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Extra Space Storage (EXR) stockholders back board, auditor and say-on-pay at 2026 meeting

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Extra Space Storage Inc. held its 2026 annual stockholder meeting on May 14, 2026. Stockholders elected 10 directors to serve until the 2027 annual meeting, with each nominee receiving over 184 million votes in favor, including 190,559,989 votes for CEO Joseph D. Margolis and 190,524,767 votes for Joseph V. Saffire.

Stockholders also ratified the Audit Committee’s selection of Ernst & Young LLP as the independent registered public accounting firm for 2026, with 189,315,222 votes for and 10,151,639 against. In an advisory vote, stockholders approved the compensation of the company’s named executive officers, with 176,329,146 votes for, 12,764,521 against, and 2,033,423 abstentions.

Positive

  • None.

Negative

  • None.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Votes for Margolis 190,559,989 shares Director election for Joseph D. Margolis
Votes for Saffire 190,524,767 shares Director election for Joseph V. Saffire
Lowest director support 184,735,207 shares Votes for Mark G. Barberio
Auditor ratification for votes 189,315,222 shares Ernst & Young LLP for 2026
Auditor ratification against votes 10,151,639 shares Ernst & Young LLP for 2026
Say-on-pay for votes 176,329,146 shares Advisory approval of named executive officer compensation
Say-on-pay against votes 12,764,521 shares Advisory approval of named executive officer compensation
Broker non-votes on say-on-pay 8,412,000 shares Advisory vote on executive compensation
broker non-vote financial
"Votes For | Votes Against | Votes Abstain | Broker Non-Vote"
independent registered public accounting firm financial
"selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
advisory basis financial
"The approval, on an advisory basis, of the compensation paid to the Company's named executive officers"
named executive officers financial
"compensation paid to the Company's named executive officers, as disclosed in the Company’s proxy statement"
Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.
emerging growth company regulatory
"Emerging growth company | |"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Understanding 8-K Material Events →
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
May 14, 2026
(Date of Report (Date of Earliest Event Reported))

EXTRA SPACE STORAGE INC.
(Exact Name of Registrant as Specified in Its Charter)
 
Maryland 001-32269 20-1076777
(State or Other Jurisdiction
of Incorporation)		 (Commission
File Number)		 (IRS Employer
Identification Number)
2795 East Cottonwood Parkway, Suite 300
Salt Lake City, Utah 84121
(Address of Principal Executive Offices)
(801) 365-4600
(Registrant’s Telephone Number, Including Area Code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934
Title of each classTrading symbolName of each exchange on which registered
Common Stock, $0.01 par valueEXRNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 5.07Submission of Matters to a Vote of Security Holders
The 2026 annual meeting of stockholders of Extra Space Storage Inc. (the “Company”) was held on May 14, 2026. Set forth below is a brief description of each matter voted on at the Annual Meeting and the final voting results.

Proposal 1. The election of 10 members of the Company’s board of directors for terms expiring at the 2027 annual meeting of stockholders and until their successors are duly elected and qualify.
DirectorVotes ForVotes AgainstVotes AbstainBroker Non-Vote
1. Kenneth M. Woolley184,774,4726,283,92768,6918,412,000
2. Joseph D. Margolis190,559,989533,70133,4008,412,000
3. Mark G. Barberio184,735,2076,241,600150,2838,412,000
4. Joseph J. Bonner189,233,7911,398,341494,9588,412,000
5. Gary L. Crittenden189,035,4922,059,31832,2808,412,000
6. Susan Harnett188,917,0551,714,170495,8658,412,000
7. Crystal Call Maggelet190,503,638591,40832,0448,412,000
8. R.J. Pittman190,490,725598,84037,5258,412,000
9. Joseph V. Saffire190,524,767563,02239,3018,412,000
10. Julia Vander Ploeg187,057,1134,034,46235,5158,412,000


Proposal 2. The ratification of the Audit Committee's selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026.
Votes ForVotes AgainstVotes AbstainBroker Non-Vote
189,315,22210,151,63972,229—


Proposal 3. The approval, on an advisory basis, of the compensation paid to the Company's named executive officers, as disclosed in the Company’s proxy statement.
Votes ForVotes AgainstVotes AbstainBroker Non-Vote
176,329,14612,764,5212,033,4238,412,000



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
EXTRA SPACE STORAGE INC.
Date:May 15, 2026By/s/ Jeff Norman
Name:Jeff Norman
Title:Executive Vice President and Chief Financial Officer


Source: View Original Filing on SEC EDGAR

FAQ

What did Extra Space Storage Inc. (EXR) stockholders decide at the 2026 annual meeting?

Stockholders elected 10 directors, ratified Ernst & Young LLP as 2026 auditor, and approved executive compensation on an advisory basis. All three proposals received more votes in favor than against, confirming the company’s recommended slate and pay program for named executive officers.

Were all Extra Space Storage (EXR) director nominees elected at the 2026 meeting?

Yes, all 10 director nominees were elected for terms expiring at the 2027 annual meeting. Each nominee received strong majority support, with votes for ranging from about 184.7 million to 190.6 million, plus 8,412,000 broker non-votes reported for each director line item.

How did Extra Space Storage (EXR) stockholders vote on the 2026 auditor ratification?

Stockholders ratified the Audit Committee’s selection of Ernst & Young LLP as independent registered public accounting firm for 2026. The vote totaled 189,315,222 shares for, 10,151,639 against, and 72,229 abstaining, with no broker non-votes reported for this ratification item.

Was Extra Space Storage (EXR) executive compensation approved in the 2026 say-on-pay vote?

Yes, stockholders approved the compensation of named executive officers on an advisory basis. The vote was 176,329,146 shares for, 12,764,521 against, and 2,033,423 abstaining, along with 8,412,000 broker non-votes, indicating majority support for the company’s disclosed pay programs.

How much opposition was there to Extra Space Storage (EXR) say-on-pay proposal in 2026?

The non-binding say-on-pay proposal received 12,764,521 votes against and 2,033,423 abstentions versus 176,329,146 votes in favor. Although a notable minority opposed, the advisory measure still passed with a clear majority of shares present and entitled to vote at the meeting.

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