Public Storage Insider Receives 10k Equity Units in July 2025 Filing

Rhea-AI Filing Summary

Form 4 reports that Public Storage (PSA) director Luke J. Petherbridge received an equity award on 07/30/2025 consisting of 10,022 AO LTIP Units in Public Storage OP at an exercise price of $288.65. These profit-interest units vest fully one year after the grant date. Once vested, they may be converted into LTIP Units and ultimately exchanged for an equal number of PSA common shares or the cash equivalent, subject to tax-allocation conditions.

Following the award, Petherbridge directly holds 10,022 derivative securities; no non-derivative share transactions were reported. The grant is a routine component of the company’s 2021 Equity and Performance-Based Incentive Plan and represents a negligible percentage of PSA’s outstanding shares, resulting in immaterial dilution while further aligning the director’s incentives with shareholder value.

Insights

Equity Compensation Analyst

TL;DR: Routine director equity grant; minor dilution; incentive alignment, neutral share-price impact.

The filing shows a standard compensatory grant rather than an open-market transaction. At ~10 k units, potential share issuance is de-minimis against PSA’s multi-hundred-million share base, so dilution risk is negligible. Vesting and conversion schedule ties the director’s upside to PSA’s long-term performance, a governance positive, yet the grant size is too small to materially influence valuation or float. No insider sale signals, cash outflows, or changes in ownership control are indicated. Overall, the disclosure is non-impactful for short-term investors but modestly supportive of long-term alignment.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

PETHERBRIDGE LUKE J

(Last) (First) (Middle)

C/O PUBLIC STORAGE

701 WESTERN AVENUE

(Street)

GLENDALE CA 91201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Public Storage [ PSA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
AO LTIP Units(1)	$288.65	07/30/2025		A		10,022		07/30/2026(1)	07/29/2035	Common Shares	10,022	$0	10,022	D

Explanation of Responses:

1. Reflects an award of membership interests in Public Storage OP, L.P. ("Public Storage OP") designated as AO LTIP Units ("AO LTIP Units") granted pursuant to the Amended and Restated Public Storage 2021 Equity and Performance-Based Incentive Compensation Plan. The AO LTIP Units vest in full one (1) year from the grant date. Vested AO LTIP Units are convertible at the reporting person's election into vested LTIP Units ("LTIP Units"), which are convertible, conditioned upon the satisfaction of minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into Common Units in Public Storage OP ("OP Units"). OP Units may be exchanged by the reporting person for common shares, par value $0.10 per share ("Common Shares"), of Public Storage or the equivalent cash value of Common Shares, as determined by Public Storage. AO LTIP Units and LTIP Units are intended to qualify as profits interests for US federal income tax purposes.

Remarks:

	/s/ Steven C. Babinski, Attorney-in-Fact	07/31/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Public Storage (PSA) disclose in the July 2025 Form 4?

PSA reported a grant of 10,022 AO LTIP Units to director Luke J. Petherbridge on 07/30/2025.

When do the AO LTIP Units awarded to Luke Petherbridge vest?

The units vest in full one year from the 07/30/2025 grant date.

Can the awarded AO LTIP Units be converted into PSA common shares?

Yes. Once vested, AO LTIP Units can be converted into LTIP Units and then exchanged for an equal number of PSA common shares or cash.

Did the Form 4 include any open-market purchases or sales by the director?

No. The filing solely reports an equity compensation grant; no purchases or sales were disclosed.

How significant is the potential dilution from this grant for PSA shareholders?

With only 10,022 possible shares relative to PSA’s large share count, dilution impact is considered immaterial.