Extra Space Storage (EXR) 10-K risk factor changes: FY2022 vs FY2021

Our revenues and net operating income can be negatively impacted by general economic factors [added: and other conditions] that lead to a reduction in demand for rental space in the markets in which we operate.

We may not be successful in identifying suitable stores or other assets that meet our acquisition criteria or in consummating acquisitions [added: or investments on satisfactory terms or at all.]

While to date, we [removed: have] [added: do] not [added: believe that we have] experienced [removed: a material] [added: any significant system failure, accident or] security breach, this risk has generally increased as the number, intensity and sophistication of such breaches and attempted breaches from around the world have increased.

For example, the California Consumer Privacy Act of 2018 [removed: (CCPA)] [added: ("CCPA")] went into effect on January 1, 2020, and creates individual privacy rights for California consumers and increases the privacy and security obligations of entities handling certain personal information.

The CCPA provides for civil penalties for violations, as well as a private right of action for data breaches that [removed: is expected to increase] [added: has increased the likelihood of, and risks associated with,] data breach litigation.

[added: Further, the California Privacy Rights Act ("CPRA") generally went into effect in January 2023, and significantly] amends the CCPA and will impose additional data protection obligations on covered businesses, including additional consumer rights processes, limitations on data uses, new audit requirements for higher risk data, and opt outs for certain uses of sensitive data.

It [removed: will] also [removed: create] [added: creates] a new California data protection agency authorized to issue substantive regulations and could result in increased privacy and information security enforcement.

[removed: The majority of the provisions will go into effect on January 1, 2023, and additional] [added: Additional] compliance investment and potential business process changes may be required.

Similar laws have passed in [removed: Virginia] [added: Virginia, Utah, Connecticut] and Colorado, and have been proposed in other states and at the federal level, reflecting a trend toward more stringent privacy legislation in the United States.

[removed: Any failure or perceived failure by us or our employees, representatives, contractors, consultants, collaborators, or other third parties to] comply with such requirements or adequately address privacy and security concerns, even if unfounded, could result in additional cost and liability to us, damage our reputation, and adversely affect our business and results of operations.

[removed: The COVID-19 pandemic or other] [added: Public health emergencies, such as] pandemics [added: including the COVID-19 pandemic, and measures intended to prevent the spread of a public health emergency,] could adversely affect our results of operations.

Although the self-storage industry has historically been resilient to ordinary market downturns, the impact of the COVID-19 pandemic [added: and other pandemics, epidemics or public health emergencies] on the U.S. and world economies generally, and on our future results in particular, could be significant and will largely depend on future developments, which are highly uncertain and cannot be predicted.

[removed: In addition, our Operating Partnership is required to indemnify us, our affiliates and each of our respective] trustees, officers, directors, employees and agents to the fullest extent permitted by applicable law against any and all losses, claims, damages, liabilities (whether joint or several), expenses (including, without limitation, attorneys’ fees and other legal fees and expenses), judgments, fines, settlements and other amounts arising from any and all claims, demands, actions, suits or proceedings, civil, criminal, administrative or investigative, that relate to the operations of the Operating Partnership, provided that our Operating Partnership will not indemnify for (1) willful misconduct or a knowing violation of the law, (2) any transaction for which such person received an improper personal benefit in violation or breach of any provision of the partnership agreement, or (3) in the case of a criminal proceeding, the person had reasonable cause to believe the act or omission was unlawful.

As of December 31, [removed: 2021,] [added: 2022,] we held interests in [removed: 287] [added: 319] operating stores through joint ventures.

Our charter, subject to certain exceptions, authorizes our directors to take such actions as are necessary and desirable to preserve our qualification as a REIT and to limit any person to actual or constructive ownership of no more than 7.0% (by value [added: or by number of shares, whichever is more restrictive) of our outstanding common stock or 7.0% (by value or by number of shares, whichever is more restrictive) of our outstanding capital stock.]

Uncertainty in the credit [added: and financial] markets may negatively impact our ability to access additional debt financing or to refinance existing debt maturities on favorable terms (or at all), which may negatively affect our ability to make acquisitions and fund development projects.

A downturn in the credit [added: and financial] markets may cause us to seek alternative sources of potentially less attractive financing, and may require us to adjust our business plan accordingly.

As of December 31, [removed: 2021,] [added: 2022,] we had approximately [removed: $6.0] [added: $7.4] billion of outstanding indebtedness.

As of December 31, [removed: 2021,] [added: 2022,] we had approximately [removed: $6.0] [added: $7.4] billion of debt outstanding, of which approximately [removed: $1.5] [added: $2.6] billion, or [removed: 24.7%] [added: 35.3%] was subject to variable interest rates (excluding debt with interest rate swaps).

This variable rate debt had a weighted average interest rate of approximately [removed: 1.3%] [added: 5.5%] per annum.

These risks arise in connection with transitioning contracts to an alternative rate, including any resulting value transfer that may occur, and [removed: are likely to] [added: may] vary by contract.

The value of loans, securities, or derivative instruments tied to LIBOR, as well as interest rates on our current or future indebtedness, [removed: may also] [added: have been and will continue to] be impacted [removed: if] [added: by the transition from] LIBOR [removed: is limited] [added: to SOFR] or [removed: discontinued.][added: other benchmark rates.]

[removed: For some instruments the method of] [added: In addition,] transitioning to an alternative reference rate [removed: may] [added: can] be challenging, especially if we cannot agree with the respective counterparty about how to make the transition.

[removed: Adjustments to systems and mathematical models to properly process and account for alternative rates will be required, which] [added: These risks] may have a material adverse effect on our financing costs, and as a result, our financial condition, operating results and cash flows.

This, in turn, could cause our other debt, including the notes and our revolving credit facility, to become due and payable as a result of cross-default or cross-acceleration provisions contained in the agreements governing the other debt and permit certain of our lenders to [removed: foreclose on our assets, if any, that secure this debt.]

[removed: Also, we must] make distributions to stockholders aggregating annually at least 90% of our REIT taxable income, determined without regard to the dividends paid deduction and excluding net capital gains, and we will be subject to U.S. federal corporate income tax to the extent we distribute less than 100% of our REIT taxable income, without regard to the dividends paid deduction and including net capital gains.

Although we believe that we have been organized and have operated in a manner that is intended to allow us to qualify for taxation as a REIT, we can give no assurance that we have qualified or will continue to qualify as a [added: REIT for U.S. federal income tax purposes.]

Our operations, revenues and operating income may be adversely impacted by, for example, increases in unemployment rates, rising interest rates, changing demographics, recessions, perceptions about the safety of our stores, changes in local zoning laws, consequences from climate change, public health emergencies, as well as earthquakes, hurricanes and other natural disasters, terrorist acts, civil disturbances or acts of war.

Further, our insurance coverage may not be sufficient to cover the financial, legal, business or reputational losses that may result from an interruption or breach of our systems.

Any failure or perceived failure by us or our employees, representatives, contractors, consultants, collaborators, or other third parties to

We face risks related to public health emergencies, such as epidemics and pandemics, including the COVID-19 pandemic, which impacted our business in 2020, and could materially and adversely impact our results of operations in the future.

The impact of a public health emergency, and measures to prevent the spread of a virus or the underlying causes of a health crisis, could lower demand for storage facilities due to, among other things, stay-at home orders and other restrictions which may lead to lower rental rates, reduced late fee collection and impaired ability to hold auctions resulting in higher accounts receivable and bad debt.

In addition, a public health emergency could cause general economic and market disruptions which could impair our ability to expand our business, raise capital and adversely affect the value of our securities.

Climate change may adversely affect our results of operations.

Climate change may cause extreme weather, changes in precipitation and temperature, increases in wild fire risk and rising sea levels in the areas in which we operate which may cause physical damage to our stores or a decrease in demand for rental space in the areas affected by these conditions.

Should the impact of climate change be material in nature or occur for lengthy periods of time, our financial condition or results of operations may be adversely affected, and may negatively impact the types and pricing of insurance we are able to procure.

In addition, changes in federal, state and local legislation and regulation on climate change could result in increased operating costs (for example, increased utility costs) and/or increased capital expenditures to improve the energy efficiency of our existing stores and could also require us to spend more on our new stores without a corresponding increase in revenue.

Further, the impact of climate change may increase the cost of, or make unavailable, property insurance or other hazard insurance on terms we find acceptable or necessary to adequately protect our properties.

In addition, our Operating Partnership is required to indemnify us, our affiliates and each of our respective

Credit and financial markets can be volatile and may be impacted by diminished liquidity and credit availability, rising interest and inflation rates, declines in economic growth and uncertainty about economic stability as well as geopolitical events such as the ongoing conflict between Russia and Ukraine, terrorism, civil unrest and acts of war.

In anticipation of the planned discontinuation of LIBOR, we have converted most of our contracts from LIBOR to the Secured Overnight Financing Rate ("SOFR"), and expect to have converted all remaining contracts indexed to LIBOR to SOFR by June 30, 2023.

The ongoing transition from LIBOR to SOFR has and may continue to impact our business, including by affecting interest on loans and amounts received and paid on derivative instruments.

foreclose on our assets, if any, that secure this debt.

Also, we must

or investments on satisfactory terms or at all.

As a result of the COVID-19 pandemic, we may also face increased cybersecurity risks due to our reliance on internet technology and the number of our, as well as our service providers’, employees who are (and may continue to be) working remotely, which may create additional opportunities for cybercriminals to exploit vulnerabilities.

Further, the California Privacy Rights Act (CPRA) recently passed in California.

The CPRA significantly

During 2021, the United States and other countries around the world have continued to experience a major health pandemic related to COVID-19, which has created considerable instability and disruption in the U.S. and world economies.

Governmental authorities in impacted regions are taking varied and sometimes dramatic action in an effort to slow the spread of COVID-19.

In 2020, federal, state and local jurisdictions issued varying forms of states of emergency orders.

While many of these states of emergency orders have expired or been removed, we continue to monitor existing states of emergency and prepare for any additional states of emergency orders.

We have updated many of our safety and working practices so that we are prepared to address any future states of emergency orders should they continue or be reinstated.

Our business was impacted by COVID-19 in 2020 in several ways, including reductions in new rentals and vacates due to stay-at home orders and other restrictions, lower achieved rental rates from new customers, fewer existing customer rent increases, reduced late fee collection and impaired ability to hold auctions resulting in higher accounts receivable and bad debt.

During 2021 we largely saw a return toward normalcy, including higher achieved rates, accounts receivable and collections less than 60 days returning to historical norms, and auctions being held in most locations.

As a result of the reductions in vacates, we saw record occupancy levels during 2021.

This includes new information which may emerge concerning the severity of COVID-19 variants, the success of actions taken to contain or treat COVID-19 and reactions by consumers, companies, governmental entities and capital markets.

or by number of shares, whichever is more restrictive) of our outstanding common stock or 7.0% (by value or by number of shares, whichever is more restrictive) of our outstanding capital stock.

Additionally, banking regulators, including the U.S. Federal Reserve, have encouraged banks to discontinue new LIBOR debt issuances after December 31, 2021.

This announcement has several implications, including setting the spread that may be used to automatically convert contracts from LIBOR to the Secured Overnight Financing Rate ("SOFR").

Although SOFR appears to be the preferred replacement rate for U.S. dollar LIBOR, it is unclear if other benchmarks may emerge or if other rates will be adopted outside of the United States.

We anticipate that the most commonly used tenors of LIBOR will continue to be available at least until June 30, 2023.

Any changes adopted by the FCA or other governing bodies in the method used for determining LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR.

If that were to occur, our interest payments could change.

In addition, uncertainty about the extent and manner of future changes may result in interest rates and/or payments that are higher or lower than if LIBOR were to remain available in its current form.

We have contracts that are indexed to LIBOR and are monitoring and evaluating the related risks, which include interest on loans and amounts received and paid on derivative instruments.

While we expect LIBOR to be available in substantially its current form until at least the end of June 30, 2023, it is possible that LIBOR will become unavailable prior to that point.

This could result, for example, if sufficient banks decline to make submissions to the LIBOR administrator.

In that case, the risks associated with the transition to an alternative reference rate will be accelerated and magnified.

Alternative rates and other market changes related to the replacement of LIBOR, including the introduction of financial products and changes in market practices, may lead to risk modeling and valuation challenges, such as adjusting interest rate accrual calculations and building a term structure for an alternative rate.

The introduction of an alternative rate also may create additional basis risk and increased volatility as alternative rates are phased in and utilized in parallel with LIBOR.

REIT for U.S. federal income tax purposes.

No material impairments were recorded in the year ended December 31, [removed: 2021.][added: 2022.]

In order to maintain our qualification as a REIT, among other [removed: things,] [added: requirements,] we are required to distribute at least 90% of our REIT taxable income to our stockholders and meet certain tests regarding the nature of our income and assets.

[removed: RECENT ACCOUNTING PRONOUNCEMENTS:] For a discussion of recent accounting pronouncements affecting our business, see Item 8, “Financial Statements and Supplementary Data–Recently Issued Accounting Standards.”

Results for the year ended December 31, [removed: 2021] [added: 2022] included the operations of [removed: 1,268] [added: 1,451] stores [removed: (981] [added: (1,132] wholly-owned, [removed: four] [added: one] in [added: a] consolidated joint [removed: ventures,] [added: venture,] and [removed: 283] [added: 318] in joint ventures accounted for using the equity method) compared to the results for the year ended December 31, [removed: 2020,] [added: 2021,] which included the operations of [removed: 1,197] [added: 1,268] stores [removed: (944] [added: (981] wholly-owned, [removed: six] [added: four] in a consolidated joint venture, and [removed: 247] [added: 283] in joint ventures accounted for using the equity method).

[removed: ][added: ]

| | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | $ Change | | | | | | % Change | | |

| Management fees and other income | | | [removed: 66,264] [added: 83,904] | | | | | | [removed: 52,129] [added: 66,264] | | | | | | [removed: 14,135] [added: 17,640] | | | | | | [removed: 27.1] [added: 26.6] | | % |

Property Rental—The increase in property rental revenues for the year ended December 31, [removed: 2021] [added: 2022] was primarily the result of an increase of [removed: $151,217] [added: $220,629] at our stabilized stores related to high occupancy and increased rents to [removed: new and] existing customers.

Property rental revenue also increased by [removed: $40,792] [added: $100,601] associated with acquisitions completed in [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021.]

We acquired [removed: 74] [added: 153] stores during the year ended December 31, [removed: 2021] [added: 2022] and we acquired [removed: 23] [added: 74] stores during the year ended December 31, [removed: 2020.][added: 2021.]

Property rental revenue also increased by [removed: $5,193] [added: $5,431] during the year ended December 31, [removed: 2021] [added: 2022] as a result of increases in occupancy at our lease-up stores.

We operated [removed: 2,096] [added: 2,338] stores at December 31, [removed: 2021,] [added: 2022,] compared to [removed: 1,921] [added: 2,096] stores at December 31, [removed: 2020.][added: 2021.]

The increase for the year ended December 31, [removed: 2021] [added: 2022] was primarily due to an increase in the number of stores managed.

As of December 31, [removed: 2021,] [added: 2022,] we managed [removed: 1,115] [added: 1,206] stores for third parties and joint ventures compared to [removed: 977] [added: 1,115] stores as of December 31, [removed: 2020.][added: 2021.]

| General and administrative | | | [removed: 102,194] | | | | | | [removed: 96,594] | | | | | | [removed: 5,600] [added: 129,251] | | | | | | [removed: 5.8] [added: 102,194] | | [removed: %] |

| Depreciation and amortization | | | [removed: 241,879 | | | | | | 224,444] [added: $] | [added: 288,316] | | | | | [removed: 17,435] [added: $] | [added: 241,879] | | | | | [removed: 7.8] [added: $] | [added: 224,444] | [removed: %] |

We acquired [removed: 74] [added: 153] stores during the year ended December 31, [removed: 2021] [added: 2022] and acquired [removed: 23] [added: 74] stores during the year ended December 31, [removed: 2020.][added: 2021.]

The increase was partially offset by a decrease in expense of [removed: $(4,755)] [added: $6,934] related to property sales.

The increase in tenant reinsurance expense for the year ended December 31, [removed: 2021] [added: 2022] was due primarily to the increase in total number of stores operated compared to the prior year and major storm events that occurred causing an increase in claim payouts.

[removed: Additionally, we] [added: We] experienced wage pressure which led to increases in wages of approximately 10% nationwide.

We acquired [removed: 74] [added: 153] stores during the year ended December 31, [removed: 2021,] [added: 2022,] and acquired [removed: 23] [added: 74] stores during the year ended December 31, [removed: 2020.][added: 2021.]

| Gain on real estate transactions | | | [removed: $] | [removed: 140,760] | | [removed: | | | $] [added: (14,249)] | [removed: 18,075] | | | | | [removed: $] [added: (140,760)] | [removed: 122,685] | | | | | [removed: 678.8] [added: (18,075)] | | [removed: %] |

| Interest expense | | | [removed: (166,183)] | | | | | | [removed: (168,626)] | | | | | | [removed: 2,443] [added: 219,171] | | | | | | [removed: (1.4)] [added: 166,183] | | [removed: %] |

| Equity in earnings and dividend income from unconsolidated real estate entities | | | [removed: 32,358] | | | | | | [removed: 22,361] | | | | | | [removed: 9,997] [added: (41,428)] | | | | | | [removed: 44.7] [added: (32,358)] | | [removed: %] |

| [removed: Equity in earnings of unconsolidated real estate ventures -] [added: Unconsolidated joint venture] gain on sale of real estate assets and purchase of [removed: joint venture] partner's interest | | | [removed: 6,251] | | | [removed: | | |] — | | | | | | [removed: 6,251] [added: (6,251)] | | | | | | [removed: 100.0] [added: —] | | [removed: %] |

| Income tax expense | | | [removed: (20,324)] | | | | | | [removed: (13,810)] | | | | | | [removed: (6,514)] [added: 20,925] | | | | | | [removed: 47.2] [added: 20,324] | | [removed: %] |

[removed: Gain on Real Estate Transactions —] During the first quarter of 2021, we sold 16 stores to a newly established unconsolidated joint venture for a total sales price of $168,885 resulting in a gain of $63,477.

Interest Expense—The [removed: decrease] [added: increase] in interest expense during the year ended December 31, [removed: 2021] [added: 2022] was [removed: primarily] the result of [added: higher overall debt and] a [removed: lower] [added: higher] average interest rate when compared to the same period in the prior year.

Information on the total face value of debt and the average interest rate for [removed: each quarter during] the years ended December 31, [removed: 2021] [added: 2022] and December 31, [removed: 2020] [added: 2021] is set forth in the following table:

| | | | For the [removed: Three Months] [added: Year] Ended December 31, | | | | | | | | | | | | [removed: For the Three Months Ended September 30,] | | | | | | | | | | | | [removed: For the Three Months Ended June 30,] | | | | | | | | | | | | [removed: For the Three Months Ended March 31,] | | | | | | | | |

| | | | [removed: 2021] | | | [removed: | | | 2020 | | | | | | 2021 | | | | | | 2020 | | | | | | 2021 | | | | | | 2020] [added: 2022] | | | | | | 2021 | | | | | | 2020 | | |

Interest Income—Interest income represents [removed: amounts earned on cash and cash equivalents deposited with financial institutions,] interest earned on bridge loans and debt [removed: securities and] [added: securities,] income earned on notes receivable from common and preferred Operating Partnership unit [removed: holders.][added: holders and amounts earned on cash and cash equivalents deposited with financial institutions.]

The total principal balance of bridge loans receivable as of December 31, [removed: 2021] [added: 2022] was [removed: $279,042,] [added: $491,879,] compared to [removed: $187,368] [added: $279,042] as of December 31, [removed: 2020.][added: 2021.]

Income Tax Expense—For the year ended December 31, [removed: 2021,] [added: 2022,] the increase in income tax expense was the result of an increase in income earned by our TRS when compared to the same period in the prior year.

Comparison of the Year Ended December 31, [removed: 2020] [added: 2022] to the Year Ended December 31, [removed: 2019][added: 2021]

The results of operations for the years ended December 31, [removed: 2020] [added: 2021] compared to December 31, [removed: 2019] [added: 2020] was included in our Annual Report on Form 10-K for the year ended December 31, [removed: 2020] [added: 2021] on page [removed: 19,] [added: 21,] under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which was filed with the SEC on February [removed: 26, 2021.][added: 28, 2022.]

Net earnings assume that the values of real estate assets diminish [added: predictably over time as reflected through depreciation and amortization expenses.]

| | | | [removed: | | | 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| Net income attributable to common stockholders | | | | | | $ | [removed: 827,649] [added: 860,688] | | | | | $ | [removed: 481,779] [added: 827,649] | | | | | $ | [removed: 419,967] [added: 481,779] | |

| Real estate depreciation | | | | | | [removed: 229,133] [added: 263,923] | | | | | | [removed: 214,345] [added: 229,133] | | | | | | [removed: 206,257] [added: 214,345] | | |

We evaluate goodwill for impairment at least annually and whenever events, circumstances, and other related factors indicate that fair value of the related reporting unit may be less than the carrying value.

If the fair value of the reporting unit is determined to exceed the aggregate carrying amount, no impairment charge is recorded.

Otherwise, an impairment charge is recorded 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.

No impairments were recorded in our evaluations for any period presented herein.

RECENT ACCOUNTING PRONOUNCEMENTS

| Property rental | | | $ | 1,654,735 | | | | | $ | 1,340,990 | | | | | $ | 313,745 | | | | | 23.4 | | % |

| Tenant reinsurance | | | 185,531 | | | | | | 170,108 | | | | | | 15,423 | | | | | | 9.1 | | % |

| Total revenues | | | $ | 1,924,170 | | | | | $ | 1,577,362 | | | | | $ | 346,808 | | | | | 22.0 | | % |

| Property operations | | | $ | 435,342 | | | | | $ | 368,608 | | | | | $ | 66,734 | | | | | 18.1 | | % |

| Tenant reinsurance | | | 33,560 | | | | | | 29,488 | | | | | | 4,072 | | | | | | 13.8 | | % |

| Transaction related costs | | | 1,548 | | | | | | — | | | | | | 1,548 | | | | | | — | | |

| Depreciation and amortization | | | 288,316 | | | | | | 241,879 | | | | | | 46,437 | | | | | | 19.2 | | % |

| Total expenses | | | $ | 888,017 | | | | | $ | 742,169 | | | | | $ | 145,848 | | | | | 19.7 | | % |

Property Operations—The increase in property operations expense consists primarily of an increase of $32,242 at stabilized stores due to increased payroll, credit card processing fees, utilities, property taxes and insurance.

The increase was also attributed to $34,547 related to acquisitions completed in 2022 and 2021.

Tenant reinsurance expense included a $3,000 charge for tenant reinsurance claims related to damages incurred from Hurricane Ian.

We operated 2,338 stores at December 31, 2022, compared to 2,096 stores at December 31, 2021.

Transaction Related Costs—This represents the costs that were incurred as part of the acquisition of Bargold Storage Systems, LLC ("Bargold").

Our overall expense has increased due to acquisitions, business combinations and growth through our joint venture partners and managed portfolio.

During 2022, we continued to see these trends but to a lesser extent and as such we do not expect these trends to continue in 2023.

| | | | 2022 | | | | | | 2021 | | | | | | $ Change | | | | | | % Change | | |

| Interest income | | | 69,422 | | | | | | 49,703 | | | | | | 19,719 | | | | | | 39.7 | | % |

| Total other expense, net | | | $ | (114,997) | | | | | $ | 42,565 | | | | | $ | (157,562) | | | | | (370.2) | | % |

Gain on Real Estate Transactions — During the year ended December 31, 2022 we sold two stores.

We recognized a total gain of $14,249 related to the sale of these assets.

| | | | 2022 | | | | | | 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total face value of debt | | | $ | 7,364,424 | | | | | $ | 5,984,113 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Average interest rate | | | 4.1 | | % | | | | 2.6 | | % | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

The increase in interest income during the year ended December 31, 2022 was primarily the result of the higher bridge loan balances along with higher interest rates.

We added a total of 37 stores to new and existing joint ventures for the year ended December 31, 2022 resulting in higher earnings when compared to the prior year.

Dividend income represents dividends from our $200,000 investment in preferred stock of SmartStop.

Comparison of the Year Ended December 31, 2022 to the Year Ended December 31, 2021

| | | | | | | | | | | | | | | | | | | | | | 2022 | | | | | | 2021 | | | | | | Change | | |

| Same-store rental revenues | | | | | | | | | | | | | | | | | | | | | $ | 1,443,327 | | | | | $ | 1,229,688 | | | | | 17.4% | | |

| Same-store operating expenses | | | | | | | | | | | | | | | | | | | | | $ | 339,195 | | | | | $ | 311,718 | | | | | 8.8% | | |

| Same-store net operating income | | | | | | | | | | | | | | | | | | | | | $ | 1,104,132 | | | | | $ | 917,970 | | | | | 20.3% | | |

Same-store revenues for the year ended December 31, 2022 increased compared to the same periods in 2021

due to higher average rates to existing customers and higher other operating income partially offset by lower occupancy.

Same-store expenses increased for the three months and year ended December 31, 2022 compared to the same periods in 2021

due to increases in payroll, credit card processing fees, utilities, property taxes and insurance.

As of December 31, 2021 we had one consolidated VIE consisting of four stores.

As of December 31, 2020 we had no consolidated VIEs.

| Property rental | | | $ | 1,340,990 | | | | | $ | 1,157,522 | | | | | $ | 183,468 | | | | | 15.9 | | % |

| Tenant reinsurance | | | 170,108 | | | | | | 146,561 | | | | | | 23,547 | | | | | | 16.1 | | % |

| Total revenues | | | $ | 1,577,362 | | | | | $ | 1,356,212 | | | | | $ | 221,150 | | | | | 16.3 | | % |

| Property operations | | | $ | 368,608 | | | | | $ | 360,615 | | | | | $ | 7,993 | | | | | 2.2 | | % |

| Tenant reinsurance | | | 29,488 | | | | | | 26,494 | | | | | | 2,994 | | | | | | 11.3 | | % |

| Total expenses | | | $ | 742,169 | | | | | $ | 708,147 | | | | | $ | 34,022 | | | | | 4.8 | | % |

Property Operations—The increase in property operations expense consists primarily of an increase of $13,440 related to acquisitions completed in 2021 and 2020.

These trends will directly increase general & administrative expenses in 2022.

| Non-cash interest expense related to amortization of discount on equity component of exchangeable senior notes | | | — | | | | | | (3,675) | | | | | | 3,675 | | | | | | (100.0) | | % |

| Interest income | | | 49,703 | | | | | | 15,192 | | | | | | 34,511 | | | | | | 227.2 | | % |

| Total other expense, net | | | $ | 42,565 | | | | | $ | (130,483) | | | | | $ | 173,048 | | | | | (132.6) | | % |

| Total face value of debt | | | $5,984,113 | | | | | | $5,767,771 | | | | | | $5,614,222 | | | | | | $5,302,752 | | | | | | $5,396,746 | | | | | | $5,103,812 | | | | | | $5,321,362 | | | | | | $5,151,993 | | |

| Average interest rate | | | 2.6% | | | | | | 2.7% | | | | | | 2.8% | | | | | | 3.0% | | | | | | 2.8% | | | | | | 3.0% | | | | | | 2.7% | | | | | | 3.1% | | |

Non-cash Interest Expense Related to Amortization of Discount on Equity Component of Exchangeable Senior Notes—Represents the amortization of the discounts related to the equity components of the exchangeable senior notes issued by our Operating Partnership.

The exchangeable senior notes had an effective interest rate of 4.0% relative to the carrying amount of the liability.

The notes were paid in full in November 2020.

In late 2018 we began to provide bridge financing on completed properties owned by third parties that we manage.

We also purchased a senior mezzanine note receivable with a principal amount of $103,000 in July 2020.

The increase in interest income during the year ended December 31, 2021 was primarily the result of interest earned on these loans as well as interest earned from our investment in preferred stock of Jernigan Capital, Inc. ("JCAP"), in connection with the acquisition of JCAP by affiliates of NexPoint Advisors, L.P., which was purchased in November 2020 for $300,000.

Dividend income represents dividends from our investment in convertible preferred stock of SmartStop, which was purchased in October 2019 for $150,000 with another $50,000 invested in October 2020.

The increase in earnings for the year ended December 31, 2021 is related in part to the dividend income from the secondary investment of SmartStop preferred stock.

Additionally the increases related to the higher income at our joint ventures are due to store performance and the acquisition of 45 stores with new and existing joint venture partners.

These increases were offset by the sale of our equity interest in 22 stores.

predictably over time as reflected through depreciation and amortization expenses.

| Same-store rental revenues | | | | | | | | | | | | | | | | | | | | | $ | 1,199,750 | | | | | $ | 1,054,669 | | | | | 13.8% | | |

| Same-store operating expenses | | | | | | | | | | | | | | | | | | | | | $ | 300,935 | | | | | $ | 303,831 | | | | | (1.0)% | | |

| Same-store net operating income | | | | | | | | | | | | | | | | | | | | | $ | 898,815 | | | | | $ | 750,838 | | | | | 19.7% | | |

Same-store revenues for the year ended December 31, 2021 increased compared to the prior year, due to higher average occupancy, higher average rates to new and existing customers and higher late fees partially offset by higher discounts.

Expenses were lower for the year ended December 31, 2021 compared to the prior year, primarily due to decreases in payroll and marketing expense, partially offset by increases in property taxes, credit card processing fees, repairs and maintenance expense and insurance expense.

| | | | | | | | | | | | | | | | 2021 | | | | | | 2020 | | |

| Non same-store rental revenue | | | | | | | | | | | | | | | (141,240) | | | | | | (102,853) | | |

| | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |

| Depreciation and amortization | | | $ | 241,879 | | | | | $ | 224,444 | | | | | $ | 219,857 | |

We may also use

As of December 31, [removed: 2021,] [added: 2022,] we had approximately [removed: $5,984,113] [added: $7,364,424] in total face value debt, of which approximately [removed: $1,477,679] [added: $2,602,228] was subject to variable interest rates (excluding debt with interest rate swaps).

If [removed: LIBOR] [added: benchmark index rates] were to increase or decrease by 100 basis points, the increase or decrease in interest expense on the variable rate debt would increase or decrease future earnings and cash flows by approximately [removed: $14,777] [added: $26,022] annually.

Extra Space Storage Inc. (“we,” “our,” “us” or the “Company”) is a fully integrated, self-administered and self-managed real estate investment trust (“REIT”) formed as a Maryland corporation on April 30, [removed: 2004, to own, operate, manage, acquire, develop and redevelop self-storage properties (“stores”).][added: 2004.]

As of December 31, [removed: 2021] [added: 2022,] we owned and/or operated [removed: 2,096] [added: 2,338] stores in 41 states, and Washington, D.C., comprising approximately [removed: 160.9] [added: 176.1] million square feet of net rentable space in approximately [removed: 1.5] [added: 1.6] million units.

[removed: In addition, as soon as reasonably practicable after such materials are furnished to the SEC, we make copies of these documents available to the public free of charge through our website at www.extraspace.com, or by contacting our Secretary at our] [added: Our] principal [removed: offices, which] [added: offices] are located at 2795 East Cottonwood Parkway, Suite 300, Salt Lake City, Utah 84121, telephone number (801) 365-4600.

The mix of residential tenants using a store is determined by a store’s local demographics and often includes people who are experiencing life changes such as downsizing their living space or others who [added: are not yet settled into a permanent residence.]

According to the Self-Storage Almanac (the “Almanac”), the national average physical occupancy rate was 90.2% of net rentable square feet in 2015, compared to an average physical occupancy rate of [removed: 94.5%] [added: 93.4%] in [removed: 2021.][added: 2022.]

Our average occupancy for wholly-owned stores for [removed: 2021] [added: 2022] was [removed: 94.8%.][added: 93.3%.]

According to the Almanac, as of the end of [removed: 2021,] [added: 2022,] the top ten self-storage companies in the United States operated approximately [removed: 21.9%] [added: 24.2%] of the total U.S. stores, and the top 50 self-storage [removed: companies operated approximately 27.9% of the total U.S. stores.]

[removed: Our revenue management team seeks] [added: We seek] to maximize revenue by responding to changing market conditions through our advanced technology systems' ability to provide real-time, interactive rental rate and discount management.

Our size allows us greater ability than the majority of our competitors to implement more [removed: effective] [added: dynamic] online marketing programs, which we believe will attract more customers to our stores at a lower net cost.

These stores purchased at completion of construction (a "Certificate of Occupancy store"), create additional [added: long-term value for our stockholders.]

In addition, we see our management business as a [added: potential] future acquisition pipeline.

[removed: To broaden the opportunities available, we] [added: We] have a bridge lending program, under which we provide financing to [added: third party self storage owners for] operating properties that we manage.

This program helps us increase our management business, create additional [added: potential] future acquisition opportunities, and strengthen our relationships with partners, all while generating interest and fee income.

These investments benefit us by providing dividend income, increasing our management business, and creating additional [added: potential] future acquisition opportunities through relationships with the companies in which we invest.

As a REIT, we are required to distribute at least [removed: 90% of] [added: 90%of] our REIT taxable income to our stockholders.

We plan to finance future [removed: acquisitions] [added: acquisitions, store development and our bridge loan program] through a diverse capital optimization strategy which includes but is not limited to: cash generated from operations, borrowings under our revolving lines of credit (the "Credit Lines"), secured and unsecured financing, equity offerings, joint ventures and the sale of stores.

As of December 31, [removed: 2021,] [added: 2022,] our Credit Lines had available capacity of $1.4 billion, of which [removed: $855.0] [added: $445.0] million was undrawn.

As of December 31, [removed: 2021,] [added: 2022,] we had $1.3 billion of secured notes payable and [removed: $4.1 billion of unsecured notes payable outstanding compared to $2.2 billion of secured notes payable and $3.2] [added: $5.1] billion of unsecured notes payable [removed: and senior exchangeable notes outstanding as of December 31, 2020.][added: outstanding.]

Joint Ventures - As of December 31, [removed: 2021,] [added: 2022,] we owned [removed: 287] [added: 319] of our stores through joint ventures with third parties.

For the year ended December 31, [removed: 2021,] [added: 2022,] we sold [removed: 16] [added: two] stores for [removed: $200.3] [added: $38.7] million.

Changes in any of these laws or regulations, as well as changes in laws, such as the Comprehensive Environmental Response and Compensation Liability Act, which increase the potential liability for environmental conditions or circumstances existing or created by tenants or others on stores, or laws affecting development, construction, operation, [added: limitations on rent increases due to state of emergency or similar orders,] upkeep, safety and taxation may result in significant unanticipated expenditures, loss of stores or other impairments to operations, which would adversely affect our financial position, results of operations or cash flows.

As of December 31, [removed: 2021,] [added: 2022,] we had [removed: 4,309] [added: 4,781] employees and believe our relationship with our employees is good.

In [removed: 2021,] [added: 2022,] we invited our employees to participate in an employee satisfaction survey.

We achieved an overall satisfaction score of [removed: 74%] [added: 79%] with over [removed: 78%] [added: 91%] of our employees participating in our survey.

[removed: The Company offers] [added: We offer] competitive health benefits and [removed: encourages its] [added: encourage our] employees to participate in employee health and wellness programs.

Over [removed: 60%] [added: 58%] of our employees who are enrolled in our health plan participate in these programs.

In [removed: 2021,] [added: 2022,] we invested in training and development for our employees, which included leadership training, communication training, [added: individual learning plans, site manager training and mentorship programs.]

Our field employees received [removed: on] [added: an] average [removed: 8] [added: of eight] hours of training [removed: in 2021] and each new hire received an average of 82 hours of training in [removed: 2021.][added: 2022.]

Additionally, [removed: the Company provides its] [added: we provide our] employees with an education assistance program through Western Governors University that allows our employees a path to an undergraduate degree in business or information technology through scholarships and other assistance.

[removed: Diversity] [added: Diversity, Equity] and Inclusion

[removed: The Company values diversity] [added: We value diversity, equity] and inclusion and [removed: undertakes] [added: undertake] a wide spectrum of initiatives to attract and retain a diverse workforce.

During [removed: 2021, the Company launched four] [added: 2022, we expanded participation in our] employee resource groups that provide our employees a space to build community by celebrating their culture, providing mentoring opportunities and developing educational content for Extra Space.

[removed: The Company] [added: We] will continue to implement and pursue [removed: diversity] [added: diversity, equity] and inclusion initiatives and [removed: goals] [added: tracking] that allow us to attract and retain [added: diverse] top talent, improve employee engagement, increase innovation and customer insight and enhance the quality of our decision making.

Our employee population is approximately [removed: 48%] [added: 47%] female and approximately [removed: 48%] [added: 44%] have self-identified as people of color: Black or African American (16%), Hispanic or Latino [removed: (21%),] [added: (20%),] Asian [removed: (3%),] [added: (2.4%),] of two or more races [removed: (4%),] [added: (4.2%),] Native American [removed: (0.5%),] [added: (0.6%),] and Pacific Islander (0.5%).

We believe that our emphasis on training and development, employee safety, employee health and well-being, and a commitment to [removed: diversity] [added: diversity, equity] and inclusion leads to an increase in employee productivity and positions us to attract and retain top diverse talent.

Our executive management team and board of directors have extensive experience and ownership positions in the Company.

Our internet address is www.extraspace.com.

In addition, as soon as reasonably practicable after such materials are furnished to the SEC, we make copies of these documents available to the public free of charge through the Investor Relations section of our website.

Self-Storage Operations

We own, operate, manage, provide lending to, acquire, develop and redevelop self-storage properties (“stores”).

We operate and manage our business by evaluating the operating performance of the properties for our entire portfolio which includes wholly-owned stores, stores in which we have a partial ownership interest and managed stores.

Other Operations

Our tenant reinsurance activities include the reinsurance of risks relating to the loss of goods stored by tenants in our stores.

Our customers have the option of purchasing insurance from a non-affiliated insurance company to cover certain losses to their goods stored at our facilities, as well as those we manage for third parties.

A wholly-owned, consolidated subsidiary fully reinsures such policies and thereby assumes all risk of losses under these policies and receives reinsurance premiums substantially equal to the premiums collected from our tenants, from the non-affiliated insurance company.

As of December 31, 2022, we managed 887 stores for third party owners.

As of December 31, 2022, the total principal balance of bridge loans receivable was $491.9 million.

Operating Segments

During the year ended December 31, 2022, we didn't issue or sell any shares of common stock.

Stores offer month-to-month rental of storage space for personal or business use.

companies operated approximately 31.9% of the total U.S. stores.

We also launched a formal internship program with Project Destined to support a more diverse talent pipeline into real estate professions.

Utah Business Magazine recently recognized us as one of the top 100 Companies Championing Women.

Management

Members of our executive management team have significant experience in all aspects of the self-storage industry.

Our executive management team and their years of industry experience are as follows: Joseph D.

Margolis, Chief Executive Officer, 17 years; Scott Stubbs, Executive Vice President and Chief Financial Officer, 21 years; Samrat Sondhi, Executive Vice President and Chief Marketing Officer, 19 years; Gwyn McNeal, Executive Vice President and Chief Legal Officer, 16 years; Matt Herrington, Executive Vice President and Chief Operations Officer, 14 years; Noah Springer, Executive Vice President and Chief Strategy and Partnership Officer, 16 years; Zach Dickens, Executive Vice President and Chief Investment Officer, 19 years.

Our executive management team and board of directors have an ownership position in the Company with executive officers and directors owning approximately 2,054,059 shares or 1.5% of our outstanding common stock as of February 22, 2022.

are not yet settled into a permanent residence.

long-term value for our stockholders.

Grow our management business

We pursue strategic relationships with owners whose stores would enhance our portfolio in the event an opportunity arises to acquire such stores.

Expand our bridge loan program

Invest in other self-storage businesses selectively

We may pursue additional investment opportunities as they become available.

Acquisition and Development Financing

During the year ended December 31, 2021, we issued 585,685 shares of common stock through our ATM program and received net proceeds of approximately $66.6 million.

We also sold 1,600,000 shares of common stock in a registered offering structured as a bought deal at a price of $129.13 per share resulting in net proceeds of $206.6 million.

During the year ended December 31, 2020, we issued 899,048 shares of common stock through our ATM program and received net proceeds of approximately $103.5 million.

For the year ended December 31, 2020, we sold four stores located in Florida for $46.6 million.

For the year ended December 31, 2019, we sold one store located in New York for $11.3 million.

individual learning plans, site manager training and mentorship programs.

The Company has always valued the safety of our employees and provides regular training for our employees to increase safety at our sites.

During 2021, we continued to make masks and other protective equipment available to our employees.

We also paid out more than $500,000 to employees in an effort to encourage our employees to get vaccinated against COVID-19.

In addition, we paid out more than $380,000 in relief pay to our employees who were unable to work due to testing positive for COVID-19.

Forbes Magazine recently named the Company as a Best Employer for Diversity in 2020.

For the fiscal year ended December 31, [removed: 2021][added: 2022]

The aggregate market value of the common stock held by non-affiliates of the registrant was [removed: $21,458,986,411] [added: $22,430,933,071] based upon the closing price on the New York Stock Exchange on June 30, [removed: 2021,] [added: 2022,] the last business day of the registrant’s most recently completed second fiscal quarter.

The number of shares outstanding of the registrant’s common stock, $0.01 par value per share, as of February 22, [removed: 2022] [added: 2023] was [removed: 134,152,540.][added: 134,985,035.]

Portions of the registrant’s definitive proxy statement to be issued in connection with the registrant’s annual stockholders’ meeting to be held in [removed: 2022] [added: 2023] are incorporated by reference into Part III of this Annual Report on Form 10-K.

For the Year Ended December 31, [removed: 2021][added: 2022]

| Item 1. | | | [removed: [Business](#i7809e2c0fa9449f5812420732fe1e1a7_16)] [added: [Business](#if016487132c3488eb3d30b733b9efa11_16)] | | | [removed: [4](#i7809e2c0fa9449f5812420732fe1e1a7_16)] [added: [4](#if016487132c3488eb3d30b733b9efa11_16)] | | |

| Item 1A. | | | [Risk [removed: Factors](#i7809e2c0fa9449f5812420732fe1e1a7_19)] [added: Factors](#if016487132c3488eb3d30b733b9efa11_19)] | | | [removed: [8](#i7809e2c0fa9449f5812420732fe1e1a7_19)] [added: [8](#if016487132c3488eb3d30b733b9efa11_19)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#i7809e2c0fa9449f5812420732fe1e1a7_22)] [added: Comments](#if016487132c3488eb3d30b733b9efa11_22)] | | | [removed: [17](#i7809e2c0fa9449f5812420732fe1e1a7_22)] [added: [16](#if016487132c3488eb3d30b733b9efa11_22)] | | |

| Item 2. | | | [removed: [Properties](#i7809e2c0fa9449f5812420732fe1e1a7_25)] [added: [Properties](#if016487132c3488eb3d30b733b9efa11_25)] | | | [removed: [17](#i7809e2c0fa9449f5812420732fe1e1a7_25)] [added: [16](#if016487132c3488eb3d30b733b9efa11_25)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#i7809e2c0fa9449f5812420732fe1e1a7_28)] [added: Proceedings](#if016487132c3488eb3d30b733b9efa11_28)] | | | [removed: [18](#i7809e2c0fa9449f5812420732fe1e1a7_28)] [added: [17](#if016487132c3488eb3d30b733b9efa11_28)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#i7809e2c0fa9449f5812420732fe1e1a7_31)] [added: Disclosures](#if016487132c3488eb3d30b733b9efa11_31)] | | | [removed: [18](#i7809e2c0fa9449f5812420732fe1e1a7_31)] [added: [17](#if016487132c3488eb3d30b733b9efa11_31)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i7809e2c0fa9449f5812420732fe1e1a7_37)] [added: Securities](#if016487132c3488eb3d30b733b9efa11_37)] | | | [removed: [18](#i7809e2c0fa9449f5812420732fe1e1a7_37)] [added: [17](#if016487132c3488eb3d30b733b9efa11_37)] | | |

| Item 6. | | | [Selected Financial [removed: Data](#i7809e2c0fa9449f5812420732fe1e1a7_40)] [added: Data](#if016487132c3488eb3d30b733b9efa11_40)] | | | [removed: [18](#i7809e2c0fa9449f5812420732fe1e1a7_40)] [added: [17](#if016487132c3488eb3d30b733b9efa11_40)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i7809e2c0fa9449f5812420732fe1e1a7_43)] [added: Operations](#if016487132c3488eb3d30b733b9efa11_43)] | | | [removed: [19](#i7809e2c0fa9449f5812420732fe1e1a7_43)] [added: [18](#if016487132c3488eb3d30b733b9efa11_43)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i7809e2c0fa9449f5812420732fe1e1a7_73)] [added: Risk](#if016487132c3488eb3d30b733b9efa11_73)] | | | [removed: [28](#i7809e2c0fa9449f5812420732fe1e1a7_73)] [added: [28](#if016487132c3488eb3d30b733b9efa11_73)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i7809e2c0fa9449f5812420732fe1e1a7_76)] [added: Data](#if016487132c3488eb3d30b733b9efa11_76)] | | | [removed: [29](#i7809e2c0fa9449f5812420732fe1e1a7_76)] [added: [29](#if016487132c3488eb3d30b733b9efa11_76)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i7809e2c0fa9449f5812420732fe1e1a7_178)] [added: Disclosure](#if016487132c3488eb3d30b733b9efa11_169)] | | | [removed: [76](#i7809e2c0fa9449f5812420732fe1e1a7_178)] [added: [75](#if016487132c3488eb3d30b733b9efa11_169)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#i7809e2c0fa9449f5812420732fe1e1a7_181)] [added: Procedures](#if016487132c3488eb3d30b733b9efa11_172)] | | | [removed: [76](#i7809e2c0fa9449f5812420732fe1e1a7_181)] [added: [75](#if016487132c3488eb3d30b733b9efa11_172)] | | |

| Item 9B. | | | [Other [removed: Information](#i7809e2c0fa9449f5812420732fe1e1a7_184)] [added: Information](#if016487132c3488eb3d30b733b9efa11_175)] | | | [removed: [77](#i7809e2c0fa9449f5812420732fe1e1a7_184)] [added: [76](#if016487132c3488eb3d30b733b9efa11_175)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i7809e2c0fa9449f5812420732fe1e1a7_2107)] [added: Inspections](#if016487132c3488eb3d30b733b9efa11_178)] | | | [removed: [77](#i7809e2c0fa9449f5812420732fe1e1a7_2107)] [added: [76](#if016487132c3488eb3d30b733b9efa11_178)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i7809e2c0fa9449f5812420732fe1e1a7_190)] [added: Governance](#if016487132c3488eb3d30b733b9efa11_184)] | | | [removed: [78](#i7809e2c0fa9449f5812420732fe1e1a7_190)] [added: [78](#if016487132c3488eb3d30b733b9efa11_184)] | | |

| Item 11. | | | [Executive [removed: Compensation](#i7809e2c0fa9449f5812420732fe1e1a7_193)] [added: Compensation](#if016487132c3488eb3d30b733b9efa11_187)] | | | [removed: [78](#i7809e2c0fa9449f5812420732fe1e1a7_193)] [added: [78](#if016487132c3488eb3d30b733b9efa11_187)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i7809e2c0fa9449f5812420732fe1e1a7_196)] [added: Matters](#if016487132c3488eb3d30b733b9efa11_190)] | | | [removed: [78](#i7809e2c0fa9449f5812420732fe1e1a7_196)] [added: [78](#if016487132c3488eb3d30b733b9efa11_190)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i7809e2c0fa9449f5812420732fe1e1a7_199)] [added: Independence](#if016487132c3488eb3d30b733b9efa11_193)] | | | [removed: [78](#i7809e2c0fa9449f5812420732fe1e1a7_199)] [added: [78](#if016487132c3488eb3d30b733b9efa11_193)] | | |

| Item 14. | | | [Principal Accounting Fees and [removed: Services](#i7809e2c0fa9449f5812420732fe1e1a7_202)] [added: Services](#if016487132c3488eb3d30b733b9efa11_196)] | | | [removed: [78](#i7809e2c0fa9449f5812420732fe1e1a7_202)] [added: [78](#if016487132c3488eb3d30b733b9efa11_196)] | | |

| Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#i7809e2c0fa9449f5812420732fe1e1a7_208)] [added: Schedules](#if016487132c3488eb3d30b733b9efa11_202)] | | | [removed: [79](#i7809e2c0fa9449f5812420732fe1e1a7_208)] [added: [79](#if016487132c3488eb3d30b733b9efa11_202)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#i7809e2c0fa9449f5812420732fe1e1a7_211)] [added: Summary](#if016487132c3488eb3d30b733b9efa11_205)] | | | [removed: [79](#i7809e2c0fa9449f5812420732fe1e1a7_208)] [added: [79](#if016487132c3488eb3d30b733b9efa11_202)] | | |

*•impacts from [removed: the COVID-19 pandemic or the future] [added: any] outbreak of [removed: other] highly infectious or contagious [removed: diseases,] [added: diseases such as COVID-19,] including reduced demand for self-storage space and ancillary [removed: products and services such as tenant reinsurance,] [added: products,] and potential decreases in occupancy and rental rates and staffing levels, which could adversely affect our [removed: results;*][added: results; and*]

*•the failure to maintain our REIT status for U.S. federal income tax [removed: purposes; and*][added: purposes;*]

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.

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).

| [PART I](#if016487132c3488eb3d30b733b9efa11_13) | | | | | | [4](#if016487132c3488eb3d30b733b9efa11_13) | | |

| [PART II](#if016487132c3488eb3d30b733b9efa11_34) | | | | | | [17](#if016487132c3488eb3d30b733b9efa11_34) | | |

| [PART III](#if016487132c3488eb3d30b733b9efa11_181) | | | | | | [78](#if016487132c3488eb3d30b733b9efa11_181) | | |

| [PART IV](#if016487132c3488eb3d30b733b9efa11_199) | | | | | | [79](#if016487132c3488eb3d30b733b9efa11_199) | | |

| [SIGNATURES](#if016487132c3488eb3d30b733b9efa11_208) | | | | | | [82](#if016487132c3488eb3d30b733b9efa11_208) | | |

| [PART I](#i7809e2c0fa9449f5812420732fe1e1a7_13) | | | | | | [4](#i7809e2c0fa9449f5812420732fe1e1a7_13) | | |

| [PART II](#i7809e2c0fa9449f5812420732fe1e1a7_34) | | | | | | [18](#i7809e2c0fa9449f5812420732fe1e1a7_34) | | |

| [PART III](#i7809e2c0fa9449f5812420732fe1e1a7_187) | | | | | | [78](#i7809e2c0fa9449f5812420732fe1e1a7_187) | | |

| [PART IV](#i7809e2c0fa9449f5812420732fe1e1a7_205) | | | | | | [79](#i7809e2c0fa9449f5812420732fe1e1a7_205) | | |

| [SIGNATURES](#i7809e2c0fa9449f5812420732fe1e1a7_214) | | | | | | [82](#i7809e2c0fa9449f5812420732fe1e1a7_214) | | |

As of December 31, [removed: 2021,] [added: 2022,] we owned or had ownership interests in [removed: 1,268] [added: 1,451] operating stores.

Of these stores, [removed: 981] [added: 1,132] are wholly-owned, [removed: four are] [added: one is] in a consolidated joint venture, and [removed: 283] [added: 318] are in unconsolidated joint ventures.

In addition, we managed [removed: 828] [added: 887] stores for third parties bringing the total number of stores which we own and/or manage to [removed: 2,096.][added: 2,338.]

[removed: ][added: ]

As of December 31, [removed: 2021,] [added: 2022,] approximately [removed: 1,250,000] [added: 1,335,000] tenants were leasing storage units at the operating stores that we own and/or manage, primarily on a month-to-month basis, providing the flexibility to increase rental rates over time as market conditions permit.

For stores that were stabilized as of December 31, [removed: 2021,] [added: 2022,] the average length of stay was approximately [removed: 14.7] [added: 16.4] months.

The average annual rent per square foot for our existing customers at stabilized stores, net of discounts and bad debt, was [removed: $18.03] [added: $21.09] for the year ended December 31, [removed: 2021,] [added: 2022,] compared to [removed: $16.21] [added: $17.68] for the year ended December 31, [removed: 2020.][added: 2021.]

Average annual rent per square foot for new leases was [removed: $19.53] [added: $18.55] for the year ended December 31, [removed: 2021,] [added: 2022,] compared to [removed: $14.64] [added: $19.30] for the year ended December 31, [removed: 2020.][added: 2021.]

The average discounts, as a percentage of rental revenues, during these periods were [removed: 3.2%] [added: 2.9%] and [removed: 3.2%,] [added: 3.3%,] respectively.

(1) REIT owned property count includes [removed: four stores] [added: one store] owned in a consolidated joint venture.

| | | | As of December 31, 2022 | | | | | | | | | | | | | | | | | | | | | | | |

| Alabama | | | 9 | | | 677,643 | | | 2 | | | 150,808 | | | 4 | | | 276,695 | | | 15 | | | 1,105,146 | | |

| Arizona | | | 25 | | | 1,781,391 | | | 10 | | | 767,735 | | | 21 | | | 1,813,435 | | | 56 | | | 4,362,561 | | |

| California | | | 177 | | | 13,617,759 | | | 49 | | | 3,589,268 | | | 101 | | | 9,245,648 | | | 327 | | | 26,452,675 | | |

| Colorado | | | 17 | | | 1,148,067 | | | 9 | | | 664,076 | | | 26 | | | 1,889,128 | | | 52 | | | 3,701,271 | | |

| Connecticut | | | 7 | | | 538,856 | | | 7 | | | 575,724 | | | 8 | | | 512,463 | | | 22 | | | 1,627,043 | | |

| Delaware | | | — | | | — | | | 2 | | | 143,330 | | | 2 | | | 149,951 | | | 4 | | | 293,281 | | |

| Florida | | | 112 | | | 8,666,633 | | | 44 | | | 3,648,367 | | | 111 | | | 8,681,681 | | | 267 | | | 20,996,681 | | |

| Georgia | | | 67 | | | 5,188,222 | | | 15 | | | 1,215,893 | | | 23 | | | 1,758,268 | | | 105 | | | 8,162,383 | | |

| Hawaii | | | 14 | | | 942,888 | | | — | | | — | | | 3 | | | 159,393 | | | 17 | | | 1,102,281 | | |

| Idaho | | | 2 | | | 131,569 | | | — | | | — | | | 1 | | | 78,180 | | | 3 | | | 209,749 | | |

| Illinois | | | 60 | | | 3,692,816 | | | 10 | | | 740,744 | | | 30 | | | 2,104,187 | | | 100 | | | 6,537,747 | | |

| Indiana | | | 91 | | | 3,941,553 | | | 1 | | | 57,866 | | | 20 | | | 1,463,018 | | | 112 | | | 5,462,437 | | |

| Kansas | | | 1 | | | 50,059 | | | 2 | | | 108,920 | | | 3 | | | 228,935 | | | 6 | | | 387,914 | | |

| Kentucky | | | 13 | | | 958,359 | | | 1 | | | 51,771 | | | 9 | | | 782,473 | | | 23 | | | 1,792,603 | | |

| Louisiana | | | 5 | | | 386,984 | | | — | | | — | | | 11 | | | 808,823 | | | 16 | | | 1,195,807 | | |

| Maine | | | — | | | — | | | — | | | — | | | 8 | | | 572,791 | | | 8 | | | 572,791 | | |

| Maryland | | | 35 | | | 2,951,121 | | | 11 | | | 898,882 | | | 39 | | | 2,758,372 | | | 85 | | | 6,608,375 | | |

| Massachusetts | | | 47 | | | 3,006,416 | | | 9 | | | 613,696 | | | 30 | | | 1,919,036 | | | 86 | | | 5,539,148 | | |

| Michigan | | | 8 | | | 667,567 | | | 4 | | | 309,126 | | | 9 | | | 646,509 | | | 21 | | | 1,623,202 | | |

| Minnesota | | | 7 | | | 584,395 | | | 4 | | | 304,882 | | | 16 | | | 1,171,513 | | | 27 | | | 2,060,790 | | |

| Mississippi | | | 3 | | | 234,245 | | | — | | | — | | | — | | | — | | | 3 | | | 234,245 | | |

| Missouri | | | 6 | | | 431,381 | | | 2 | | | 119,650 | | | 13 | | | 985,543 | | | 21 | | | 1,536,574 | | |

| Nebraska | | | — | | | — | | | — | | | — | | | 3 | | | 277,866 | | | 3 | | | 277,866 | | |

| Nevada | | | 14 | | | 1,039,354 | | | 4 | | | 474,116 | | | 8 | | | 764,572 | | | 26 | | | 2,278,042 | | |

| New Hampshire | | | 2 | | | 134,764 | | | 2 | | | 84,165 | | | 5 | | | 332,146 | | | 9 | | | 551,075 | | |

| New Jersey | | | 64 | | | 5,113,817 | | | 17 | | | 1,228,570 | | | 38 | | | 2,891,480 | | | 119 | | | 9,233,867 | | |

| New Mexico | | | 11 | | | 698,987 | | | 10 | | | 683,085 | | | 12 | | | 899,202 | | | 33 | | | 2,281,274 | | |

| New York | | | 28 | | | 2,046,133 | | | 18 | | | 1,511,452 | | | 36 | | | 2,214,518 | | | 82 | | | 5,772,103 | | |

| North Carolina | | | 23 | | | 1,727,329 | | | 5 | | | 401,432 | | | 21 | | | 1,638,229 | | | 49 | | | 3,766,990 | | |

| Ohio | | | 24 | | | 1,463,573 | | | 5 | | | 325,138 | | | 8 | | | 645,184 | | | 37 | | | 2,433,895 | | |

| Oklahoma | | | 1 | | | 61,983 | | | — | | | — | | | 19 | | | 1,502,667 | | | 20 | | | 1,564,650 | | |

| Oregon | | | 8 | | | 549,012 | | | 1 | | | 65,165 | | | 10 | | | 737,843 | | | 19 | | | 1,352,020 | | |

| Pennsylvania | | | 21 | | | 1,547,076 | | | 9 | | | 678,998 | | | 34 | | | 2,497,016 | | | 64 | | | 4,723,090 | | |

| Rhode Island | | | 2 | | | 134,752 | | | — | | | — | | | 3 | | | 241,095 | | | 5 | | | 375,847 | | |

| South Carolina | | | 23 | | | 1,713,004 | | | 11 | | | 708,571 | | | 27 | | | 2,272,571 | | | 61 | | | 4,694,146 | | |

| Tennessee | | | 22 | | | 1,855,296 | | | 13 | | | 880,621 | | | 12 | | | 898,630 | | | 47 | | | 3,634,547 | | |

| Texas | | | 111 | | | 9,108,367 | | | 27 | | | 2,124,488 | | | 85 | | | 7,491,410 | | | 223 | | | 18,724,265 | | |

| Utah | | | 10 | | | 697,387 | | | — | | | — | | | 24 | | | 1,950,333 | | | 34 | | | 2,647,720 | | |

| Virginia | | | 53 | | | 4,267,954 | | | 9 | | | 703,835 | | | 26 | | | 1,735,604 | | | 88 | | | 6,707,393 | | |

| | | | As of December 31, 2021 | | | | | | | | | | | | | | | | | | | | | | | |

| Alabama | | | 8 | | | 591,634 | | | 1 | | | 75,711 | | | 7 | | | 500,522 | | | 16 | | | 1,167,867 | | |

| Arizona | | | 23 | | | 1,624,442 | | | 9 | | | 673,854 | | | 20 | | | 1,693,975 | | | 52 | | | 3,992,271 | | |

| California | | | 173 | | | 12,470,619 | | | 49 | | | 3,585,534 | | | 77 | | | 7,399,311 | | | 299 | | | 23,455,464 | | |

| Colorado | | | 17 | | | 1,151,511 | | | 3 | | | 270,604 | | | 25 | | | 1,785,787 | | | 45 | | | 3,207,902 | | |

| Connecticut | | | 6 | | | 469,426 | | | 7 | | | 575,824 | | | 8 | | | 552,007 | | | 21 | | | 1,597,257 | | |

| Delaware | | | — | | | — | | | 1 | | | 76,645 | | | 2 | | | 138,474 | | | 3 | | | 215,119 | | |

| Florida | | | 105 | | | 8,011,723 | | | 37 | | | 3,057,327 | | | 115 | | | 9,087,058 | | | 257 | | | 20,156,108 | | |

| Georgia | | | 71 | | | 5,483,850 | | | 8 | | | 648,012 | | | 22 | | | 1,753,910 | | | 101 | | | 7,885,772 | | |

| Hawaii | | | 13 | | | 863,635 | | | — | | | — | | | 3 | | | 159,388 | | | 16 | | | 1,023,023 | | |

| Idaho | | | — | | | — | | | — | | | — | | | 2 | | | 131,564 | | | 2 | | | 131,564 | | |

| Illinois | | | 37 | | | 2,821,824 | | | 10 | | | 741,698 | | | 31 | | | 2,165,181 | | | 78 | | | 5,728,703 | | |

| Indiana | | | 14 | | | 927,531 | | | 1 | | | 58,216 | | | 17 | | | 1,158,507 | | | 32 | | | 2,144,254 | | |

| Kansas | | | 1 | | | 50,209 | | | 2 | | | 108,920 | | | 6 | | | 466,496 | | | 9 | | | 625,625 | | |

| Kentucky | | | 10 | | | 829,290 | | | 1 | | | 51,178 | | | 8 | | | 704,881 | | | 19 | | | 1,585,349 | | |

| Louisiana | | | 4 | | | 312,159 | | | — | | | — | | | 9 | | | 680,815 | | | 13 | | | 992,974 | | |

| Maine | | | — | | | — | | | — | | | — | | | 8 | | | 575,386 | | | 8 | | | 575,386 | | |

| Maryland | | | 34 | | | 2,848,279 | | | 7 | | | 552,868 | | | 39 | | | 2,783,152 | | | 80 | | | 6,184,299 | | |

| Massachusetts | | | 46 | | | 2,970,320 | | | 10 | | | 640,714 | | | 25 | | | 1,556,339 | | | 81 | | | 5,167,373 | | |

| Michigan | | | 8 | | | 565,449 | | | 4 | | | 302,676 | | | 5 | | | 420,218 | | | 17 | | | 1,288,343 | | |

| Minnesota | | | 7 | | | 585,125 | | | 4 | | | 305,406 | | | 15 | | | 1,130,794 | | | 26 | | | 2,021,325 | | |

| Mississippi | | | 3 | | | 231,542 | | | — | | | — | | | — | | | — | | | 3 | | | 231,542 | | |

| Missouri | | | 4 | | | 260,700 | | | 2 | | | 119,275 | | | 13 | | | 912,707 | | | 19 | | | 1,292,682 | | |

| Nebraska | | | — | | | — | | | — | | | — | | | 3 | | | 278,061 | | | 3 | | | 278,061 | | |

| Nevada | | | 14 | | | 1,038,777 | | | 4 | | | 473,751 | | | 7 | | | 744,039 | | | 25 | | | 2,256,567 | | |

| New Hampshire | | | 2 | | | 135,840 | | | 2 | | | 84,165 | | | 5 | | | 358,872 | | | 9 | | | 578,877 | | |

| New Jersey | | | 62 | | | 4,937,280 | | | 16 | | | 1,143,657 | | | 33 | | | 2,554,345 | | | 111 | | | 8,635,282 | | |

| New Mexico | | | 10 | | | 647,403 | | | 10 | | | 677,034 | | | 12 | | | 904,852 | | | 32 | | | 2,229,289 | | |

| New York | | | 28 | | | 2,042,566 | | | 18 | | | 1,503,833 | | | 30 | | | 1,898,832 | | | 76 | | | 5,445,231 | | |

| North Carolina | | | 23 | | | 1,732,374 | | | 5 | | | 401,772 | | | 17 | | | 1,298,584 | | | 45 | | | 3,432,730 | | |

| Ohio | | | 16 | | | 1,240,197 | | | 5 | | | 325,163 | | | 6 | | | 551,345 | | | 27 | | | 2,116,705 | | |

| Oklahoma | | | — | | | — | | | — | | | — | | | 18 | | | 1,458,951 | | | 18 | | | 1,458,951 | | |

| Oregon | | | 8 | | | 552,096 | | | 1 | | | 65,245 | | | 9 | | | 661,486 | | | 18 | | | 1,278,827 | | |

| Pennsylvania | | | 21 | | | 1,538,581 | | | 9 | | | 678,909 | | | 33 | | | 2,393,416 | | | 63 | | | 4,610,906 | | |

| Rhode Island | | | 2 | | | 134,902 | | | — | | | — | | | 5 | | | 422,148 | | | 7 | | | 557,050 | | |

| South Carolina | | | 23 | | | 1,713,388 | | | 11 | | | 710,450 | | | 25 | | | 2,116,885 | | | 59 | | | 4,540,723 | | |

| Tennessee | | | 21 | | | 1,776,159 | | | 12 | | | 810,966 | | | 9 | | | 642,969 | | | 42 | | | 3,230,094 | | |

| Texas | | | 101 | | | 8,267,256 | | | 23 | | | 1,844,974 | | | 76 | | | 6,608,519 | | | 200 | | | 16,720,749 | | |

| Utah | | | 10 | | | 696,966 | | | — | | | — | | | 25 | | | 1,964,335 | | | 35 | | | 2,661,301 | | |

| Virginia | | | 50 | | | 4,033,833 | | | 10 | | | 767,328 | | | 31 | | | 2,221,694 | | | 91 | | | 7,022,855 | | |

On February 22, [removed: 2022,] [added: 2023,] the closing price of our common stock as reported by the NYSE was [removed: $185.28.][added: $154.30.]

At February 22, [removed: 2022,] [added: 2023,] we had [removed: 423] [added: 480] holders of record of our common stock.

As of December 31, [removed: 2021,] [added: 2022,] we had remaining authorization to repurchase shares with an aggregate value [removed: of $400.0] [added: up to $337.0] million.

All unregistered sales of equity securities during the year ended December 31, [removed: 2021] [added: 2022] have previously been disclosed in filings with the SEC.

During the year ended December 31, 2022, we repurchased 381,786 shares at an average price of $165.03 per share, paying a total of $63.0 million.

On January 6, 2022, we issued a total of 186,766 shares of common stock in connection with the acquisition of two stores.

The shares of common stock were valued at a total of $41.0 million.

The shares of common stock were issued in a private placement in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder.

We agreed to register for resale the shares issued in connection with such acquisition on or before April 6, 2022.

| [Report of Independent Registered Public Accounting [removed: Fir](#i7809e2c0fa9449f5812420732fe1e1a7_82)[m] [added: Firm] (PCAOB [removed: ID:](#i7809e2c0fa9449f5812420732fe1e1a7_82) 42[)](#i7809e2c0fa9449f5812420732fe1e1a7_82)] [added: ID:](#if016487132c3488eb3d30b733b9efa11_82) 42[)](#if016487132c3488eb3d30b733b9efa11_82)] | | | [removed: [30](#i7809e2c0fa9449f5812420732fe1e1a7_82)] [added: [30](#if016487132c3488eb3d30b733b9efa11_82)] | | |

| [Consolidated Balance Sheets as of December 31, [removed: 202](#i7809e2c0fa9449f5812420732fe1e1a7_85)[1](#i7809e2c0fa9449f5812420732fe1e1a7_85)] [added: 202](#if016487132c3488eb3d30b733b9efa11_85)[2](#if016487132c3488eb3d30b733b9efa11_85)] [and [removed: 20](#i7809e2c0fa9449f5812420732fe1e1a7_85)[20](#i7809e2c0fa9449f5812420732fe1e1a7_85)[](#i7809e2c0fa9449f5812420732fe1e1a7_85)] [added: 202](#if016487132c3488eb3d30b733b9efa11_85)[1](#if016487132c3488eb3d30b733b9efa11_85)[](#if016487132c3488eb3d30b733b9efa11_85)] | | | [removed: [32](#i7809e2c0fa9449f5812420732fe1e1a7_85)] [added: [32](#if016487132c3488eb3d30b733b9efa11_85)] | | |

| [Consolidated Statements of Operations for the years ended December 31, [removed: 202](#i7809e2c0fa9449f5812420732fe1e1a7_88)[1](#i7809e2c0fa9449f5812420732fe1e1a7_88)[, 20](#i7809e2c0fa9449f5812420732fe1e1a7_88)[20](#i7809e2c0fa9449f5812420732fe1e1a7_88)] [added: 202](#if016487132c3488eb3d30b733b9efa11_88)[2](#if016487132c3488eb3d30b733b9efa11_88)[, 202](#if016487132c3488eb3d30b733b9efa11_88)[1](#if016487132c3488eb3d30b733b9efa11_88)] [and [removed: 201](#i7809e2c0fa9449f5812420732fe1e1a7_88)[9](#i7809e2c0fa9449f5812420732fe1e1a7_88)[](#i7809e2c0fa9449f5812420732fe1e1a7_88)] [added: 20](#if016487132c3488eb3d30b733b9efa11_88)[20](#if016487132c3488eb3d30b733b9efa11_88)[](#if016487132c3488eb3d30b733b9efa11_88)] | | | [removed: [33](#i7809e2c0fa9449f5812420732fe1e1a7_88)] [added: [33](#if016487132c3488eb3d30b733b9efa11_88)] | | |

| [Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 202](#i7809e2c0fa9449f5812420732fe1e1a7_91)[1](#i7809e2c0fa9449f5812420732fe1e1a7_91)[, 20](#i7809e2c0fa9449f5812420732fe1e1a7_91)[20](#i7809e2c0fa9449f5812420732fe1e1a7_91)] [added: 202](#if016487132c3488eb3d30b733b9efa11_91)[2](#if016487132c3488eb3d30b733b9efa11_91)[, 202](#if016487132c3488eb3d30b733b9efa11_91)[1](#if016487132c3488eb3d30b733b9efa11_91)] [and [removed: 20](#i7809e2c0fa9449f5812420732fe1e1a7_91)[19](#i7809e2c0fa9449f5812420732fe1e1a7_91)] [added: 2](#if016487132c3488eb3d30b733b9efa11_91)[02](#if016487132c3488eb3d30b733b9efa11_91)[0](#if016487132c3488eb3d30b733b9efa11_91)] | | | [removed: [34](#i7809e2c0fa9449f5812420732fe1e1a7_91)] [added: [34](#if016487132c3488eb3d30b733b9efa11_91)] | | |

| [Consolidated Statements of Stockholders’ Equity for the years ended December 31, [removed: 202](#i7809e2c0fa9449f5812420732fe1e1a7_94)[1](#i7809e2c0fa9449f5812420732fe1e1a7_94)[, 20](#i7809e2c0fa9449f5812420732fe1e1a7_94)[20](#i7809e2c0fa9449f5812420732fe1e1a7_94)] [added: 202](#if016487132c3488eb3d30b733b9efa11_94)[2](#if016487132c3488eb3d30b733b9efa11_94)[, 202](#if016487132c3488eb3d30b733b9efa11_94)[1](#if016487132c3488eb3d30b733b9efa11_94)] [and [removed: 20](#i7809e2c0fa9449f5812420732fe1e1a7_94)[19](#i7809e2c0fa9449f5812420732fe1e1a7_94)] [added: 20](#if016487132c3488eb3d30b733b9efa11_94)[20](#if016487132c3488eb3d30b733b9efa11_94)] | | | [removed: [35](#i7809e2c0fa9449f5812420732fe1e1a7_94)] [added: [35](#if016487132c3488eb3d30b733b9efa11_94)] | | |

| [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 202](#i7809e2c0fa9449f5812420732fe1e1a7_97)[1](#i7809e2c0fa9449f5812420732fe1e1a7_97)[, 20](#i7809e2c0fa9449f5812420732fe1e1a7_97)[20](#i7809e2c0fa9449f5812420732fe1e1a7_97)] [added: 202](#if016487132c3488eb3d30b733b9efa11_97)[2](#if016487132c3488eb3d30b733b9efa11_97)[, 202](#if016487132c3488eb3d30b733b9efa11_97)[1](#if016487132c3488eb3d30b733b9efa11_97)] [and [removed: 20](#i7809e2c0fa9449f5812420732fe1e1a7_97)[19](#i7809e2c0fa9449f5812420732fe1e1a7_97)] [added: 20](#if016487132c3488eb3d30b733b9efa11_97)[20](#if016487132c3488eb3d30b733b9efa11_97)] | | | [removed: [38](#i7809e2c0fa9449f5812420732fe1e1a7_97)] [added: [38](#if016487132c3488eb3d30b733b9efa11_97)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i7809e2c0fa9449f5812420732fe1e1a7_100)] [added: Statements](#if016487132c3488eb3d30b733b9efa11_100)] | | | [removed: [39](#i7809e2c0fa9449f5812420732fe1e1a7_100)] [added: [39](#if016487132c3488eb3d30b733b9efa11_100)] | | |

| [Schedule III - Real Estate and Accumulated [removed: Depreciation](#i7809e2c0fa9449f5812420732fe1e1a7_169)] [added: Depreciation](#if016487132c3488eb3d30b733b9efa11_160)] | | | [removed: [74](#i7809e2c0fa9449f5812420732fe1e1a7_169)] [added: [73](#if016487132c3488eb3d30b733b9efa11_160)] | | |

We have audited the accompanying consolidated balance sheets of Extra Space Storage Inc. (the Company) as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] the related consolidated statements of operations, comprehensive income, stockholders' equity and cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] and the related notes and financial statement schedule listed in the Index at Item 8 (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] 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, [removed: 2021,] [added: 2022,] 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, [removed: 2022] [added: 2023] expressed an unqualified opinion thereon.

| *Description of the Matter* | | | For the year ended December 31, [removed: 2021,] [added: 2022,] the Company completed the acquisition of [removed: 70] [added: 153] self-storage properties (“stores”) for a total purchase price of [removed: $1.1] [added: $1.37] billion. As further discussed in Note 2 of the consolidated financial statements, the transactions were accounted for as asset acquisitions, and the purchase price was allocated to the real estate assets acquired based on their relative fair values, which are estimated using unobservable inputs. | | |

| | | | Auditing the accounting for the Company’s [removed: 2021] [added: 2022] acquisitions of stores was subjective because in determining the fair value of acquired land and buildings, the Company had to rely on unobservable inputs due to the lack of available directly comparable market information. In particular, the fair value estimates were sensitive to assumptions such as price of land per square foot, and current replacement cost estimates, including adjustments for the age, class, height, square footage, condition, location, and turnkey factor associated with the acquired assets. | | |

| | | | For the [removed: 2021] [added: 2022] store acquisitions described above, our procedures included, but were not limited to, evaluating the Company’s valuation methodologies and evaluating the significant assumptions used to determine the fair value of the assets acquired. For certain of these asset acquisitions, we tested the completeness and accuracy of the underlying data by, among other things, recalculating the current replacement cost of buildings and comparing the adjustments for the age, class, height, square footage, condition, location, and turnkey factor with the acquired assets to industry publications. Additionally, we also compared significant assumptions, including prices per square foot to third-party sources such as recent land sales. For certain of these asset acquisitions, we involved our valuation specialists to assist in the assessment of the methodology utilized by the Company, in addition to performing corroborative analyses to assess whether the conclusions in the valuation were supported by observable market data. For example, our valuation specialists used independently identified data sources to evaluate management’s selected comparable land sales and replacement cost assumptions. | | |

| | | | December 31, [removed: 2021] [added: 2022] | | | | | | December 31, [removed: 2020] [added: 2021] | | |

| [removed: Real] [added: Net non-lease real] estate [removed: assets, net] [added: assets] | | | $ | [added: 9,997,978 | | | | | $ |] 8,834,649 | | | | | $ | 7,893,802 | |

| Real estate assets - operating lease right-of-use assets | | | [removed: 227,949] [added: 221,725] | | | | | | [removed: 252,172] [added: 227,949] | | |

| Investments in unconsolidated real estate entities | | | [removed: 457,326] [added: 582,412] | | | | | | [removed: 397,444] [added: 457,326] | | |

| Investments in debt securities and notes receivable | | | [removed: 719,187] [added: 858,049] | | | | | | [removed: 593,810] [added: 719,187] | | |

| Cash and [removed: cash] equivalents | | | [added: $ |] 71,126 | | | | | [added: $] | 109,124 | | | [added: | | $ | 65,746 | |]

| Restricted cash | | | [removed: 5,068] [added: 4,867] | | | | | | [removed: 18,885] [added: 5,068] | | |

| Total assets | | | $ | [removed: 10,474,477] [added: 12,167,458] | | | | | $ | [removed: 9,395,848] [added: 10,474,477] | |

| Notes payable, net | | | $ | [removed: 1,320,755] [added: 1,288,555] | | | | | $ | [removed: 2,283,454] [added: 1,320,755] | |

| Unsecured term loans, net | | | [removed: 1,741,926] [added: 2,340,116] | | | | | | [removed: 1,194,383] [added: 1,741,926] | | |

| Unsecured senior notes, net | | | [removed: 2,360,066] [added: 2,757,791] | | | | | | [removed: 1,319,466] [added: 2,360,066] | | |

| Revolving lines of credit | | | [removed: 535,000] [added: 945,000] | | | | | | [removed: 949,000] [added: 535,000] | | |

| Operating lease liabilities | | | [removed: 233,356] [added: 229,035] | | | | | | [removed: 263,485] [added: 233,356] | | |

| Cash distributions in unconsolidated real estate ventures | | | [removed: 63,582] [added: 67,352] | | | | | | [removed: 47,126] [added: 63,582] | | |

| Accounts payable and accrued expenses | | | [removed: 142,285] [added: 171,680] | | | | | | [removed: 130,012] [added: 142,285] | | |

| Other liabilities | | | [removed: 291,531] [added: 289,655] | | | | | | [removed: 272,798] [added: 291,531] | | |

| Total liabilities | | | [removed: 6,688,501] [added: 8,089,184] | | | | | | [removed: 6,459,724] [added: 6,688,501] | | |

| Common stock, $0.01 par value, 500,000,000 shares authorized, [removed: 133,922,305] [added: 133,921,020] and [removed: 131,357,961] [added: 133,922,305] shares issued and outstanding at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively | | | 1,339 | | | | | | [removed: 1,314] [added: 1,339] | | |

| Additional paid-in capital | | | [removed: 3,285,948] [added: 3,345,332] | | | | | | [removed: 3,000,458] [added: 3,285,948] | | |

| Accumulated other comprehensive [removed: loss] [added: income (loss)] | | | [removed: (42,546)] [added: 48,798] | | | | | | [removed: (99,093)] [added: (42,546)] | | |

| Accumulated deficit | | | [removed: (128,245)] [added: (135,872)] | | | | | | [removed: (354,900)] [added: (128,245)] | | |

| Total Extra Space Storage Inc. stockholders' equity | | | [removed: 3,116,496] [added: 3,259,597] | | | | | | [removed: 2,547,779] [added: 3,116,496] | | |

| Noncontrolling interest represented by Preferred Operating Partnership units, net | | | [removed: 259,110] [added: 261,502] | | | | | | [removed: 172,052] [added: 259,110] | | |

| Noncontrolling interests in Operating Partnership, net and other noncontrolling interests | | | [removed: 410,370] [added: 557,175] | | | | | | [removed: 216,293] [added: 410,370] | | |

| Total noncontrolling interests and equity | | | [removed: 3,785,976] [added: 4,078,274] | | | | | | [removed: 2,936,124] [added: 3,785,976] | | |

| Total liabilities, noncontrolling interests and equity | | | $ | [removed: 10,474,477] [added: 12,167,458] | | | | | $ | [removed: 9,395,848] [added: 10,474,477] | |

February 28, 2023

| Cash and cash equivalents | | | 92,868 | | | | | | 71,126 | | |

| Other assets, net | | | 414,426 | | | | | | 164,240 | | |

| Transaction related costs | | | 1,548 | | | | | | — | | | | | | — | | |

| | | | | | | | | | Preferred Operating Partnership | | | | | | Operating Partnership | | | | | | Other | | | | | | | | | | | | | | | | | | Additional Paid-in Capital | | | | | | Accumulated Other Comprehensive Income (Loss) | | | | | | Accumulated Deficit | | | | | | Total Noncontrolling Interests and Equity | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | Preferred Operating Partnership | | | | | | Operating Partnership | | | | | | Other | | | | | | | | | | | | | | | | | | Additional Paid-in Capital | | | | | | Accumulated Other Comprehensive Income (Loss) | | | | | | Accumulated Deficit | | | | | | Total Noncontrolling Interests and Equity | | | | | | | | | | | | | | | | | | | | |

| Balances at December 31, 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 259,110 | | | | | $ | 410,053 | | | | | $ | 317 | | | | | 133,922,305 | | | | | | $ | 1,339 | | | | | $ | 3,285,948 | | | | | $ | (42,546) | | | | | $ | (128,245) | | | | | $ | 3,785,976 | |

| Issuance of common stock in connection with share based compensation | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | 204,349 | | | | | | 2 | | | | | | 21,386 | | | | | | — | | | | | | — | | | | | | 21,388 | | |

| Redemption of Operating Partnership units for cash | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | (1,654) | | | | | | — | | | | | | — | | | | | | — | | | | | | (2,963) | | | | | | — | | | | | | — | | | | | | (4,617) | | |

| Issuance of Operating Partnership units in conjunction with business combination | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | 16,000 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 16,000 | | |

| Issuance of Operating Partnership units in conjunction with acquisitions | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | 125,000 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 125,000 | | |

| Issuance of common stock in conjunction with acquisitions | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | 186,766 | | | | | | 2 | | | | | | 40,961 | | | | | | — | | | | | | — | | | | | | 40,963 | | |

| Repurchase of common stock, net of offering costs | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | (381,786) | | | | | | (4) | | | | | | — | | | | | | — | | | | | | (63,004) | | | | | | (63,008) | | |

| Net income | | | | | | | | | | | | | | | | | | | | | | | | | | | 17,623 | | | | | | 42,853 | | | | | | (8) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 860,688 | | | | | | 921,156 | | |

| Other comprehensive income | | | | | | | | | | | | | | | | | | | | | | | | | | | 577 | | | | | | 4,328 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 91,344 | | | | | | — | | | | | | 96,249 | | |

| Balances at December 31, 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 261,502 | | | | | $ | 556,095 | | | | | $ | 1,080 | | | | | 133,921,020 | | | | | | $ | 1,339 | | | | | $ | 3,345,332 | | | | | $ | 48,798 | | | | | $ | (135,872) | | | | | $ | 4,078,274 | |

| Depreciation and amortization | | | 288,316 | | | | | | 241,879 | | | | | | 224,444 | | |

| Cash paid for business combination | | | (157,302) | | | | | | — | | | | | | — | | |

| Redemption of Preferred B Units for cash | | | (4,500) | | | | | | — | | | | | | — | | |

| Cash and equivalents, including restricted cash at the beginning of the period: | | | | | | | | | | | | | | | | | |

| Restricted cash included in other assets | | | 5,068 | | | | | | 18,885 | | | | | | 4,987 | | |

| | | | $ | 76,194 | | | | | $ | 128,009 | | | | | $ | 70,733 | |

| Cash and equivalents, including restricted cash at the end of the period: | | | | | | | | | | | | | | | | | |

| Cash and equivalents | | | $ | 92,868 | | | | | $ | 71,126 | | | | | $ | 109,124 | |

| Restricted cash included in other assets | | | 4,867 | | | | | | 5,068 | | | | | | 18,885 | | |

| | | | $ | 97,735 | | | | | $ | 76,194 | | | | | $ | 128,009 | |

| Issuance of OP and Preferred OP units in conjunction with business combination | | | | | | | | | | | | | | | | | |

| OP units issued | | | $ | (16,000) | | | | | $ | — | | | | | $ | — | |

| Value of equity issued | | | $ | (165,965) | | | | | $ | (276,393) | | | | | $ | — | |

Principles of Consolidation

The Company determined that its operating partnership met the definition of a VIE and is consolidated.

Substantially all of the assets and liabilities of the Company are related to the operating partnership VIE.

The assets and credit of the VIE can only be used to satisfy the VIE's own contractual obligations, and the VIE's creditors have no recourse to the general credit of the Company.

The Company evaluates goodwill for impairment at least annually and whenever events, circumstances, and other related factors indicate that fair value of the related reporting unit may be less than the carrying value.

If the fair value of the reporting unit is determined to exceed the aggregate carrying amount, no impairment charge is recorded.

Otherwise, an impairment charge is recorded 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.

No impairments of goodwill were recorded for any period presented herein.

Interest, property taxes, and other

The Company has the option to redeem common Operating Partnership Units in cash or shares of common stock.

Redemption of common Operating Partnership units for cash is accounted for by reducing the underlying net book value of the units from noncontrolling interest.

February 28, 2022

| Other assets, net | | | 159,172 | | | | | | 130,611 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balances at December 31, 2018 | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 153,096 | | | | | $ | 218,362 | | | | | $ | 240 | | | | | 127,103,750 | | | | | | $ | 1,271 | | | | | $ | 2,640,705 | | | | | $ | 34,650 | | | | | $ | (262,902) | | | | | $ | 2,785,422 | |

| Issuance of common stock upon the exercise of options | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | 211,057 | | | | | | 3 | | | | | | 3,060 | | | | | | — | | | | | | — | | | | | | 3,063 | | |

| Restricted stock grants issued | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | 109,081 | | | | | | 2 | | | | | | — | | | | | | — | | | | | | — | | | | | | 2 | | |

| Issuance of common stock, net of offering costs | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | 1,779,200 | | | | | | 19 | | | | | | 198,808 | | | | | | — | | | | | | — | | | | | | 198,827 | | |

| Repayment of receivable for preferred operating units pledged as collateral on loan | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | 1,211 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,211 | | |

| Net income (loss) | | | | | | | | | | | | | | | | | | | | | | | | | | | 12,492 | | | | | | 18,711 | | | | | | (47) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 419,967 | | | | | | 451,123 | | |

| Other comprehensive loss | | | | | | | | | | | | | | | | | | | | | | | | | | | (407) | | | | | | (2,820) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (63,616) | | | | | | — | | | | | | (66,843) | | |

| Balances at December 31, 2019 | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 175,948 | | | | | $ | 205,419 | | | | | $ | 366 | | | | | 129,534,407 | | | | | | $ | 1,295 | | | | | $ | 2,868,681 | | | | | $ | (28,966) | | | | | $ | (301,049) | | | | | $ | 2,921,694 | |

| Compensation expense related to stock-based awards | | | 17,303 | | | | | | 16,281 | | | | | | 13,051 | | |

| Principal payments on notes payable to trusts | | | — | | | | | | — | | | | | | (30,928) | | |

| Contribution of Preferred OP Units to unconsolidated real estate venture | | | | | | | | | | | | | | | | | |

| Preferred Operating Partnership units | | | $ | (2,834) | | | | | $ | (2,724) | | | | | $ | — | |

| Issuance of Preferred OP Units for additional investment in unconsolidated real estate venture | | | | | | | | | | | | | | | | | |

| Value of Operating Partnership and Preferred Operating Partnership units issued | | | (276,393) | | | | | | — | | | | | | — | | |

| Investment in unconsolidated real estate ventures | | | 5,383 | | | | | | — | | | | | | (2,780) | | |

| Net liabilities assumed | | | — | | | | | | — | | | | | | (1,129) | | |

| Accounts payable and accrued expenses | | | (1,323) | | | | | | (656) | | | | | | (3,804) | | |

For comparison purposes, the Company has reclassified a portion of Notes payable, net to Unsecured term loans, net and Unsecured senior notes, net on the Consolidated Balance Sheets as of December 31, 2020, to conform to the presentation as of December 31, 2021.

Variable Interest Entities

Amounts in thousands, except store and share data, unless otherwise stated

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

The fair value of the Company’s exchangeable senior notes was estimated using an average market price for similar securities obtained from a third party.

Depreciation is

No impairment indicators were noted as of December 31, 2021.

Additionally, the discount related to purchased notes receivable is being amortized to interest income over the remaining period of the notes.

Restricted Cash

Restricted cash is comprised of escrowed funds deposited with financial institutions located throughout the United States relating to earnest money deposits on potential acquisitions, real estate taxes, loan collateral, operating reserves and insurance and capital expenditures.

No significant amortization of software costs was recorded prior to 2020 as the software was still in the application development stage.

Exchange of Common Operating Partnership Units

Interest and penalties relating

In computing the dilutive effect of convertible securities, net income is adjusted to add back any changes in earnings in the period associated with the convertible security.

The numerator also is adjusted for the effects of any other non-discretionary changes in income or loss that would result from the assumed conversion of those potential common shares.

In computing diluted earnings per common share, only potential common shares that are dilutive (those that reduce earnings per common share) are included.

For the years ended December 31, 2021, 2020 and 2019 there were no anti-dilutive shares outstanding.

| Common OP Units | | | — | | | | | | 5,853,814 | | | | | | — | | |

As of December 31, 2021 and 2020 the Operating Partnership had no exchangeable senior notes issued or outstanding.

In October and November 2020, a portion of the 3.125% Exchangeable Senior Notes due 2035 (the “2015 Notes”) were exchanged for cash and shares of the Company's common stock and the remaining 2015 Notes were redeemed for cash.

Based on our evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2021.][added: 2022.]

We have audited Extra Space Storage Inc.’s internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] 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, Extra Space Storage Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] 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 the Company as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] the related consolidated [added: statements of operations, comprehensive income, stockholders' equity and cash flows for each of the three years in the period ended December 31, 2022, and the related notes and financial statement schedule listed in the Index at Item 8 and our report dated February 28, 2023 expressed an unqualified opinion thereon.]

February 28, 2023

statements of operations, comprehensive income, stockholders' equity and cash flows for each of the three years in the period ended December 31, 2021, and the related notes and financial statement schedule listed in the Index at Item 8 and our report dated February 28, 2022 expressed an unqualified opinion thereon.

February 28, 2022

Information required by this item is incorporated by reference to the information set forth under the captions [removed: “Information about our Executive] [added: “Executive] Officers,” and “Information About the Board of Directors and its Committees” in our definitive Proxy Statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after December 31, [removed: 2021.][added: 2022.]

Information with respect to executive compensation is incorporated by reference to the information set forth under the caption “Executive Compensation” in our definitive Proxy Statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after December 31, [removed: 2021.][added: 2022.]

Information with respect to security ownership of certain beneficial owners and management and related stockholder matters is incorporated by reference to the information set forth under the captions “Executive Compensation” and “Security Ownership of Directors and Officers” in our definitive Proxy Statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after December 31, [removed: 2021.][added: 2022.]

Information with respect to certain relationships and related transactions is incorporated by reference to the information set forth under the captions “Information about the Board of Directors and its Committees” and [removed: “Certain Relationships] [added: “Review] and [added: Approval of] Related [added: Party] Transactions” in our Proxy Statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after December 31, [removed: 2021.][added: 2022.]

Information with respect to principal accounting fees and services is incorporated by reference to the information set forth under the caption “Ratification of [removed: Appointment] [added: the Engagement] of [added: Ernst & Young LLP as the Company’s] Independent Registered Public Accounting [removed: Firm”] [added: Firm for 2023”] in our Proxy Statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after December 31, [removed: 2021.][added: 2022.]

| Exhibit Number | | | | | | [removed: Description] [added: Exhibit Description] | | | [added: Incorporated by Reference | | | | | | | | | Filed Herewith | | |]

| [removed: [3.1](http://www.sec.gov/Archives/edgar/data/1289490/000119312504136936/dex31.htm)] [added: 3.1] | | | | | | [removed: Amended] [added: [Amended] and Restated Articles of Incorporation of Extra Space Storage [removed: Inc.(1)] [added: Inc.](http://www.sec.gov/Archives/edgar/data/1289490/000119312504136936/dex31.htm)[(1)](http://www.sec.gov/Archives/edgar/data/1289490/000119312504136936/dex31.htm)] | | | [added: S-11 | | | August 10, 2004 | | | 3.1 | | | | | |]

| [removed: [3.2](http://www.sec.gov/Archives/edgar/data/1289490/000110465907072983/a07-25208_1ex3d1.htm)] [added: 3.2] | | | | | | [removed: Articles] [added: [Articles] of Amendment of Extra Space Storage Inc., dated September 28, [removed: 2007 (incorporated by reference to Exhibit 3.1 of Form] [added: 2007.](http://www.sec.gov/Archives/edgar/data/1289490/000110465907072983/a07-25208_1ex3d1.htm) | | |] 8-K [removed: filed on] [added: | | |] October 3, [removed: 2007).] [added: 2007] | | | [added: 3.1 | | | | | |]

| [removed: [3.3](http://www.sec.gov/Archives/edgar/data/1289490/000110465913067080/a13-19441_1ex3d1.htm)] [added: 3.3] | | | | | | [removed: Articles] [added: [Articles] of Amendment of Extra Space Storage Inc., dated August 29, [removed: 2013 (incorporated by reference to Exhibit 3.1 of Form] [added: 2013.](http://www.sec.gov/Archives/edgar/data/1289490/000110465913067080/a13-19441_1ex3d1.htm) | | |] 8-K [removed: filed on] [added: | | |] August 29, [removed: 2013).] [added: 2013] | | | [added: 3.1 | | | | | |]

| [removed: [3.4](http://www.sec.gov/Archives/edgar/data/1289490/000110465914042025/a14-13799_18k.htm)] [added: 3.4] | | | | | | [removed: Articles] [added: [Articles] of Amendment of Extra Space Storage Inc., dated May 21, [removed: 2014 (incorporated by reference to Exhibit 3.1 of Form] [added: 2014.](http://www.sec.gov/Archives/edgar/data/1289490/000110465914042025/a14-13799_18k.htm) | | |] 8-K [removed: filed on] [added: | | |] May 28, [removed: 2014).] [added: 2014] | | | [added: 3.1 | | | | | |]

| [removed: [3.5](http://www.sec.gov/Archives/edgar/data/1289490/000162828018000388/exr-form8xkxproxyaccessand.htm)] [added: 3.5] | | | | | | [removed: Second] [added: [Second] Amended and Restated Bylaws of Extra Space Storage [removed: Inc.(incorporated by reference to Exhibit 3.1 of Form] [added: Inc.](http://www.sec.gov/Archives/edgar/data/1289490/000162828018000388/exr-form8xkxproxyaccessand.htm) | | |] 8-K [removed: filed on] [added: | | |] January 17, [removed: 2018)] [added: 2018] | | | [added: 3.1 | | | | | |]

| [removed: [3.6](http://www.sec.gov/Archives/edgar/data/1289490/000110465913088877/a13-25830_1ex10d1.htm)] [added: 3.6] | | | | | | [removed: Fourth] [added: [Fourth] Amended and Restated Agreement of Limited Partnership of Extra Space Storage [removed: LP (incorporated by reference to Exhibit 10.1 of Form] [added: LP.](http://www.sec.gov/Archives/edgar/data/1289490/000110465913088877/a13-25830_1ex10d1.htm) | | |] 8-K [removed: filed on] [added: | | |] December 6, [removed: 2013).] [added: 2013] | | | [added: 10.1 | | | | | |]

| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-4_3.htm)] [added: 4.1] | | | | | | [removed: Junior] [added: [Junior] Subordinated [removed: Note (incorporated by reference to Exhibit 4.3 of Form] [added: Note](http://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-4_3.htm) | | |] 10-K [removed: filed on] [added: | | |] February 26, [removed: 2010)] [added: 2010] | | | [added: 4.3 | | | | | |]

| [removed: [4.2](http://www.sec.gov/Archives/edgar/data/1289490/000162828020002202/ex46descriptionofsecur.htm)] [added: 4.2] | | | | | | [removed: Description of Securities (Incorporated by reference to Exhibit 4.6] [added: [Description] of [removed: Form] [added: Securities](http://www.sec.gov/Archives/edgar/data/1289490/000162828020002202/ex46descriptionofsecur.htm) | | |] 10-K [removed: filed on] [added: | | |] February 25, [removed: 2020)] [added: 2020] | | | [added: 4.6 | | | | | |]

| [removed: [4.3](https://www.sec.gov/Archives/edgar/data/1289490/000119312521157616/d469365dex41.htm)] [added: 4.3] | | | | | | [removed: Indenture,] [added: [Indenture,] dated as of May 11, 2021, among Extra Space Storage LP, as issuer, Extra Space Storage Inc., ESS Holdings Business Trust I and ESS Holdings Business Trust II, as guarantors, and Wells Fargo Bank, National Association, as [removed: trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form] [added: trustee.](https://www.sec.gov/Archives/edgar/data/1289490/000119312521157616/d469365dex41.htm) | | |] 8-K [removed: filed by Extra Space Storage Inc. on] [added: | | |] May 11, [removed: 2021).] [added: 2021] | | | [added: 4.1 | | | | | |]

| [removed: [4.4](https://www.sec.gov/Archives/edgar/data/1289490/000119312521157616/d469365dex42.htm)] [added: 4.4] | | | | | | [removed: First] [added: [First] Supplemental Indenture, dated as of May 11, 2021, among Extra Space Storage LP, as issuer, Extra Space Storage Inc., ESS Holdings Business Trust I and ESS Holdings Business Trust II, as guarantors, and Wells Fargo Bank, National Association, as trustee, including the form of the Notes and the [removed: Guarantee (incorporated by reference to Exhibit 4.2 to the Current Report on Form] [added: Guarantee.](https://www.sec.gov/Archives/edgar/data/1289490/000119312521157616/d469365dex42.htm) | | |] 8-K [removed: filed by Extra Space Storage Inc. on] [added: | | |] May 11, [removed: 2021).] [added: 2021] | | | [added: 4.2 | | | | | |]

| [removed: [4.5](https://www.sec.gov/Archives/edgar/data/1289490/000119312521279380/d192404dex42.htm)] [added: 4.5] | | | | | | [removed: Second] [added: [Second] Supplemental Indenture, dated as of September 22, 2021, among Extra Space Storage LP, as issuer, Extra Space Storage Inc., ESS Holdings Business Trust I and ESS Holdings Business Trust II, as guarantors, and Wells Fargo Bank, National Association, as trustee, including the form of the Notes and the [removed: Guarantee (incorporated by reference to Exhibit 4.2 of Form] [added: Guarantee.](https://www.sec.gov/Archives/edgar/data/1289490/000119312521279380/d192404dex42.htm) | | |] 8-K [removed: filed on] [added: | | |] September 22, [removed: 2021).] [added: 2021] | | | [added: 4.2 | | | | | |]

| [removed: [10.1](http://www.sec.gov/Archives/edgar/data/1289490/000119312504136936/dex101.htm)] [added: 10.1] | | | | | | [removed: Registration] [added: [Registration] Rights Agreement, by and among Extra Space Storage Inc. and the parties listed on Schedule I [removed: thereto.(1)] [added: thereto.](http://www.sec.gov/Archives/edgar/data/1289490/000119312504136936/dex101.htm)[(1)](http://www.sec.gov/Archives/edgar/data/1289490/000119312504136936/dex101.htm)] | | | [added: S-11/A | | | August 10, 2004 | | | 10.1 | | | | | |]

| [removed: [10.2](http://www.sec.gov/Archives/edgar/data/1289490/000119312504124199/dex1014.htm)] [added: 10.2] | | | | | | [removed: Joint] [added: [Joint] Venture Agreement, dated June 1, 2004, by and between Extra Space Storage LLC and Prudential Financial, [removed: Inc.(1)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1289490/000119312504124199/dex1014.htm)[(1)](https://www.sec.gov/Archives/edgar/data/1289490/000119312504124199/dex1014.htm)] | | | [added: S-11/A | | | July 26, 2004 | | | 10.14 | | | | | |]

| [removed: [10.3](http://www.sec.gov/Archives/edgar/data/1289490/000119312505131046/dex102.htm)] [added: 10.3] | | | | | | [removed: Registration] [added: [Registration] Rights Agreement, dated June 20, 2005, among Extra Space Storage Inc. and the investors named [removed: therein (incorporated by reference to Exhibit 10.2 of Form] [added: therein.](http://www.sec.gov/Archives/edgar/data/1289490/000119312505131046/dex102.htm) | | |] 8-K [removed: filed on] [added: | | |] June 24, [removed: 2005).] [added: 2005] | | | [added: 10.2 | | | | | |]

| [removed: [10.4](http://www.sec.gov/Archives/edgar/data/1289490/000119312505155041/dex101.htm)] [added: 10.4] | | | | | | [removed: Purchase] [added: [Purchase] Agreement, dated as of July 27, 2005, among Extra Space Storage LP, ESS Statutory Trust III and the Purchaser named [removed: therein (incorporated by reference to Exhibit 10.1 of Form] [added: therein.](http://www.sec.gov/Archives/edgar/data/1289490/000119312505155041/dex101.htm) | | |] 8-K [removed: filed on] [added: | | |] August 2, [removed: 2005).] [added: 2005] | | | [added: 10.1 | | | | | |]

| [removed: [10.5](http://www.sec.gov/Archives/edgar/data/1289490/000110465907050085/a07-17493_1ex10d2.htm)] [added: 10.5] | | | | | | [removed: Promissory] [added: [Promissory] Note, dated June 25, 2007, among Extra Space Storage LP, H. James Knuppe and Barbara [removed: Knuppe (incorporated by reference to Exhibit 10.2 of Form] [added: Knuppe.](http://www.sec.gov/Archives/edgar/data/1289490/000110465907050085/a07-17493_1ex10d2.htm) | | |] 8-K [removed: filed on] [added: | | |] June 26, [removed: 2007).] [added: 2007] | | | [added: 10.2 | | | | | |]

| [removed: [10.6](http://www.sec.gov/Archives/edgar/data/1289490/000110465907050085/a07-17493_1ex10d3.htm)] [added: 10.6] | | | | | | [removed: Pledge] [added: [Pledge] Agreement, dated June 25, 2007, among Extra Space Storage LP, H. James Knuppe and Barbara [removed: Knuppe (incorporated by reference to Exhibit 10.3 of Form] [added: Knuppe.](http://www.sec.gov/Archives/edgar/data/1289490/000110465907050085/a07-17493_1ex10d3.htm) | | |] 8-K [removed: filed on] [added: | | |] June 26, [removed: 2007).] [added: 2007] | | | [added: 10.3 | | | | | |]

| [removed: [10.7](http://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-10_26.htm)] [added: 10.7] | | | | | | [removed: Registration] [added: [Registration] Rights Agreement among Extra Space Storage LP, H. James Knuppe and Barbara [removed: Knuppe. (incorporated by reference to Exhibit 10.26 of Form] [added: Knuppe.](http://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-10_26.htm) | | |] 10-K [removed: filed on] [added: | | |] February 26, [removed: 2010).] [added: 2010] | | | [added: 10.26 | | | | | |]

| [removed: [10.8](http://www.sec.gov/Archives/edgar/data/1289490/000110465912025625/a12-9636_1ex10d1.htm)] [added: 10.8] | | | | | | [removed: Membership] [added: [Membership] Interest Purchase Agreement, dated as of April 13, 2012, between Extra Space Properties Sixty Three LLC and PRISA III Co-Investment [removed: LLC (incorporated by reference to Exhibit 10.1 of Form] [added: LLC.](http://www.sec.gov/Archives/edgar/data/1289490/000110465912025625/a12-9636_1ex10d1.htm) | | |] 8-K [removed: filed on] [added: | | |] April 16, [removed: 2012).] [added: 2012] | | | [added: 10.1 | | | | | |]

| [removed: [10.9](http://www.sec.gov/Archives/edgar/data/1289490/000110465910046708/a10-16596_1ex10d1.htm)] [added: 10.9] | | | | | | [removed: Extra] [added: [Extra] Space Storage Inc. Executive Change in Control [removed: Plan (incorporated by reference to Exhibit 10.1 of Form] [added: Plan.](http://www.sec.gov/Archives/edgar/data/1289490/000110465910046708/a10-16596_1ex10d1.htm) | | |] 8-K [removed: filed on] [added: | | |] August 31, [removed: 2010).] [added: 2010] | | | [added: 10.1 | | | | | |]

| [removed: [10.10](http://www.sec.gov/Archives/edgar/data/1289490/000110465914036162/a14-9641_1ex10d1.htm)] [added: 10.10] | | | | | | [removed: Letter] [added: [Letter] Agreement, dated as of November 22, 2013, amending the Contribution Agreement, dated June 15, 2007, among Extra Space Storage LP and various limited partnerships affiliated with AAAAA Rent-A-Space, and the Promissory Note, dated June 25, 2007, among Extra Space Storage LP, H. James Knuppe and Barbara [removed: Knuppe (incorporated by reference to Exhibit 10.1 of Form] [added: Knuppe.](http://www.sec.gov/Archives/edgar/data/1289490/000110465914036162/a14-9641_1ex10d1.htm) | | |] 10-Q [removed: filed on] [added: | | |] May 8, [removed: 2014).] [added: 2014] | | | [added: 10.1 | | | | | |]

| [removed: [10.11](http://www.sec.gov/Archives/edgar/data/1289490/000162828017005050/exr-03312017x10qxex101.htm)] [added: 10.11] | | | | | | [removed: Letter] [added: [Letter] Agreement, dated April 18, 2017, amending the Promissory Note and Waiving a Portion of the Series A Preferred Priority Return, among Extra Space Storage LP, ESS Holdings Business Trust I, H. James Knuppe and Barbara [removed: Knuppe (incorporated by reference to Exhibit 10.1 of Form] [added: Knuppe.](http://www.sec.gov/Archives/edgar/data/1289490/000162828017005050/exr-03312017x10qxex101.htm) | | |] 10-Q [removed: filed on] [added: | | |] May 5, [removed: 2017).] [added: 2017] | | | [added: 10.1 | | | | | |]

| [removed: [10.12*](http://www.sec.gov/Archives/edgar/data/1289490/000119312515128269/d899582ddef14a.htm)] [added: 10.12*] | | | | | | [removed: 2015] [added: [2015] Incentive Award [removed: Plan (incorporated by reference to the] [added: Plan](http://www.sec.gov/Archives/edgar/data/1289490/000119312515128269/d899582ddef14a.htm) | | | DEFA14A | | | April 14, 2015 | | |] Definitive Proxy Statement [removed: on Schedule 14A filed on April 14, 2015)] | | | [added: | | |]

| [removed: [10.13*](http://www.sec.gov/Archives/edgar/data/1289490/000119312515128269/d899582ddef14a.htm)] [added: 10.13*] | | | | | | [removed: Form] [added: [Form] of 2015 Incentive Award Plan Performance Stock Award [removed: Agreement (incorporated by reference to Exhibit 10.13 of Form] [added: Agreement](https://www.sec.gov/Archives/edgar/data/1289490/000162828020002202/ex10132019psuincentive.htm) | | |] 10-K [removed: filed on] [added: | | |] February 26, [removed: 2020)] [added: 2020] | | | [added: 10.13 | | | | | |]

| [removed: [10.15*](http://www.sec.gov/Archives/edgar/data/1289490/000104746908004593/a2184280zdef14a.htm)] [added: 10.15*] | | | | | | [removed: 2004] [added: [2004] Long-Term Compensation Incentive Plan as amended and restated effective March 25, [added: 2008](https://www.sec.gov/Archives/edgar/data/1289490/000104746908004593/a2184280zdef14a.htm) | | | DEFA14A | | | April 14,] 2008 [removed: (incorporated by reference to the] [added: | | |] Definitive Proxy Statement [removed: on Schedule 14A filed on April 14, 2008)] | | | [added: | | |]

| [removed: [10.16*](http://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-10_11.htm)] [added: 10.16*] | | | | | | [removed: Form] [added: [Form] of 2004 Long Term Incentive Compensation Plan Option Award Agreement for Employees with employment [removed: agreements. (incorporated by reference to Exhibit 10.11 of Form] [added: agreements.](https://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-10_11.htm) | | |] 10-K [removed: filed on] [added: | | |] February 26, [removed: 2010).] [added: 2010] | | | [added: 10.11 | | | | | |]

| [removed: [10.17*](http://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-10_12.htm)] [added: 10.17*] | | | | | | [removed: Form] [added: [Form] of 2004 Long Term Incentive Compensation Plan Option Award Agreement for employees without employment [removed: agreements. (incorporated by reference to Exhibit 10.12 of Form] [added: agreements.](https://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-10_12.htm) | | |] 10-K [removed: filed on] [added: | | |] February 26, [removed: 2010).] [added: 2010] | | | [added: 10.12 | | | | | |]

| [removed: [10.18*](http://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-10_13.htm)] [added: 10.18*] | | | | | | [removed: Form] [added: [Form] of 2004 Non-Employee Directors Share Plan Option Award Agreement for [removed: Directors. (incorporated by reference to Exhibit 10.13 of Form] [added: Directors.](https://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-10_13.htm) | | |] 10-K [removed: filed on] [added: | | |] February 26, [removed: 2010).] [added: 2010] | | | [added: 10.13 | | | | | |]

| [removed: [10.19*](http://www.sec.gov/Archives/edgar/data/1289490/000110465907080664/a07-25777_1ex10d2.htm)] [added: 10.19*] | | | | | | [removed: 2004] [added: [2004] Long Term Incentive Compensation Plan Restricted Stock Award [removed: Agreement (incorporated by reference to Exhibit 10.2 of Form] [added: Agreement.](https://www.sec.gov/Archives/edgar/data/1289490/000110465907080664/a07-25777_1ex10d2.htm) | | |] 10-Q [removed: filed on] [added: | | |] November 7, [removed: 2007).] [added: 2007] | | | [added: 10.2 | | | | | |]

| [removed: [10.20*](http://www.sec.gov/Archives/edgar/data/1289490/000110465907080664/a07-25777_1ex10d4.htm)] [added: 10.20*] | | | | | | [removed: First] [added: [First] Amendment to Extra Space Storage Inc. 2004 Non-Employee Directors’ Share [removed: Plan (incorporated by reference to Exhibit 10.4 of Form] [added: Plan.](https://www.sec.gov/Archives/edgar/data/1289490/000110465907080664/a07-25777_1ex10d4.htm) | | |] 10-Q [removed: filed on] [added: | | |] November 7, [removed: 2007).] [added: 2007] | | | [added: 10.4 | | | | | |]

| [removed: [10.21*](http://www.sec.gov/Archives/edgar/data/1289490/000110465907020726/a07-6564_1ex10d22.htm)] [added: 10.21*] | | | | | | [removed: Extra] [added: [Extra] Space Storage 2004 Non-Employee Directors’ Share [removed: Plan (incorporated by reference to Exhibit 10.22 of Form] [added: Plan.](https://www.sec.gov/Archives/edgar/data/1289490/000110465907020726/a07-6564_1ex10d22.htm) | | |] 10-K/A [removed: filed on] [added: | | |] March 20, [removed: 2007).] [added: 2007] | | | [added: 10.22 | | | | | |]

| [removed: [10.22](https://www.sec.gov/Archives/edgar/data/1289490/000162828021012952/ex101secondamendedandresta.htm)] [added: 10.22] | | | | | | [removed: Second] [added: [Second] Amended and Restated Credit Agreement, dated as of June 22, 2021, by and among Extra Space Storage Inc., Extra Space Storage LP, U.S. Bank National Association, as administrative agent, certain other financial institutions acting as syndication agents, documentation agents and lead arrangers and books runners, and certain lenders party [removed: thereto (incorporated by reference to Exhibit 10.1 of Form] [added: thereto.](https://www.sec.gov/Archives/edgar/data/1289490/000162828021012952/ex101secondamendedandresta.htm) | | |] 8-K [removed: filed on] [added: | | |] June 25, [removed: 2021).] [added: 2021] | | | [added: 10.1 | | | | | |]

| [removed: [21.1](https://www.sec.gov/Archives/edgar/data/1289490/000162828022004274/q4202110kex211.htm)] [added: 21.1] | | | | | | [removed: Subsidiaries] [added: [Subsidiaries] of the [removed: Company(2)] [added: Company](https://www.sec.gov/Archives/edgar/data/1289490/000162828023005628/q4202210kex211.htm)] | | | [added: | | | | | | | | | X | | |]

| [removed: [22.1](https://www.sec.gov/Archives/edgar/data/1289490/000162828022004274/q4202110kex221.htm)] [added: 22.1] | | | | | | [removed: Issuer] [added: [Issuer] and Guarantors of Guaranteed [removed: Securities(2)] [added: Securities](https://www.sec.gov/Archives/edgar/data/1289490/000162828023005628/q4202210kex221.htm)] | | | [added: | | | | | | | | | X | | |]

| [removed: [23.1](https://www.sec.gov/Archives/edgar/data/1289490/000162828022004274/q4202110kex231.htm)] [added: 23.1] | | | | | | [removed: Consent] [added: [Consent] of Ernst & Young [removed: LLP(2)] [added: LLP](https://www.sec.gov/Archives/edgar/data/1289490/000162828023005628/q4202210kex231.htm)] | | | [added: | | | | | | | | | X | | |]

| [removed: [31.1](https://www.sec.gov/Archives/edgar/data/1289490/000162828022004274/q4202110kex311.htm)] [added: 31.1] | | | | | | [removed: Certification] [added: [Certification] of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.(2)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1289490/000162828023005628/q4202210kex311.htm)] | | | [added: | | | | | | | | | X | | |]

| [removed: [31.2](https://www.sec.gov/Archives/edgar/data/1289490/000162828022004274/q4202110kex312.htm)] [added: 31.2] | | | | | | [removed: Certification] [added: [Certification] of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.(2)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1289490/000162828023005628/q4202210kex312.htm)] | | | [added: | | | | | | | | | X | | |]

| [removed: [32.1](https://www.sec.gov/Archives/edgar/data/1289490/000162828022004274/q4202110kex321.htm)] [added: 32.1] | | | | | | [removed: Certifications] [added: [Certifications] of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.(2)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1289490/000162828023005628/q4202210kex321.htm)] | | | [added: | | | | | | | | | X | | |]

| 101 | | | | | | The following financial information from Registrant’s Annual Report on Form 10-K for the period ended December 31, [removed: 2021,] [added: 2022,] formatted in Extensible Business Reporting Language (XBRL): (i) Consolidated Balance Sheets as of December 31, [removed: 2021] [added: 2022] and [removed: 2020;] [added: 2021;] (ii) Consolidated Statements of Operations for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019;] [added: 2020;] (iii) Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019;] [added: 2020;] (iv) Consolidated Statements of Stockholders’ Equity for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019;] [added: 2020;] (v) Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019;] [added: 2020;] and (vi) Notes to Consolidated Financial [removed: Statements(2).] [added: Statements.] | | | [added: | | | | | | | | | X | | |]

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| [2.1](http://www.sec.gov/Archives/edgar/data/1289490/000119312505103834/dex21.htm) | | | | | | Purchase and Sale Agreement, dated May 5, 2005 by and among Security Capital Self Storage Incorporated, as seller and Extra Space Storage LLC, PRISA Self Storage LLC, PRISA II Self Storage LLC, PRISA III Self Storage LLC, VRS Self Storage LLC, WCOT Self Storage LLC and Extra Space Storage LP, as purchaser parties and The Prudential Insurance Company of America (incorporated by reference to Exhibit 2.1 of Form 8-K filed on May 11, 2005). | | |

| [2.2](http://www.sec.gov/Archives/edgar/data/1289490/000119312515223310/d942655dex21.htm) | | | | | | Agreement and Plan of Merger, dated as of June 15, 2015, among Extra Space Storage Inc., Extra Space Storage LP, Edgewater REIT Acquisition (MD) LLC, Edgewater Partnership Acquisition (DE) LLC, SmartStop Self Storage, Inc. and SmartStop Self Storage Operating Partnership, L.P. (incorporated by reference to Exhibit 2.1 of Form 8-K filed on June 15, 2015). | | |

| [2.3](http://www.sec.gov/Archives/edgar/data/1289490/000119312515254920/d43417dex21.htm) | | | | | | Amendment No. 1 to Agreement and Plan of Merger, dated as of July 16, 2015, among Extra Space Storage Inc., Extra Space Storage LP, Edgewater REIT Acquisition (MD) LLC, Edgewater Partnership Acquisition (DE) LLC, SmartStop Self Storage, Inc. and SmartStop Self Storage Operating Partnership, L.P. (incorporated by reference to Exhibit 2.1 of Form 8-K filed on July 16, 2015). | | |

(2)Filed herewith.

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ JOSEPH D. MARGOLIS | | |

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ P. SCOTT STUBBS | | |

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ GRACE KUNDE | | |

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ KENNETH M. WOOLLEY | | |

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ JOSEPH J. BONNER | | |

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ GARY CRITTENDEN | | |

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ SPENCER F. KIRK | | |

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ DENNIS LETHAM | | |

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ DIANE OLMSTEAD | | |

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ ROGER B. PORTER | | |

| Date: February 28, [removed: 2022] [added: 2023] | | | | | | By: | | | | | | /s/ JULIA VANDER PLOEG | | |

| Date: February 28, 2023 | | | | | | By: | | | | | | /s/ JOSEPH D. MARGOLIS | | |

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| Date: February 28, 2023 | | | | | | By: | | | | | | /s/ JEFFERSON S. SHREVE | | |

| | | | | | | | | | | | | Jefferson S. Shreve *Director* | | |