” and “outstanding” asstock awards under the terms are used herein, when (i) the Company and the recipient reach a mutual understanding of the key terms of the award, (ii) the award has been authorized, (iii) the recipient is affected by changes in the market price of our stock, and (iv) it is probable that any performance conditions will be met.  

2021 Plan.

We amortize the grant-date fair value of awards as compensation expense over the service period, which begins on the grant date and ends generally on the 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 performance conditions, the individual cost of each vesting is amortized separately over each individual service period (the “accelerated attribution” method).

In amortizingrecorded share-based compensation expense we do not estimate future forfeituresassociated with our equity awards in advance.  Instead, we reverse previously amortizedthe 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 expense with respect to grants that are

cost was capitalized as real estate facilities for the year ended December 31, 2023, 2022, and 2021, respectively.

F-23

F-25


PUBLIC STORAGE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2017

2023

forfeited


For Years Ended December 31,
 202320222021
 (Amounts in thousands)
Self-storage cost of operations$13,636 $17,950 $20,544 
Ancillary cost of operations1,289 888 1,561 
Real estate acquisition and development expense1,242 11,204 4,031 
General and administrative25,399 26,661 33,729 
Total$41,566 $56,703 $59,865 

Included in share-based compensation is $3.2 million, $14.9 million and $15.9 million for the period the employee terminates employment.  We recorded a cumulative-effect adjustment of $789,000 to increase accumulated deficit and increase paid-in capital as of January 1, 2016, representing the impact of estimated forfeitures atyears ended December 31, 2015.

Our Chief Executive Officer ("CEO")2023, 2022, and Chief Financial Officer ("CFO") are expected to retire at the end2021, respectively, of 2018 and then serveRetirement Acceleration as Trustees of the Company for the foreseeable future.  While the actual vesting of such share-based compensation will not accelerate, and will continue to vest under the original schedule only if they continue to serve as Trustees, their respective service periods for their previous grants while CEO and CFO effectively end on the date of their retirement as CEO and CFO.  As a result, the remaining unamortized expense on outstanding grants at December 31, 2017 will be recognized through their expected retirement dates, increasing 2018 expense $23.6 million above what it would have been without the acceleration of amortization.  Any additional grants to our CEO and CFO in 2018 will also be amortized through December 31, 2018 and further increase our share-based compensation expense for 2018.

See also “net income per common share”discussed in Note 2 for further discussion regarding the impact of RSUs2.

Stock Options
We have service-based and performance-based stock options on our net income per common share and income allocated to common shareholders.

Stock Options

outstanding. Performance-based stock options outstanding vest upon meeting certain performance conditions or market conditions. Stock options generally vest over a three3 to five-year period,5 years, expire ten10 years after the grant date, and thehave an exercise price is 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 awardawards in cash.  We use

For the Black-Scholes option valuation modelyears 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 estimate the fair value of our stock options. 

Outstanding stock option grants are included on a one-for-one basis in our diluted weighted average shares,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 extent dilutive, after applyingweighted average total shareholder return of specified peer groups and can result in grantees earning up to 200% of the treasurytarget options originally granted.
During 2021, 245,000 stock method (basedoptions were awarded where vesting is dependent upon meeting certain performance targets over the average common share price duringthree-year period from January 1, 2021 through December 31, 2023, which are considered performance conditions, with continued service-based vesting through the period)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 assumed exercise proceeds andthe market. These performance targets were met at 125% achievement at December 31, 2023. With the relative Total Shareholder Return modifier measured but unrecognized compensation.

through December 31, 2023, the total payout was at 150% of the target options originally granted.

The stock options outstanding at December 31, 20172023 have an aggregate intrinsic value (the excess, if any, of each option’s market value over the exercise price) of approximately $65.1$249.3 million and remaining average contractual lives of approximately sevenfive years. TheTotal 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 exercisable stock optionsapproximately $183.1 million at December 31, 2017 amounted to2023 and remaining average contractual lives of approximately $57.6 million.  Approximately 1,361,000 of the stock options outstanding at four years.
F-26


PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017, have an exercise price of more than $200.  We have 195,750 stock options exercisable at December 31, 2017, which expire through June 30, 2019, with an average exercise price per share of $54.87.

2023


Additional information with respect to stock options during 2017, 20162023, 2022, and 20152021 is as follows:

F-24

Service-BasedPerformance-BasedTotal
Number of OptionsWeighted Average Exercise Price per ShareNumber of OptionsWeighted Average Exercise Price per ShareNumber of OptionsWeighted Average Exercise Price per Share
Options outstanding January 1, 20212,231,167 $204.60 730,000 $228.94 2,961,167 $210.59 
Granted (a)140,000 248.54 420,000 229.53 560,000 234.29 
Exercised(471,216)(203.30)— — (471,216)(203.30)
Cancelled— — (10,000)(228.94)(10,000)(228.94)
Options outstanding December 31, 20211,899,951 $208.16 1,140,000 $229.16 3,039,951 $216.04 
Granted (b)65,000 398.97 138,933 299.88 203,933 331.46 
Special dividend adjustment (c)62,512 N/A41,836 N/A104,348 N/A
Exercised(173,422)(189.95)(10,327)(221.68)(183,749)(191.74)
Cancelled— — — — — — 
Options outstanding December 31, 2022 (d)1,854,041 $209.53 1,310,442 $229.39 3,164,483 $217.75 
Granted (e)60,000 286.81 180,423 265.46 240,425 270.79 
Exercised(272,250)(167.15)(34,401)(221.68)(306,651)(173.26)
Cancelled(12,049)(293.81)(34,987)(229.34)(47,036)(245.86)
Options outstanding December 31, 20231,629,742 $218.83 1,421,477 $234.16 3,051,221 $225.97 
Options exercisable at December 31, 20231,475,764 $210.75 507,766 $221.68 1,983,530 $213.55 
202320222021
Aggregate exercise date intrinsic value of options exercised during the year (in 000's)$35,662$27,210$44,613
Average assumptions used in valuing options with the Black-Scholes method:
Expected life of options in years665
Risk-free interest rate3.5%2.9%0.8%
Expected volatility, based upon historical volatility24.4%22.9%24.1%
Expected dividend yield4.2%2.0%2.9%
Average assumptions used in valuing options with market conditions with the Monte-Carlo simulation method:
Expected life of options in years775
Risk-free interest rate3.5%1.8%0.9%
Expected volatility, based upon historical volatility23.8%22.6%26.5%
Expected dividend yield4.1%2.3%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, 2017

2023



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

2017

 

2016

 

2015



 

 

 

 

 

Weighted

 

 

 

 

 

Weighted

 

 

 

 

 

Weighted



 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

 

 

 

Average



 

 

Number

 

 

Exercise

 

 

Number

 

 

Exercise

 

 

Number

 

 

Exercise



 

 

of

 

 

Price

 

 

of

 

 

Price

 

 

of

 

 

Price



 

 

Options

 

 

per Share

 

 

Options

 

 

per Share

 

 

Options

 

 

per Share

Options outstanding January 1,

 

 

1,995,440 

 

$

150.83 

 

 

1,940,279 

 

$

130.08 

 

 

2,085,544 

 

$

111.96 

Granted

 

 

1,096,000 

 

 

223.58 

 

 

310,000 

 

 

239.11 

 

 

335,000 

 

 

200.70 

Exercised

 

 

(482,523)

 

 

88.07 

 

 

(254,839)

 

 

100.23 

 

 

(365,265)

 

 

80.99 

Cancelled

 

 

(200,000)

 

 

203.64 

 

 

 -

 

 

 -

 

 

(115,000)

 

 

163.15 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Options outstanding December 31,

 

 

2,408,917 

 

$

192.12 

 

 

1,995,440 

 

$

150.83 

 

 

1,940,279 

 

$

130.08 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Options exercisable at December 31,

 

 

848,250 

 

$

143.55 

 

 

1,105,433 

 

$

108.84 

 

 

1,150,272 

 

$

94.18 



 

 

 

 

 

 

 

 

 



 

2017

 

2016

 

2015



 

 

 

 

 

 

 

 

 

Stock option expense for the year (in 000's)

 

$

8,707 

 

$

5,180 

 

$

3,871 



 

 

 

 

 

 

 

 

 

Aggregate exercise date intrinsic value of options exercised during the year (in 000's)

$

61,334 

 

$

33,228 

 

$

46,719 



 

 

 

 

 

 

 

 

 

Average assumptions used in valuing options with the Black-Scholes method:

 

 

 

 

 

 

 

 

 

Expected life of options in years, based upon historical experience

 

 

 

 

 

 

Risk-free interest rate

 

 

1.9% 

 

 

1.2% 

 

 

1.6% 

Expected volatility, based upon historical volatility

 

 

17.9% 

 

 

17.9% 

 

 

15.1% 

Expected dividend yield

 

 

3.6% 

 

 

2.9% 

 

 

2.9% 



 

 

 

 

 

 

 

 

 

Average estimated value of options granted during the year

 

$

23.49 

 

$

26.18 

 

$

18.39 
(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 ratably over a five5 to eight-year period8 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 in exchange for tax deposits made by the Company 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.

The fair value of our RSUs outstanding at

For the years ended December 31, 2017 was approximately $167.0 million.  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 expensecost related to RSUs outstanding at December 31, 20172023 totals approximately $130.0$72.5 million and is expected to be recognized as compensation expense over the next 2.6three years on average. The following tables set forth relevant information with respect to restricted shares (dollar amounts in thousands):

F-25

F-28


PUBLIC STORAGE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2017

2023



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

2017

 

2016

 

2015



 

 

Number of

 

 

Grant Date

 

 

Number of

 

 

Grant Date

 

 

Number of

 

 

Grant Date



 

 

Restricted

 

 

Aggregate

 

 

Restricted

 

 

Aggregate

 

 

Restricted

 

 

Aggregate



 

 

Share Units

 

 

Fair Value

 

 

Share Units

 

 

Fair Value

 

 

Share Units

 

 

Fair Value

Restricted share units outstanding January 1,

 

 

696,641 

 

$

136,905 

 

 

737,388 

 

$

129,284 

 

 

751,048 

 

$

110,874 

Granted

 

 

340,957 

 

 

73,953 

 

 

171,144 

 

 

40,263 

 

 

252,376 

 

 

55,307 

Vested

 

 

(144,473)

 

 

(25,305)

 

 

(180,050)

 

 

(26,689)

 

 

(187,342)

 

 

(24,752)

Forfeited

 

 

(93,996)

 

 

(19,409)

 

 

(31,841)

 

 

(5,953)

 

 

(78,694)

 

 

(12,145)



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Restricted share units outstanding December 31,

 

799,129 

 

$

166,144 

 

 

696,641 

 

$

136,905 

 

 

737,388 

 

$

129,284 



 

 

 

 

 

 

 

 

 



 

2017

 

2016

 

2015

Amounts for the year (in 000's, except number of shares):

 

 

 

 

 

 

 

 

 

Fair value of vested shares on vesting date

 

$

31,962 

 

$

41,400 

 

$

38,182 

Cash paid for taxes upon vesting in lieu of issuing common shares

 

$

14,092 

 

$

15,357 

 

$

15,678 

Common shares issued upon vesting

 

 

82,060 

 

 

112,707 

 

 

110,422 

Restricted share unit expense (a)

 

$

28,841 

 

$

32,303 

 

$

28,699 



 

 

 

 

 

 

 

 

 


Service-BasedPerformance-BasedTotal
Number of Restricted Share UnitsWeighted-Average Grant-Date Fair ValueNumber of Restricted Share UnitsWeighted-Average Grant-Date Fair ValueNumber of Restricted Share UnitsWeighted-Average Grant-Date Fair Value
Restricted share units outstanding January 1, 2021552,788 $218.11 — $— 552,788 $218.11 
Granted (a)143,068 336.06 46,250 275.12 189,318 321.17 
Vested(138,420)(216.63)— — (138,420)(216.63)
Forfeited(32,864)(221.32)— — (32,864)(221.32)
Restricted share units outstanding December 31, 2021524,572 $249.90 46,250 $275.12 570,822 $251.95 
Granted51,575 293.43 21,985 465.11 73,560 344.74 
Vested(146,138)(240.71)— — (146,138)(240.71)
Forfeited(22,197)(256.50)— — (22,197)(256.50)
Restricted share units outstanding December 31, 2022407,812 $258.34 68,235 $336.33 476,047 $269.52 
Granted77,974 296.19 37,211 295.61 115,185 296.01 
Vested(132,909)(245.19)(9,250)(275.12)(142,159)(247.13)
Forfeited(30,229)(266.60)(2,183)(300.86)(32,412)(268.91)
Restricted share units outstanding December 31, 2023322,648 $272.14 94,013 $327.06 416,661 $284.53 

202320222021
Amounts for the year (in 000's, except number of shares):
Fair value of vested shares on vesting date$41,999 $47,244 $37,430 
Cash paid for taxes upon vesting in lieu of issuing common shares$13,950 $16,827 $13,069 
Common shares issued upon vesting96,657 99,009 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 period33
Risk-free interest rate3.8%1.6%
Expected volatility, based upon historical volatility28.2%26.5%
Expected dividend yield4.1%2.3%
(a)AmountsAmount granted for 2017, 2016performance-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 2015 include approximately $0.7 million, $1.4 millionconverted 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 $1.1 million,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 employer taxes incurred upon vesting.    

11.(in thousands, except per share amounts):

For the Years Ended December 31,
 202320222021
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 outstanding175,472175,257174,858
Net effect of dilutive stock options - based on treasury stock method6711,023710
Denominator for dilutive net income per share - weighted average common shares outstanding176,143176,280175,568
Net income per common share:
Basic$11.11$23.64$9.91
Dilutive$11.06$23.50$9.87
F-30


PUBLIC STORAGE
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023

14.Segment Information

Our reportableoperating segments reflect the significant components of our operations where discrete financial information is evaluated separately by our chief operating decision maker (“CODM”).  We organize our segments based primarily upon the nature of the underlying products and services, as well as the drivers of profitability growth.  The net income for each reportable segment included in the tables below are in conformity with GAAP and our significant accounting policies as denoted in Note 2.  The amounts not attributable to reportable segments are aggregated under “other items not allocated to segments.” 

Following is a description of and basis for presentation for each of our reportable segments.

maker.

Self-Storage Operations

The Self-Storage Operations reportable segment reflects the aggregated rental operations from allthe self-storage facilities we own.  Our CODM reviewsown through the netfollowing operating incomesegments: (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 segment, which represents the related revenues less cost of operations (prior to depreciation expense), in assessing performance and making resource allocation decisions.  The presentation in the tables below sets forth the NOI of thisreportable segment, as well as the related depreciation expense for this segment, which while reviewed by our CODM and included in net income, is not considered by the CODM in assessing performance and decision making.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 segment reflects the salecombined operations of our tenant reinsurance, merchandise sales, and reinsurance of policies against losses to goods stored by our self-storage tenants, activities which are incidental to our primary self-storage rental

F-26


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

activities.  Our CODM reviews the NOI of these operations in assessing performance and making resource allocation decisions. 

Investment in PSB

This segment represents our 42% equity interest in PSB, a publicly-traded REIT that owns, operates, acquires and develops commercial properties, primarily multi-tenant flex, office, and industrial space.  PSB has a separatethird party property management team that makes its financing, capital allocation, and other significant decisions.  In making resource allocation decisions with respect to our investment in PSB, the CODM reviews PSB’s net income, which is detailed in PSB’s periodic filings with the SEC, and is included in Note 4.  The segment presentation in the tables below includes our equity earnings from PSB. 

Investment in Shurgard Europe

This segment represents our 49% equity interest in Shurgard Europe, which owns and operates self-storage facilities located in seven countries in Western Europe.  Shurgard Europe has a separate management team reporting to our CODM and our joint venture partner.  In making resource allocation decisions with respect to our investment in Shurgard Europe, the CODM reviews Shurgard Europe’s net income, which is detailed in Note 4.  The segment presentation below includes our equity earnings from Shurgard Europe.

operating segments.

Presentation of Segment Information

The following tables reconciletable reconciles NOI (as applicable) and net income of eachattributable to our reportable segment to our consolidated net income (amounts in thousands):

income:

F-27

For the Years Ended December 31,
 202320222021
 (amounts in thousands)
Self-Storage Operations Reportable Segment
Revenue$4,259,613 $3,946,028 $3,203,566 
Cost of operations(1,061,950)(980,209)(852,030)
   Net operating income3,197,663 2,965,819 2,351,536 
Depreciation and amortization(970,056)(888,146)(713,428)
   Net income2,227,607 2,077,673 1,638,108 
Ancillary Operations
Revenue258,077 236,135 212,258 
Cost of operations(85,996)(72,698)(68,568)
   Net operating income172,081 163,437 143,690 
    Total net income allocated to segments2,399,688 2,241,110 1,781,798 
Other items not allocated to segments:
Real estate acquisition and development expense(26,451)(28,744)(12,923)
General and administrative(80,632)(71,672)(75,966)
Interest and other income85,590 40,567 12,306 
Interest expense(201,132)(136,319)(90,774)
Equity in earnings of unconsolidated real estate entities27,897 106,981 232,093 
Foreign currency exchange (loss) gain(51,197)98,314 111,787 
Gain on sale of real estate17,178 1,503 13,683 
Gain on sale of equity investment in PS Business Parks, Inc.— 2,128,860 — 
Income tax expense(10,821)(14,326)(12,365)
     Net income$2,160,120 $4,366,274 $1,959,639 
F-31


PUBLIC STORAGE

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2017

2023



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the year ended December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



Self-Storage Operations

 

Ancillary Operations

 

Investment in PSB

 

Investment in Shurgard Europe

 

Other Items Not Allocated to Segments

 

Total



(Amounts in thousands)

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Self-storage operations

$

2,512,433 

 

$

 -

 

$

 -

 

$

 -

 

$

 -

 

$

2,512,433 

Ancillary operations

 

 -

 

 

156,095 

 

 

 -

 

 

 -

 

 

 -

 

 

156,095 



 

2,512,433 

 

 

156,095 

 

 

 -

 

 

 -

 

 

 -

 

 

2,668,528 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Self-storage operations

 

657,633 

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

657,633 

Ancillary operations

 

 -

 

 

50,345 

 

 

 -

 

 

 -

 

 

 -

 

 

50,345 



 

657,633 

 

 

50,345 

 

 

 -

 

 

 -

 

 

 -

 

 

707,978 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Self-storage operations

 

1,854,800 

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

1,854,800 

Ancillary operations

 

 -

 

 

105,750 

 

 

 -

 

 

 -

 

 

 -

 

 

105,750 

  

 

1,854,800 

 

 

105,750 

 

 

 -

 

 

 -

 

 

 -

 

 

1,960,550 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other components of net income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(454,526)

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(454,526)

General and administrative

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(82,882)

 

 

(82,882)

Interest and other income

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

18,771 

 

 

18,771 

Interest expense

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(12,690)

 

 

(12,690)

Equity in earnings of

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  unconsolidated real estate entities

 -

 

 

 -

 

 

46,544 

 

 

25,948 

 

 

3,163 

 

 

75,655 

Foreign currency exchange loss

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(50,045)

 

 

(50,045)

Casualty loss

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(7,789)

 

 

(7,789)

Gain on real estate investment sales

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

1,421 

 

 

1,421 

Net income (loss)

$

1,400,274 

 

$

105,750 

 

$

46,544 

 

$

25,948 

 

$

(130,051)

 

$

1,448,465 

F-28


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the year ended December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



Self-Storage Operations

 

Ancillary Operations

 

Investment in PSB

 

Investment in Shurgard Europe

 

Other Items Not Allocated to Segments

 

Total



(Amounts in thousands)

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Self-storage operations

$

2,405,828 

 

$

 -

 

$

 -

 

$

 -

 

$

 -

 

$

2,405,828 

Ancillary operations

 

 -

 

 

154,721 

 

 

 -

 

 

 -

 

 

 -

 

 

154,721 



 

2,405,828 

 

 

154,721 

 

 

 -

 

 

 -

 

 

 -

 

 

2,560,549 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Self-storage operations

 

617,905 

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

617,905 

Ancillary operations

 

 -

 

 

51,178 

 

 

 -

 

 

 -

 

 

 -

 

 

51,178 



 

617,905 

 

 

51,178 

 

 

 -

 

 

 -

 

 

 -

 

 

669,083 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Self-storage operations

 

1,787,923 

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

1,787,923 

Ancillary operations

 

 -

 

 

103,543 

 

 

 -

 

 

 -

 

 

 -

 

 

103,543 

  

 

1,787,923 

 

 

103,543 

 

 

 -

 

 

 -

 

 

 -

 

 

1,891,466 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other components of net income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(433,314)

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(433,314)

General and administrative

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(83,656)

 

 

(83,656)

Interest and other income

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

15,138 

 

 

15,138 

Interest expense

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(4,210)

 

 

(4,210)

Equity in earnings of

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  unconsolidated real estate entities

 -

 

 

 -

 

 

31,707 

 

 

22,324 

 

 

2,725 

 

 

56,756 

Foreign currency exchange gain

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

17,570 

 

 

17,570 

Gain on real estate investment sales

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

689 

 

 

689 

Net income (loss)

$

1,354,609 

 

$

103,543 

 

$

31,707 

 

$

22,324 

 

$

(51,744)

 

$

1,460,439 

F-29


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the year ended December 31, 2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



Self-Storage Operations

 

Ancillary Operations

 

Investment in PSB

 

Investment in Shurgard Europe

 

Other Items Not Allocated to Segments

 

Total



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



(Amounts in thousands)

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Self-storage operations

$

2,235,525 

 

$

 -

 

$

 -

 

$

 -

 

$

 -

 

$

2,235,525 

Ancillary operations

 

 -

 

 

146,171 

 

 

 -

 

 

 -

 

 

 -

 

 

146,171 



 

2,235,525 

 

 

146,171 

 

 

 -

 

 

 -

 

 

 -

 

 

2,381,696 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Self-storage operations

 

586,696 

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

586,696 

Ancillary operations

 

 -

 

 

48,806 

 

 

 -

 

 

 -

 

 

 -

 

 

48,806 



 

586,696 

 

 

48,806 

 

 

 -

 

 

 -

 

 

 -

 

 

635,502 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Self-storage operations

 

1,648,829 

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

1,648,829 

Ancillary operations

 

 -

 

 

97,365 

 

 

 -

 

 

 -

 

 

 -

 

 

97,365 

  

 

1,648,829 

 

 

97,365 

 

 

 -

 

 

 -

 

 

 -

 

 

1,746,194 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other components of net income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(426,008)

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(426,008)

General and administrative

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(88,177)

 

 

(88,177)

Interest and other income

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

16,544 

 

 

16,544 

Interest expense

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

(610)

 

 

(610)

Equity in earnings of

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  unconsolidated real estate entities

 -

 

 

 -

 

 

34,155 

 

 

14,272 

 

 

2,510 

 

 

50,937 

Foreign currency exchange gain

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

306 

 

 

306 

Gain on real estate investment sales

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

18,503 

 

 

18,503 

Net income (loss)

$

1,222,821 

 

$

97,365 

 

$

34,155 

 

$

14,272 

 

$

(50,924)

 

$

1,317,689 

12.Recent Accounting Pronouncements and Guidance

In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606), which requires revenue to be based upon the consideration expected from customers for promised goods or services.  The FASB also added guidance with respect to the sale of our real estate facilities.  The new standards, effective on January 1, 2018, permit either the retrospective or cumulative effects transition method and allowed for early adoption on January 1, 2017.  We did not early adopt these new standards.  We plan to adopt the new standards in the first quarter of 2018 utilizing the modified retrospective transition method applied to open contracts.  We do not believe the new standards will have a material impact on our results of operations or financial condition, primarily because most of our revenue is from rental revenue, which the new standards do not cover, and because we do not provide any material products and services to our customers or sell material amounts of our real estate facilities. 

F-30


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

In February 2016, the FASB issued ASU 2016-02, Leases, which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting.  The new standard, effective on January 1, 2019, requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief and allows for early adoption on January 1, 2016.   The Company is currently assessing the impact of the guidance on our financial statements.  However, we do not believe this standard will have a material impact on our results of operations or financial condition, because substantially all of our lease revenues are derived from month-to-month self-storage leases, and we do not have material amounts of lease expense.

In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows – Classification of Certain Cash Receipts and Cash Payments.  The new standard provides guidance on certain specific cash flow issues, including the treatment of distributions received from equity method investees.  The standard is effective for periods beginning after December 15, 2017, with early adoption permitted and shall be applied retrospectively where practicable.  We adopted the new guidance effective January 1, 2017 and elected to use the cumulative earnings approach, whereby distributions up to the amount of cumulative equity in earnings recognized are treated as returns on investment and amounts in excess are reflected as returns of investment.  The adoption of the cumulative earnings approach had no impact on our consolidated financial statements for the periods presented.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash, which primarily requires the statement of cash flows to explain not only the change in cash and equivalents, but also the change in restricted cash.  The standard is effective on January 1, 2018, with early adoption permitted and requires the use of the retrospective transition method. The Company early adopted the new guidance during the fourth quarter of 2017 and, accordingly, net cash used in investing activities was adjusted from $716.7 million and $440.1 million in the years ended December 31, 2016 and 2015, respectively, in the previous presentation, to $699.1 million and $456.1 million, respectively, in the current presentation.

13.15.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 have historically carriedcarry 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 deductiblesdeductible for property losses areloss is $25.0 million for first occurrence with an aggregate ofper occurrence. This deductible decreases to $5.0 million once we reach $35.0 million in aggregate losses for multiple occurrences andthat exceed $5.0 million per occurrence thereafter.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 tenantcustomer 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

F-31


PUBLIC STORAGE

NOTES TO FINANCIAL STATEMENTS

December 31, 2017

excess of $5.0 million per occurrence. We are subject to licensing requirements and regulations in severalall states. Customers participate in the program at their option. At December 31, 2017,2023, there were approximately 900,0001.3 million certificates held by our self-storage customers, representing aggregate coverage of approximately $2.8$6.2 billion.

Construction

Commitments

We have construction commitments representing future expected payments for construction under contract totaling $159.8$164.8 million at December 31, 2017.2023. We expect to pay approximately $127.8$149.3 million in 20182024 and $32.0$15.5 million in 20192025 for these construction commitments.

14.Supplementary Quarterly Financial Data (unaudited)



 

 

 

 

 

 

 

 

 

 

 

 



 

 

Three Months Ended



 

March 31,

 

June 30,

 

September 30,

 

December 31,



 

2017

 

2017

 

2017

 

2017



 

 

(Amounts in thousands, except per share data)



 

 

 

 

 

 

 

 

 

 

 

 

Self-storage and ancillary revenues

 

$

645,547 

 

$

664,312 

 

$

686,361 

 

$

672,308 



 

 

 

 

 

 

 

 

 

 

 

 

Self-storage and ancillary cost of operations

 

$

182,902 

 

$

182,578 

 

$

190,619 

 

$

151,879 



 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

$

110,929 

 

$

110,177 

 

$

113,320 

 

$

120,100 



 

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

$

344,021 

 

$

355,207 

 

$

358,274 

 

$

390,963 



 

 

 

 

 

 

 

 

 

 

 

 

Per Common Share

 

 

 

 

 

 

 

 

 

 

 

 

    Net income - Basic

 

$

1.62 

 

$

1.59 

 

$

1.61 

 

$

1.92 



 

 

 

 

 

 

 

 

 

 

 

 

    Net income - Diluted

 

$

1.62 

 

$

1.59 

 

$

1.61 

 

$

1.92 



 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 



 

 

Three Months Ended



 

March 31,

 

June 30,

 

September 30,

 

December 31,



 

2016

 

2016

 

2016

 

2016



 

 

(Amounts in thousands, except per share data)



 

 

 

 

 

 

 

 

 

 

 

 

Self-storage and ancillary revenues

 

$

611,786 

 

$

634,188 

 

$

663,148 

 

$

651,427 



 

 

 

 

 

 

 

 

 

 

 

 

Self-storage and ancillary cost of operations

 

$

173,286 

 

$

172,004 

 

$

178,627 

 

$

145,166 



 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

$

105,128 

 

$

107,013 

 

$

109,432 

 

$

111,741 



 

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

$

317,349 

 

$

358,359 

 

$

369,050 

 

$

415,681 



 

 

 

 

 

 

 

 

 

 

 

 

Per Common Share

 

 

 

 

 

 

 

 

 

 

 

 

    Net income - Basic

 

$

1.40 

 

$

1.62 

 

$

1.78 

 

$

2.04 



 

 

 

 

 

 

 

 

 

 

 

 

    Net income - Diluted

 

$

1.39 

 

$

1.61 

 

$

1.78 

 

$

2.03 



 

 

 

 

 

 

 

 

 

 

 

 

15.Subsequent Events

 Subsequent toWe have future contractual payments on land, equipment and office space under various lease commitments totaling $65.4 million at December 31, 2017, we acquired or were under contract2023. We expect to acquire two self-storagepay 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



PUBLIC STORAGE
SCHEDULE III - REAL ESTATE
AND ACCUMULATED DEPRECIATION
(Amounts in thousands, except number of properties)
Initial CostGross Carrying Amount At December 31, 2023
DescriptionNo. of
Facilities
Net
Rentable
Square Feet
2023
Encum-
brances
LandBuildings &
Improvements
Costs
Subsequent
to Acquisition
LandBuildingsTotalAccumulated
Depreciation
Self-storage facilities by market:
Los Angeles230 17,257 $306 $559,185 $1,068,073 $541,531 $565,340 $1,603,449 $2,168,789 $994,124 
Dallas/Ft. Worth211 18,907 — 361,873 2,184,105 256,575 364,101 2,438,452 2,802,553 521,797 
Houston165 13,894 — 272,737 902,137 303,823 272,058 1,206,639 1,478,697 422,909 
Chicago143 9,310 — 156,554 519,539 170,469 159,391 687,171 846,562 449,618 
San Francisco141 9,197 — 245,623 557,398 319,345 258,373 863,993 1,122,366 591,695 
Washington DC119 8,458 — 423,176 1,329,933 213,344 438,682 1,527,771 1,966,453 502,381 
Atlanta115 7,710 1,527 143,692 434,433 120,141 144,055 554,211 698,266 331,367 
Orlando/Daytona109 6,430 — 174,624 573,412 92,255 180,105 660,186 840,291 214,161 
New York106 7,892 — 314,288 736,217 299,222 320,626 1,029,101 1,349,727 584,340 
Seattle/Tacoma102 7,266 — 246,108 634,810 218,764 248,369 851,313 1,099,682 447,887 
Miami100 7,508 — 259,200 563,334 183,251 261,093 744,692 1,005,785 431,641 
Denver70 5,290 — 120,117 323,262 115,449 120,838 437,990 558,828 204,831 
Minneapolis/St. Paul68 5,456 — 128,142 332,631 141,412 131,696 470,489 602,185 186,863 
Philadelphia67 4,484 — 66,271 297,576 95,223 65,292 393,778 459,070 202,399 
Tampa66 4,587 — 103,717 353,560 94,617 107,030 444,864 551,894 172,976 
Charlotte62 4,752 — 89,937 250,135 95,517 97,800 337,789 435,589 173,600 
Detroit54 3,963 — 77,077 289,354 73,053 78,483 361,001 439,484 155,132 
Phoenix53 3,825 — 108,051 367,874 48,863 108,042 416,746 524,788 156,365 
Baltimore50 3,919 — 136,598 775,086 58,286 136,722 833,248 969,970 167,074 
Portland50 2,917 — 65,013 225,043 55,281 65,671 279,666 345,337 138,095 
Oklahoma City48 3,493 — 69,100 310,648 28,922 69,100 339,570 408,670 49,755 
West Palm Beach46 3,833 — 156,788 221,479 119,973 157,496 340,744 498,240 177,442 
San Antonio40 2,827 — 54,753 224,313 40,978 54,711 265,333 320,044 95,103 
Austin39 3,123 — 72,382 212,110 56,840 74,404 266,928 341,332 119,942 
Raleigh39 2,813 — 90,683 224,341 49,943 91,672 273,295 364,967 94,764 
Indianapolis37 2,450 — 46,160 171,251 31,225 47,160 201,476 248,636 65,018 
Norfolk36 2,199 — 47,939 125,410 34,521 47,378 160,492 207,870 89,683 
Sacramento36 2,120 — 32,023 92,323 44,386 32,507 136,225 168,732 96,150 
Columbia35 2,236 — 39,521 165,797 26,242 40,280 191,280 231,560 53,940 
Columbus32 2,443 — 55,843 143,208 33,589 55,950 176,690 232,640 61,850 
Kansas City31 2,121 — 20,212 114,080 54,757 20,412 168,637 189,049 75,990 
Boston29 2,038 — 85,717 223,625 42,014 86,283 265,073 351,356 136,437 
St. Louis27 1,749 — 22,546 85,838 40,671 23,395 125,660 149,055 77,098 
Las Vegas26 1,743 — 32,147 129,839 24,005 31,395 154,596 185,991 64,709 
San Diego24 2,183 — 89,782 162,043 54,101 92,292 213,634 305,926 121,509 
Nashville/Bowling Green22 1,435 — 31,362 100,045 33,215 31,360 133,262 164,622 41,120 
F-33



PUBLIC STORAGE
SCHEDULE III - REAL ESTATE
AND ACCUMULATED DEPRECIATION
(Amounts in thousands, except number of properties)
Initial CostGross Carrying Amount At December 31, 2023
DescriptionNo. of
Facilities
Net
Rentable
Square Feet
2023
Encum-
brances
LandBuildings &
Improvements
Costs
Subsequent
to Acquisition
LandBuildingsTotalAccumulated
Depreciation
Memphis22 1,418 — 27,627 167,899 15,346 28,980 181,892 210,872 28,898 
Cincinnati21 1,241 — 19,385 67,782 29,599 19,303 97,463 116,766 41,676 
Mobile19 1,097 — 24,147 95,838 9,590 23,974 105,601 129,575 20,429 
Colorado Springs17 1,172 — 13,667 64,569 26,394 13,664 90,966 104,630 38,685 
Fort Myers/Naples16 1,209 — 33,789 113,782 12,180 34,023 125,728 159,751 31,735 
Greensville/Spartanburg/Asheville16 998 — 12,910 68,856 12,940 13,826 80,880 94,706 28,410 
Louisville16 970 — 24,868 50,185 10,346 24,867 60,532 85,399 24,018 
Richmond16 808 — 21,121 56,202 10,092 20,926 66,489 87,415 27,542 
Milwaukee15 964 — 13,189 32,071 11,262 13,158 43,364 56,522 38,449 
Jacksonville15 922 — 14,454 47,415 16,595 14,503 63,961 78,464 40,554 
Greensboro15 911 — 15,590 43,181 16,298 17,679 57,390 75,069 33,648 
Birmingham15 606 — 6,316 25,567 16,677 6,204 42,356 48,560 31,601 
Charleston14 978 — 16,947 56,793 26,117 17,923 81,934 99,857 36,810 
Chattanooga13 846 — 10,030 45,578 9,066 9,832 54,842 64,674 21,705 
Salt Lake City13 802 — 20,454 41,607 6,647 20,103 48,605 68,708 18,945 
Honolulu12 896 — 69,611 127,041 23,033 70,528 149,157 219,685 85,116 
New Orleans12 861 — 14,096 72,425 13,077 14,264 85,334 99,598 34,714 
Savannah12 700 — 33,094 42,465 5,987 31,766 49,780 81,546 25,473 
Omaha11 940 — 17,965 69,085 5,467 17,965 74,552 92,517 13,693 
Hartford/New Haven11 693 — 6,778 19,959 27,641 8,443 45,935 54,378 37,212 
Cleveland/Akron10 631 — 5,916 30,775 9,494 6,309 39,876 46,185 16,296 
Augusta10 586 — 9,833 35,451 5,190 9,833 40,641 50,474 10,833 
Buffalo/Rochester462 — 6,785 17,954 7,251 6,783 25,207 31,990 17,283 
Boise671 — 16,756 71,912 2,221 16,756 74,133 90,889 6,900 
Reno559 — 5,487 18,704 6,980 5,487 25,684 31,171 15,473 
Tucson439 — 9,403 25,491 8,990 9,884 34,000 43,884 24,851 
Wichita433 — 2,017 6,691 8,834 2,130 15,412 17,542 12,945 
Monterey/Salinas329 — 8,465 24,151 7,845 8,455 32,006 40,461 26,472 
Evansville326 — 2,340 14,316 1,686 2,312 16,030 18,342 6,174 
Huntsville/Decatur298 — 9,161 13,481 3,848 9,108 17,382 26,490 7,747 
Dayton284 — 1,074 8,975 5,283 1,073 14,259 15,332 8,624 
Fort Wayne271 — 3,487 11,003 3,695 3,487 14,698 18,185 7,042 
Providence248 — 2,644 26,118 4,000 2,644 30,118 32,762 8,544 
Lansing233 — 2,048 22,897 1,755 2,048 24,652 26,700 3,210 
Roanoke223 — 5,093 18,091 1,591 5,093 19,682 24,775 5,425 
Palm Springs242 — 8,309 18,065 3,282 8,309 21,347 29,656 14,206 
Flint191 — 2,734 19,228 666 2,733 19,895 22,628 2,588 
F-34



PUBLIC STORAGE
SCHEDULE III - REAL ESTATE
AND ACCUMULATED DEPRECIATION
(Amounts in thousands, except number of properties)
Initial CostGross Carrying Amount At December 31, 2023
DescriptionNo. of
Facilities
Net
Rentable
Square Feet
2023
Encum-
brances
LandBuildings &
Improvements
Costs
Subsequent
to Acquisition
LandBuildingsTotalAccumulated
Depreciation
Rochester155 — 2,142 10,787 3,799 2,075 14,653 16,728 4,719 
Shreveport150 — 817 3,030 3,476 741 6,582 7,323 5,329 
Springfield/Holyoke144 — 1,428 3,380 2,599 1,427 5,980 7,407 5,330 
Santa Barbara98 — 5,733 9,106 1,183 5,733 10,289 16,022 7,172 
Topeka94 — 225 1,419 2,167 225 3,586 3,811 3,342 
Joplin56 — 264 904 1,067 264 1,971 2,235 1,738 
Syracuse55 — 545 1,279 1,413 545 2,692 3,237 2,155 
Modesto/Fresno/Stockton33 — 44 206 1,399 193 1,456 1,649 1,167 
Commercial and non-operating real estate— 13,194 26,143 136,325 13,348 162,314 175,662 69,331 
3,044 218,071 $1,833 $5,542,781 $17,177,947 $4,744,510 $5,628,488 $21,836,750 $27,465,238 $9,423,974 
Note: Buildings and improvements are depreciated on a straight-line basis over estimated useful lives ranging generally between 5 to 25 years. In addition, disclosures of the number and square footage of our facilities (one each in Tennessee and Nebraska) with 181,000 net rentable square feet, for $18.3 million.

are unaudited.

F-32


PUBLIC STORAGE

SCHEDULE III - REAL ESTATE

AND ACCUMULATED DEPRECIATION

2017

Initial Cost

Costs

Gross Carrying Amount

No. of

Encum-

Buildings &

Subsequent

At December 31, 2017

Accumulated

Description

Facilities

brances

Land

Improvements

to Acquisition

Land

Buildings

Total

Depreciation

F-35



 

 

 

 

 

 

 

 

 

Self-storage facilities by market:

 

 

 

 

 

 

 

 

 

Los Angeles

220

576 504,267 904,163 282,538 501,879 1,189,089 1,690,968 632,991 

New York

94

 -

250,900 548,541 151,048 257,229 693,260 950,489 357,033 

San Francisco

138

 -

231,943 512,052 167,760 244,693 667,062 911,755 392,298 

Washington DC

91

 -

233,905 406,769 107,686 239,107 509,253 748,360 265,498 

Miami

89

 -

212,661 448,086 81,773 214,553 527,967 742,520 256,989 

Seattle/Tacoma

91

 -

177,451 443,495 92,336 178,107 535,175 713,282 279,770 

Houston

119

 -

166,793 411,023 106,484 166,252 518,048 684,300 238,549 

Dallas/Ft. Worth

119

 -

166,838 387,423 94,713 167,570 481,404 648,974 239,552 

Chicago

130

 -

137,165 352,595 110,723 140,002 460,481 600,483 319,109 

Atlanta

101

 -

122,880 327,975 63,069 123,242 390,682 513,924 225,677 

Orlando/Daytona

72

12,450 140,411 253,375 52,494 145,892 300,388 446,280 132,531 

West Palm Beach

44

 -

151,323 207,388 34,358 151,908 241,161 393,069 100,920 

Charlotte

53

 -

75,968 186,599 50,814 83,831 229,550 313,381 97,806 

Tampa

53

 -

87,165 174,499 43,210 89,937 214,937 304,874 105,200 

Denver

55

10,013 82,240 154,622 63,230 82,969 217,123 300,092 120,812 

Minneapolis/St. Paul

48

4,702 85,484 186,528 22,090 85,649 208,453 294,102 94,282 

Philadelphia

57

 -

51,682 152,406 52,303 50,703 205,688 256,391 145,875 

Phoenix

39

 -

60,974 169,042 23,286 60,965 192,337 253,302 85,465 

Detroit

41

 -

62,990 159,461 21,799 63,840 180,410 244,250 93,877 

Boston

25

 -

61,583 158,870 20,179 62,149 178,483 240,632 77,297 

Austin

31

 -

51,150 115,641 37,236 53,173 150,854 204,027 72,725 

Portland

43

 -

51,182 126,464 25,521 51,840 151,327 203,167 88,705 

San Diego

20

 -

47,884 108,911 37,976 50,392 144,379 194,771 74,585 

Raleigh

28

 -

50,348 99,583 27,010 51,477 125,464 176,941 49,330 

Honolulu

11

 -

54,184 106,299 10,793 55,101 116,175 171,276 56,286 

Norfolk

28

 -

33,316 81,267 16,192 32,755 98,020 130,775 53,478 

San Antonio

28

 -

27,566 76,028 25,438 27,524 101,508 129,032 59,598 

Baltimore

23

 -

25,176 79,734 16,677 25,300 96,287 121,587 62,675 

Sacramento

34

 -

25,141 69,409 26,734 25,646 95,638 121,284 67,951 

Columbus

22

 -

25,341 64,746 25,712 25,448 90,351 115,799 39,438 

Oklahoma City

21

 -

32,708 65,664 11,088 32,708 76,752 109,460 16,871 

F-33


PUBLIC STORAGE

SCHEDULE III - REAL ESTATE

AND ACCUMULATED DEPRECIATION

2017

Initial Cost

Costs

Gross Carrying Amount

No. of

Encum-

Buildings &

Subsequent

At December 31, 2017

Accumulated

Description

Facilities

brances

Land

Improvements

to Acquisition

Land

Buildings

Total

Depreciation

St. Louis

26

 -

20,037 56,237 20,514 20,680 76,108 96,788 58,304 

Columbia

22

 -

19,608 54,653 17,965 20,367 71,859 92,226 28,345 

Indianapolis

22

 -

21,064 57,655 12,365 22,064 69,020 91,084 40,808 

Las Vegas

20

 -

23,168 52,723 9,655 22,417 63,129 85,546 43,534 

Kansas City

24

 -

14,225 43,732 25,763 14,425 69,295 83,720 54,044 

Savannah

12

 -

33,094 42,465 3,237 32,738 46,058 78,796 12,094 

Cincinnati

16

 -

14,927 31,822 17,119 14,845 49,023 63,868 26,134 

Louisville

12

 -

18,800 34,861 4,185 18,799 39,047 57,846 8,899 

Greensboro

13

 -

12,737 29,811 12,608 14,826 40,330 55,156 22,955 

Fort Myers/Naples

9

 -

15,373 35,353 4,348 15,608 39,466 55,074 13,533 

Milwaukee

15

1,472 13,189 32,071 9,543 13,158 41,645 54,803 27,938 

Jacksonville

14

 -

11,252 27,714 10,175 11,301 37,840 49,141 28,809 

Charleston

10

 -

10,849 31,144 6,987 11,825 37,155 48,980 17,439 

Hartford/New Haven

11

 -

6,778 19,959 20,623 8,443 38,917 47,360 28,197 

New Orleans

9

 -

9,205 30,832 5,548 9,373 36,212 45,585 22,620 

Nashville/Bowling Green

14

 -

10,405 24,175 9,254 10,402 33,432 43,834 24,463 

Richmond

10

 -

13,248 23,253 4,059 13,053 27,507 40,560 15,360 

Colorado Springs

12

 -

8,229 19,659 12,521 8,225 32,184 40,409 26,100 

Tucson

7

 -

9,403 25,491 5,390 9,884 30,400 40,284 16,866 

Chattanooga

10

 -

6,569 26,045 6,550 6,371 32,793 39,164 12,019 

Greensville/Spartanburg/Asheville

11

 -

9,036 20,767 8,970 9,965 28,808 38,773 17,705 

Memphis

9

 -

7,962 21,981 8,515 9,315 29,143 38,458 17,549 

Monterey/Salinas

7

 -

8,465 24,151 3,848 8,455 28,009 36,464 18,415 

Birmingham

14

 -

5,229 17,835 13,024 5,117 30,971 36,088 26,662 

Reno

7

 -

5,487 18,704 3,932 5,487 22,636 28,123 10,622 

Salt Lake City

8

 -

7,846 15,947 4,264 7,495 20,562 28,057 12,310 

Buffalo/Rochester

9

 -

6,785 17,954 2,986 6,783 20,942 27,725 11,987 

Palm Springs

3

 -

8,309 18,065 1,218 8,309 19,283 27,592 8,653 

Mobile

9

 -

4,257 17,441 3,883 4,084 21,497 25,581 11,124 

Cleveland/Akron

6

 -

3,778 13,928 4,705 4,171 18,240 22,411 9,679 

London, UK

1

 -

5,730 14,278 (1,921)3,509 14,578 18,087 11,998 

Wichita

7

 -

2,017 6,691 6,766 2,130 13,344 15,474 10,835 

F-34


PUBLIC STORAGE

SCHEDULE III - REAL ESTATE

AND ACCUMULATED DEPRECIATION

2017

Initial Cost

Costs

Gross Carrying Amount

No. of

Encum-

Buildings &

Subsequent

At December 31, 2017

Accumulated

Description

Facilities

brances

Land

Improvements

to Acquisition

Land

Buildings

Total

Depreciation

Santa Barbara

2

 -

5,733 9,106 338 5,733 9,444 15,177 4,730 

Providence

3

 -

995 11,206 2,684 995 13,890 14,885 5,252 

Dayton

5

 -

1,074 8,975 4,642 1,073 13,618 14,691 6,073 

Evansville

4

 -

1,826 8,445 1,093 1,798 9,566 11,364 2,690 

Augusta

4

 -

1,793 5,990 2,242 1,793 8,232 10,025 5,235 

Huntsville/Decatur

3

 -

1,024 3,321 2,963 971 6,337 7,308 5,822 

Fort Wayne

3

 -

349 3,594 3,073 349 6,667 7,016 5,733 

Springfield/Holyoke

2

 -

1,428 3,380 1,709 1,427 5,090 6,517 4,121 

Shreveport

2

 -

817 3,030 2,221 741 5,327 6,068 4,184 

Rochester

2

 -

1,047 2,246 1,695 980 4,008 4,988 3,571 

Lansing

2

 -

556 2,882 806 556 3,688 4,244 1,887 

Flint

1

 -

543 3,068 180 542 3,249 3,791 1,579 

Topeka

2

 -

225 1,419 1,756 225 3,175 3,400 2,737 

Roanoke

1

 -

819 1,776 569 819 2,345 3,164 2,058 

Syracuse

1

 -

545 1,279 744 545 2,023 2,568 1,818 

Omaha

1

 -

109 806 1,398 109 2,204 2,313 1,779 

Joplin

1

 -

264 904 939 264 1,843 2,107 1,468 

Modesto/Fresno/Stockton

1

 -

44 206 962 193 1,019 1,212 648 



 

 

 

 

 

 

 

 

 

Commercial and non-operating

 

 

 

 

 

 

 

 

 

    real estate

 

 -

11,517 26,939 24,091 12,545 50,002 62,547 39,773 



 

 

 

 

 

 

 

 

 



 

$29,213 $3,886,388 $8,544,627 $2,234,974 $3,947,123 $10,718,866 $14,665,989 $5,700,331 



 

 

 

 

 

 

 

 

 



 

Note:  Buildings and improvements are depreciated on a straight-line basis over estimated useful lives ranging generally



 

  between 5 to 25 years.

F-35