Public Storage (NYSE: PSA) sells $500M 5.000% notes maturing 2035

Rhea-AI Filing Summary

Public Storage, through its subsidiary Public Storage Operating Company (PSOC), is raising $500 million by issuing senior notes due 2035. The notes will bear interest at an annual rate of 5.000%, be issued at 99.182% of par value, and mature on December 15, 2035. PSOC will pay interest semi-annually on June 15 and December 15, starting June 15, 2026, and the offering is expected to close on April 6, 2026, subject to customary conditions.

PSOC expects to use the net proceeds primarily to repay amounts under its revolving credit facility and for general corporate purposes. These may include investments in self-storage facilities, repayment of other debt and the redemption of outstanding securities. The notes are guaranteed by Public Storage and were offered under an existing shelf registration statement.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Senior notes offering size: $500 million aggregate principal amount Coupon rate: 5.000% annual interest rate Issue price: 99.182% of par value +4 more

7 metrics

Senior notes offering size $500 million aggregate principal amount Senior notes due 2035 issued by PSOC

Coupon rate 5.000% annual interest rate Senior notes due 2035

Issue price 99.182% of par value Pricing of 2035 senior notes

Maturity date December 15, 2035 Senior notes due 2035

First interest payment June 15, 2026 Semi-annual interest on 2035 notes

Interest payment schedule June 15 and December 15 each year Senior notes due 2035

Expected closing date April 6, 2026 Settlement of the note offering

Key Terms

senior notes, shelf registration statement, preliminary prospectus supplement, revolving credit facility, +1 more

5 terms

senior notes financial

"for the sale of $500 million aggregate principal amount of senior notes due 2035"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

shelf registration statement regulatory

"The offering of the Notes was made pursuant to a shelf registration statement on Form S-3"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

preliminary prospectus supplement regulatory

"A preliminary prospectus supplement, dated April 1, 2026, relating to the Notes"

A preliminary prospectus supplement is an initial document that provides important details about a new stock or bond offering before it is finalized. It helps investors understand what is being sold and why, so they can decide whether to invest. Think of it as a preview before the full sales brochure is ready.

revolving credit facility financial

"PSOC expects to use the net proceeds to repay amounts under its revolving credit facility"

A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.

underwriting agreement financial

"entered into an underwriting agreement (the “Underwriting Agreement”) with BofA Securities, Inc. and J.P. Morgan Securities LLC"

An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.

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

Date of Report (Date of earliest event reported): April 1, 2026

Public Storage

(Exact Name of Registrant as Specified in its Charter)

Maryland		001-33519		93-2834996
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

2811 Internet Boulevard, Frisco, Texas		75034
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code (818) 244-8080

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communication 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 Act:

Title of Class		Trading Symbol		Name of exchange on which registered
Common Shares, $0.10 par value		PSA		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 5.150% Cum Pref Share, Series F, $0.01 par value		PSAPrF		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 5.050% Cum Pref Share, Series G, $0.01 par value		PSAPrG		New York Stock Exchange
Depositary Shares Each 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 value		PSAPrI		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.700% Cum Pref Share, Series J, $0.01 par value		PSAPrJ		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.750% Cum Pref Share, Series K, $0.01 par value		PSAPrK		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.625% Cum Pref Share, Series L, $0.01 par value		PSAPrL		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.125% Cum Pref Share, Series M, $0.01 par value		PSAPrM		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 3.875% Cum Pref Share, Series N, $0.01 par value		PSAPrN		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 3.900% Cum Pref Share, Series O, $0.01 par value		PSAPrO		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.000% Cum Pref Share, Series P, $0.01 par value		PSAPrP		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 3.950% Cum Pref Share, Series Q, $0.01 par value		PSAPrQ		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.000% Cum Pref Share, Series R, $0.01 par value		PSAPrR		New York Stock Exchange
Depositary Shares Each Representing 1/1,000 of a 4.100% Cum Pref Share, Series S, $0.01 par value		PSAPrS		New York Stock Exchange
Guarantee of 0.875% Senior Notes due 2032 issued by Public Storage Operating Company		PSA/32		New York Stock Exchange
Guarantee of 0.500% Senior Notes due 2030 issued by Public Storage Operating Company		PSA/30		New York Stock Exchange
Guarantee of 3.500% Senior Notes due 2034 issued by Public Storage Operating Company		PSA/34		New 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 1.01 Entry Into a Material Definitive Agreement

On April 1, 2026, Public Storage (the “Company”) and Public Storage Operating Company, a subsidiary of the Company (“PSOC”), entered into an underwriting agreement (the “Underwriting Agreement”) with BofA Securities, Inc. and J.P. Morgan Securities LLC, as joint book-running managers of the several underwriters named therein (the “Underwriters”), for the sale of $500 million aggregate principal amount of senior notes due 2035 (the “Notes”). The Notes will be issued by PSOC and guaranteed by the Company.

The Notes will bear interest at an annual rate of 5.000%, will be issued at 99.182% of par value and will mature on December 15, 2035. PSOC will pay interest on the Notes semi-annually on June 15 and December 15 of each year, commencing June 15, 2026.

The offering of the Notes was made pursuant to a shelf registration statement on Form S-3 (File Nos. 333-283556 and 333-283556-01) filed by the Company and PSOC with the Securities and Exchange Commission (the “SEC”) on December 2, 2024. A preliminary prospectus supplement, dated April 1, 2026, relating to the Notes and supplementing the prospectus was filed with the SEC pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended (the “Securities Act”).

The offering is expected to close on April 6, 2026, subject to the satisfaction of customary closing conditions. PSOC expects to use the net proceeds to repay amounts under its revolving credit facility and for general corporate purposes, including to make investments in self-storage facilities (such as acquisitions of facilities or interests in entities that own facilities, development, and mortgage loans secured by facilities), repayment of debt and the redemption of outstanding securities.

The Underwriters have performed investment banking and advisory services for the Company and PSOC from time to time for which they have received customary fees and expenses. The Underwriters may, from time to time, engage in transactions with and perform services for the Company and PSOC in the ordinary course of their business.

The lenders under PSOC’s revolving credit facility include, among other financial institutions from time to time as lenders party thereto, Bank of America, N.A., an affiliate of BofA Securities, Inc.; JPMorgan Chase Bank, N.A., an affiliate of J.P. Morgan Securities LLC; Goldman Sachs Bank USA, an affiliate of Goldman Sachs & Co. LLC; Wells Fargo Bank, National Association, an affiliate of Wells Fargo Securities, LLC; PNC Bank, National Association, an affiliate of PNC Capital Markets LLC; Sumitomo Mitsui Banking Corporation, an affiliate of SMBC Nikko Securities America, Inc.; TD Bank, N.A., an affiliate of TD Securities (USA) LLC; Citibank, N.A., an affiliate of Citigroup Global Markets Inc.; and The Bank of Nova Scotia, an affiliate of Scotia Capital (USA) Inc.

PSOC and the Company made certain customary representations, warranties and covenants concerning the Company, PSOC and the registration statement in the Underwriting Agreement and also agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act, or to contribute to payments the Underwriters may be required to make in respect of those liabilities.

A copy of the Underwriting Agreement is attached to this report as Exhibit 1.1 and incorporated herein by reference. The summary set forth above is qualified in its entirety by reference to Exhibit 1.1.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.
1.1		Underwriting Agreement, dated as of April 1, 2026, by and among PSOC, the Company, BofA Securities, Inc. and J.P. Morgan Securities LLC, as joint book-running managers of the several underwriters named therein.

5.1		Opinion of Hogan Lovells US LLP.
23.1		Consent of Hogan Lovells US LLP (included in Exhibit 5.1).
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

				PUBLIC STORAGE
				By:		/s/ Nathaniel A. Vitan
Date: April 2, 2026						Nathaniel A. Vitan Chief Legal Officer & Corporate Secretary

FAQ

What type of debt is Public Storage (PSA) issuing in this 8-K?

Public Storage, through PSOC, is issuing senior notes due 2035 with a 5.000% annual interest rate. The notes are guaranteed by Public Storage and offered under an existing shelf registration statement.

How large is Public Storage’s new note offering disclosed for PSA?

The company is issuing $500 million aggregate principal amount of senior notes due 2035. This adds long-term fixed-rate debt financing to its capital structure through its operating subsidiary PSOC.

What interest rate and pricing apply to Public Storage’s 2035 notes?

The senior notes will bear interest at an annual rate of 5.000% and be issued at 99.182% of par value. Investors receive semi-annual interest payments starting June 15, 2026.

When do Public Storage’s new senior notes mature and pay interest?

The notes mature on December 15, 2035, and pay interest semi-annually on June 15 and December 15 each year. The first interest payment is scheduled for June 15, 2026.

How will Public Storage (PSA) use the proceeds from the 2035 notes?

PSOC expects to use net proceeds to repay amounts under its revolving credit facility and for general corporate purposes, including self-storage investments, debt repayment and redemption of outstanding securities.

When is the Public Storage note offering expected to close?

The offering is expected to close on April 6, 2026, subject to customary closing conditions. Completion depends on those conditions being satisfied by Public Storage and the underwriting syndicate.

Filing Exhibits & Attachments

6 documents

Other Documents

• EX-1.1 EX-1.1 133.5 KB
• EX-5.1 EX-5.1 12.7 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 8.8 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 20.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 39.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 22.8 KB