Extra Space Storage (EXR) 10-K risk factor changes: FY2025 vs FY2024
The 2025-12-31 10-K against the 2024-12-31 one, compared heading by heading and sentence by sentence.
Item 1A25 rewritten21 added3 removed196 unchanged
All filing items775 rewritten410 added378 removed1,683 unchanged
Summary
counted, not written
- Item 1A lists 31 risk factor headings: 1 new, 2 reworded and 28 unchanged since FY2024. 0 headings from FY2024 no longer appear.
- Sentence by sentence, 410 added, 378 removed, 775 rewritten and 1,683 unchanged across 18 items that differ.
New Item 1A headings (1)
- The use of, or inability to take advantage of the benefits of, artificial intelligence by us presents risks and challenges that may adversely impact our business and operating results or may adversely impact the demand for storage with the Company.AI
Removed Item 1A headings (0)
Every FY2024 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (2)
- Costs associated with complying with the
[removed: Americans with Disabilities Act of 1990][added: ADA] may result in unanticipated expenses. - Our [added: unconsolidated] joint venture investments could be adversely affected by our lack of sole decision-making authority.
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
25 rewritten, 21 added, 3 removed, 196 unchanged
[added: Settling any such liabilities could negatively impact our] operating results and cash available for distribution to stockholders and could also adversely affect our ability to sell, lease, operate or encumber affected properties.
Costs associated with complying with the [removed: Americans with Disabilities Act of 1990] [added: ADA] may result in unanticipated expenses.
- we may acquire stores subject to liabilities without any recourse, or with only limited recourse, with respect to unknown liabilities such as liabilities for clean-up of undisclosed environmental contamination, claims by persons [removed: dealing with the former owners of the stores and claims for indemnification by general partners, directors, officers and others indemnified by the former owners of the stores.]
Our information technology systems and those of our third-party service providers, strategic partners and other contractors or consultants are vulnerable to attack and damage or interruption from computer viruses and malware (e.g. ransomware), [added: software or hardware errors,] misconfigurations, bugs or other vulnerabilities, malicious code, natural disasters, terrorism, war, telecommunication and electrical failures, hacking, cyberattacks, phishing attacks and other social engineering schemes, employee theft or misuse, human error, fraud, denial or degradation of service attacks, and sophisticated nation-state and nation-state-supported actors.
Even if identified, we may be unable to adequately investigate or remediate incidents or breaches due to attackers increasingly using [added: sophisticated] tools and techniques [added: (including artificial intelligence)] that are designed to circumvent controls, to avoid detection, and to remove or obfuscate forensic evidence.
Any failure to maintain the proper functioning, confidentiality, [removed: security] [added: integrity] and availability of our or our third-party service [removed: providers'] [added: providers’] information technology systems or our Confidential Information could interrupt our operations, damage our reputation, divert significant management attention and resources to remedy any damages that result, subject us to liability and claims [added: (including class actions)] or regulatory investigations and enforcement actions, which could result in, among other things, fines and penalties, and have a material adverse effect on our business, financial condition and results of operations.
For example, the California Consumer Privacy Act, as amended by the California Privacy Rights Act, requires certain businesses that process personal information of California residents to, among other things, provide certain disclosures to California residents regarding the business’s collection, use, and disclosure of their personal information; receive and respond to requests from California residents to access, delete, and correct their personal information, or to opt-out of certain disclosures of their personal [removed: information; and enter into specific contractual provisions with service providers that process California resident personal information on the business’s behalf.]
If our property taxes we pay increase, our cash flow would be adversely impacted, and our ability to pay any expected dividends to our stockholders and [removed: unitholders] [added: unit holders] could be adversely affected.
The impact of natural disasters, public health emergencies and any government responses to such emergencies, or regulations passed in an attempt to protect consumers could [added: lead to] lower demand for storage facilities, [removed: lead to] lower rental rates, inability to raise rents, reduced late fee collection and impaired ability to hold auctions resulting in higher accounts receivable and bad debt.
Although the self-storage industry has historically been resilient to ordinary market downturns, the impact of natural disasters, public health emergencies and related [removed: regulations] [added: regulations,] including those that limit our ability to raise [removed: rents] [added: rents,] could materially and adversely affect our results of operations 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 [removed: 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.
Our [added: unconsolidated] joint venture investments could be adversely affected by our lack of sole decision-making authority.
As of December 31, [removed: 2024,] [added: 2025,] we held interests in [removed: 469] [added: 407] operating stores through [added: unconsolidated] joint ventures.
As of December 31, [removed: 2024,] [added: 2025,] the total outstanding balance under investments in debt securities and notes receivable was [removed: $1.6] [added: $1.8] billion, including [removed: $1.2] [added: $1.5] billion outstanding under our bridge loan program.
Further, as of December 31, [removed: 2024,] [added: 2025,] the total outstanding balance of our investments in unconsolidated real estate entities, net of cash distributions, was [removed: $1.3 billion,] [added: $993 million,] of which [removed: $350] [added: $250] million was invested in the preferred stock of entities affiliated with SmartStop.
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, [added: Israel and Hamas, and Israel and Iran,] terrorism, civil unrest and acts of war.
As of December 31, [removed: 2024,] [added: 2025,] we had approximately [removed: $12.6] [added: $13.5] billion of outstanding indebtedness.
To qualify as a REIT, we generally must distribute to our stockholders [added: annually] at least 90% of our REIT taxable [removed: income each year,] [added: income,] determined without regard to the dividends paid deduction and excluding net capital gains, and we are subject to U.S. federal corporate income tax to the extent that we distribute [added: for any year] less than 100% of our REIT taxable [removed: income each year,] [added: income,] determined without regard to the deduction for dividends paid and including net capital gains.
As of December 31, [removed: 2024,] [added: 2025,] we had approximately [removed: $12.6] [added: $13.5] billion of debt outstanding, of which approximately [removed: $3.0] [added: $2.4] billion or [removed: 24.2%] [added: 17.9%] 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: 5.4%] [added: 4.8%] per annum.
[added: If any credit rating agency that has rated the outstanding notes or other debt securities of the Operating Partnership downgrades or lowers its credit rating, or if any credit rating agency indicates that it has] placed any such rating on a so-called “watch list” for a possible downgrading or lowering or otherwise indicates that its outlook for that rating is negative, it could have a material adverse effect on our costs and availability of capital, which could in turn have a material adverse effect on our financial condition, results of operations, cash flows and our ability to satisfy our debt service obligations (including payments on the outstanding notes) and to make dividends and other distributions to our security holders and could also have the material adverse effect on the market value of the outstanding notes.
Dividends paid by REITs to such stockholders are generally not eligible for that rate, but under current tax law, such stockholders may deduct up to 20% of ordinary dividends (i.e., dividends not designated as capital gain dividends or qualified dividend income) received from a [removed: REIT for taxable years beginning before January 1, 2026.][added: REIT.]
This means that our U.S. individual stockholders would be taxed on our dividends at capital gains rates, and our U.S. corporate stockholders would be entitled to the dividends received deduction with respect to such dividends, [removed: subject, in each case, to applicable limitations under the Internal Revenue Code.]
In order to qualify as a REIT, we must satisfy a number of requirements, including requirements regarding the composition of our assets, the sources of our gross income and the owners [added: of our stock.]
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 [added: for any year] less than 100% of our REIT taxable income, [added: determined] without regard to the dividends paid deduction and including net capital gains.
The risks described below are not the only risks facing us.
Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially adversely affect our business, financial condition and results of operations.
Additionally, any integration of artificial intelligence in our or any third party’s operations, products or services is expected to pose new or unknown cybersecurity risks and challenges.
Furthermore, remote and hybrid working arrangements at our company (and at many third-party providers) also increase cybersecurity risks due to the challenges associated with managing remote computing assets and security vulnerabilities that are present in many non-corporate and home networks.
information; and enter into specific contractual provisions with service providers that process California resident personal information on the business’s behalf.
The use of, or inability to take advantage of the benefits of, artificial intelligence by us presents risks and challenges that may adversely impact our business and operating results or may adversely impact the demand for storage with the Company.
We have begun and may continue to use artificial intelligence and machine learning (collectively, “AI”) tools in our operations.
We use AI in assessing marketing decisions and operating our stores.
However, there can be no assurance that we will realize the desired or anticipated benefits, or any benefits, and we may fail to properly implement such technology.
While AI tools may facilitate optimization and operational efficiencies, they also have the potential for inaccuracy, bias, infringement or misappropriation of intellectual property.
The use of AI tools may introduce errors or inadequacies that are not easily detectable, including deficiencies, inaccuracies, or biases in the data used for AI training, or in the content, analyses, or recommendations generated by AI applications.
Additionally, if our peers use AI tools to optimize operations and we fail to utilize AI tools in a comparable manner, we may be competitively disadvantaged.
New laws and regulations are being adopted, and existing laws and regulations may be interpreted, in ways that could affect our business operations and the way in which we use AI.
Our ongoing efforts to comply with privacy and data protection laws, as well as initiatives to comply with new legal regulations relating to privacy, data protection and AI, impose significant costs and challenges that are likely to increase over time.
Additionally, this complex and rapidly evolving landscape around AI may expose us to claims, inquiries, demands and proceedings by private parties and global regulatory authorities and subject us to legal liability as well as reputational harm.
Uncertainty around the safety and security of new and emerging AI applications may require additional investment in the development of proprietary datasets, machine learning models and systems to test for security, accuracy, bias and other variables, which are often complex, may be costly and could impact our operating results.
Cybersecurity threat actors may also utilize AI tools to automate and enhance cybersecurity attacks against us and could lead to data breaches, loss of confidential or sensitive information, and financial or reputational harm.
These outcomes could impair our ability to compete effectively, damage our reputation, result in the loss of valuable property or information and adversely affect our business, financial condition, and results of operations.
dealing with the former owners of the stores and claims for indemnification by general partners, directors, officers and others indemnified by the former owners of the stores.
subject, in each case, to applicable limitations under the Internal Revenue Code.
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
Settling any such liabilities could negatively impact our
If any credit rating agency that has rated the outstanding notes or other debt securities of the Operating Partnership downgrades or lowers its credit rating, or if any credit rating agency indicates that it has
of our stock.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
119 rewritten, 55 added, 60 removed, 189 unchanged
Primary sources of revenue for our self-storage operations segment include rents received from tenants under leases at [removed: each of our] [added: stores that are] wholly-owned [removed: stores.][added: and in consolidated joint ventures.]
Our stores are generally situated in highly visible locations clustered around [removed: large] population centers.
We believe our systems and processes allow us to more [removed: pro-actively] [added: proactively] manage revenues.
If we are determined to be the primary beneficiary of the VIE, the assets, liabilities and operations of the VIE are consolidated within [added: our financial statements.]
No material impairments were recorded in the year ended December 31, [removed: 2024.][added: 2025.]
No impairments [added: of goodwill] were recorded in our evaluations for any period presented herein.
In order to maintain our qualification as a REIT, among other requirements, we are required to distribute [added: annually] at least 90% of our REIT taxable income to our stockholders and meet certain tests regarding the nature of our income and assets.
Results for the year ended December 31, [removed: 2024] [added: 2025] included the operations of [removed: 2,436] [added: 2,425] stores [removed: (1,967] [added: (2,007] wholly-owned, [removed: nine] [added: 11] in consolidated joint ventures, and [removed: 460] [added: 407] in joint ventures accounted for using the equity method) compared to the results for the year ended December 31, [removed: 2023,] [added: 2024,] which included the operations of [removed: 2,377] [added: 2,436] stores [removed: (1,903] [added: (1,967] wholly-owned, [removed: two] [added: nine] in consolidated joint ventures, and [removed: 472] [added: 460] in joint ventures accounted for using the equity method).
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| | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | $ Change | | | | | | % Change | | |
| Management fees and other income | | | [removed: 120,855] [added: 129,476] | | | | | | [removed: 101,986] [added: 120,855] | | | | | | [removed: 18,869] [added: 8,621] | | | | | | [removed: 18.5] [added: 7.1] | | % |
Property [removed: Rental—The] [added: rental—The] increase in property rental revenue for the year ended December 31, [removed: 2024] [added: 2025] was primarily the result of an increase of [removed: $570,407] [added: $104,706] associated with [removed: our merger with Life Storage on July 20, 2023, (the “Life Storage Merger” or “Merger”) and other] acquisitions completed in [removed: 2023] [added: 2024] and [removed: 2024.][added: 2025.]
We acquired [removed: 757] [added: 76] wholly-owned stores [removed: in the Merger] and [removed: an additional 14] [added: disposed of 37 wholly-owned] stores during the year ended December 31, [removed: 2023.][added: 2025.]
We acquired 58 [added: wholly-owned] stores [added: and disposed of six wholly-owned stores] during the year ended December 31, 2024.
In [removed: addition to the increase attributable to the Merger,] [added: addition,] property rental revenue increased by [removed: $5,440] [added: $8,755] due to [added: improved] operating results at our same-store [removed: pool and increased by $4,892 as a result of increases in occupancy at our lease-up stores.][added: properties.]
We operated [removed: 4,011] [added: 4,281] stores at December 31, [removed: 2024,] [added: 2025,] compared to [removed: 3,714] [added: 4,011] stores at December 31, [removed: 2023.][added: 2024.]
Management [removed: Fees] [added: fees] and [removed: Other Income—Management] [added: other income—Management] fees and other income [added: primarily] represent the fees collected for our management of stores owned by third parties and unconsolidated joint ventures and other transaction fee income.
[removed: The] [added: Tenant reinsurance—The] increase [removed: for the year ended December 31, 2024] [added: in tenant reinsurance revenue] was [removed: primarily] due [added: primarily] to an increase in the number of stores [removed: managed.][added: operated.]
| General and administrative | | | [removed: 167,398] | | | | | | [removed: 146,408] | | | | | | [removed: 20,990] [added: 186,343] | | | | | | [removed: 14.3] [added: 167,398] | | [removed: %] |
| Depreciation and amortization | | | [removed: 783,023 | | | | | | 506,053] [added: 715,177] | | | | | | [removed: 276,970] [added: 783,023] | | | | | | [removed: 54.7] [added: 506,053] | | [removed: %] |
Property [removed: Operations—The] [added: operations—The] increase in property operations expense consists primarily of an increase of [removed: $186,294 associated with the Life Storage Merger and other] [added: $50,721 related to] acquisitions completed in [removed: 2023] [added: 2025] and 2024.
Tenant [removed: Reinsurance—Tenant] [added: reinsurance—Tenant] reinsurance expense represents the costs that are incurred to provide tenant [removed: reinsurance.][added: reinsurance and is subject to volatility due to increased claims arising when significant events occur at stores.]
The increase [removed: in tenant reinsurance expense] for the year ended December 31, [removed: 2024] [added: 2025] was [removed: due] primarily [added: due] to [removed: the] [added: both an] increase in [removed: total] [added: the] number of stores [removed: operated] [added: managed and an increase in the overall revenue of stores under management when] compared to the [removed: prior] [added: same period last] year.
General and [removed: Administrative—General] [added: administrative—General] and administrative expenses primarily include all expenses not directly related to our stores, including corporate payroll, [added: office expense, office rent,] travel and professional fees.
We acquired 58 wholly-owned stores [added: in 2024 and 76 wholly-owned stores] during the year ended December 31, [removed: 2024.][added: 2025.]
Other [removed: Income] [added: Revenues] and Expenses
| Loss on real estate assets held for sale and sold, net | | | [removed: $] | [removed: (25,906)] | | [removed: | | | $] [added: 76,310] | [removed: —] | | | | | [removed: $] [added: 25,906] | [removed: (25,906)] | | | | | [removed: 100.0] [added: —] | | [removed: %] |
| Impairment of Life Storage trade name | | | [removed: (51,763)] [added: —] | | | | | | [removed: —] [added: (51,763)] | | | | | | [removed: (51,763)] [added: 51,763] | | | | | | [removed: 100.0] [added: (100.0)] | | % |
| Non-cash interest expense related to amortization of discount on [removed: Life Storage] unsecured senior [removed: notes] [added: notes, net] | | | [removed: (43,720)] | | | | | | [removed: (18,786)] | | | | | | [removed: (24,934)] [added: 47,519] | | | | | | [removed: 132.7] [added: 43,720] | | [removed: %] |
| Equity in earnings and dividend income from unconsolidated real estate entities | | | [removed: 67,272] | | | | | | [removed: 54,835] | | | | | | [removed: 12,437] [added: (68,815)] | | | | | | [removed: 22.7] [added: (67,272)] | | [removed: %] |
| Equity in earnings of unconsolidated real estate ventures - gain on sale of real estate assets and sale of a joint venture interest | | | [removed: 13,730] | | | | | | [removed: —] | | | | | | [removed: 13,730] [added: (54,521)] | | | | | | [removed: 100.0] [added: (13,730)] | | [removed: %] |
| Income tax expense | | | [removed: (33,478)] | | | | | | [removed: (21,559)] | | | | | | [removed: (11,919)] [added: 41,559] | | | | | | [removed: 55.3] [added: 33,478] | | [removed: %] |
[removed: Loss] [added: | Loss] on [removed: Real Estate Assets Held for Sale and Sold, Net—During the year ended December 31, 2024, we had 18 stores classified as] [added: real estate assets] held for [removed: sale.][added: sale and sold, net | | | | | | | | | | | | | | | 76,310 | | | | | | 25,906 | | |]
Of the 18 stores, 10 had an estimated fair value, net of selling costs, [removed: which was] less than the carrying value of the [removed: asset.][added: assets.]
[removed: As a result,] we recorded an estimated loss of $63,250.
On our consolidated statements of operations, this amount is shown net of the sale of a [removed: property] [added: property,] which generated a gain of $37,344 within [removed: gain (loss)] [added: loss] on real estate assets held for sale and sold, net.
Impairment of Life Storage [removed: Trade Name—During] [added: trade name—During] the year ended December 31, 2024, we decided to operate all [added: our] stores under a single brand.
As a result of that decision, we deemed the Life Storage trade name [added: as an] intangible asset to be impaired and recognized a loss for the full value of the asset.
Interest [removed: Expense—The] [added: expense—The] increase in interest expense during the year ended December 31, [removed: 2024] [added: 2025] was primarily the result of higher outstanding [removed: debt compared to the same period in the prior year.][added: debt.]
[removed: | | | | For] [added: Comparison of] the Year Ended December [removed: 31, | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |][added: 31, 2025 to the Year Ended December 31, 2024]
We are a fully integrated, self-administered and self-managed REIT that owns, operates, manages, acquires, develops and redevelops self-storage properties (“stores”) and provides lending to owners of stores located throughout the United States.
We focus on stores that do not have positive cash flow.
For these stores, we determine whether the negative cash flow is temporary for lease-up stores or caused by other factors.
Amounts in thousands, except store and share data
| Property rental | | | $ | 2,895,190 | | | | | $ | 2,803,252 | | | | | $ | 91,938 | | | | | 3.3 | | % |
| Tenant reinsurance | | | 352,876 | | | | | | 332,795 | | | | | | 20,081 | | | | | | 6.0 | | % |
| Total revenues | | | $ | 3,377,542 | | | | | $ | 3,256,902 | | | | | $ | 120,640 | | | | | 3.7 | | % |
The increase in revenue resulting from these acquisitions was partially offset by a decrease in property rental revenue of $21,728 due to property dispositions over the same period.
As of December 31, 2025, we managed 1,856 stores for third party owners, compared to 1,575 stores as of December 31, 2024.
These increases are offset by a decrease in management fees attributable to stores in unconsolidated joint ventures, where the number of stores decreased from 460 to 407 over the same period.
| Property operations | | | $ | 918,148 | | | | | $ | 831,566 | | | | | $ | 86,582 | | | | | 10.4 | | % |
| Tenant reinsurance | | | 68,873 | | | | | | 73,886 | | | | | | (5,013) | | | | | | (6.8) | | % |
| Depreciation and amortization | | | 715,177 | | | | | | 783,023 | | | | | | (67,846) | | | | | | (8.7) | | % |
| Total expenses | | | $ | 1,888,541 | | | | | $ | 1,855,873 | | | | | $ | 32,668 | | | | | 1.8 | | % |
Additionally, for the year ended December 31, 2025, there was an increase of $35,689 at our same-store properties primarily due to an increase in property taxes, payroll and benefits, marketing, and repairs and maintenance expenses.
General and administrative expense increased primarily as a result of stock compensation expense, which includes the acceleration of expense due to an executive officer’s retirement.
Depreciation and amortization—We amortize to expense intangible assets-customer intangibles on a straight-line basis over the average period that a tenant is expected to utilize the facility (currently estimated at 18 months).
Depreciation and amortization expense decreased for the year ended December 31, 2025, primarily due to the customer intangibles associated with our merger with Life Storage being fully expensed in January 2025.
| | | | 2025 | | | | | | 2024 | | | | | | $ Change | | | | | | % Change | | |
| Interest expense | | | (587,613) | | | | | | (551,354) | | | | | | (36,259) | | | | | | 6.6 | | % |
| Interest income | | | 163,202 | | | | | | 124,422 | | | | | | 38,780 | | | | | | 31.2 | | % |
| Total other revenues & expenses, net | | | $ | (466,463) | | | | | $ | (500,797) | | | | | $ | 34,334 | | | | | (6.9) | | % |
Loss on real estate assets held for sale and sold, net—During the year ended December 31, 2025, we recognized estimated losses of $115,830 related to properties sold or classified as held for sale given their estimated fair value, net of selling costs, was less than the carrying value of the assets.
The estimated losses are offset by net gains totaling $39,520 attributed to the disposition of stores during 2025.
As of December 31, 2024, we had 18 stores classified as held for sale.
As a result,
As of December 31, 2025, we had approximately $13,481,899 in total face value of debt, compared to approximately $12,600,661 as of December 31, 2024.
The increase is also attributable to interest received on a $50,000 note receivable from a Common Operating Partnership unit holder.
This note receivable originated in December 2024, bears interest at 10% per annum and matures on June 30, 2026.
This increase is offset by a decrease in equity in earnings due to the transfer and distribution of membership interests in the PR II EXR JV LLC joint venture in March 2025 and the acquisition of our partners’ membership interests in the ESS-NYFL JV LP and ESS CA-TIVS JV LP joint ventures in April 2025.
Also contributing to the offset is the sale of our membership interests in both the Extra Space Northern Properties VI LLC and the Life Storage Spacemax LLC joint ventures, which occurred in October and July 2025, respectively.
The number of stores in unconsolidated joint ventures in which we have ownership interests was 407 as of December 31, 2025, compared to 460 as of December 31, 2024.
Equity in earnings of unconsolidated real estate ventures - gain on sale of real estate assets and sale of a joint venture interest—The net gain of $54,521 for the year ended December 31, 2025 is due to the sale of our membership interest in nine properties in the Extra Space Northern Properties VI LLC joint venture in October 2025, which held 10 properties.
This resulted in a net gain of $45,167.
We also recorded a net gain of $9,354 on the sale of our membership interest in the Life Storage Spacemax LLC joint venture in July 2025, which held six properties.
| | | | | | | | | | | | | | | | | | | | | | 2025 | | | | | | 2024 | | | | | | Change | | |
| Net rental income | | | | | | | | | | | | | | | | | | | | | $ | 2,549,537 | | | | | $ | 2,540,782 | | | | | 0.3% | | |
| Other operating income | | | | | | | | | | | | | | | | | | | | | 99,277 | | | | | | 104,752 | | | | | | (5.2)% | | |
| Total same-store rental revenues | | | | | | | | | | | | | | | | | | | | | 2,648,814 | | | | | | 2,645,534 | | | | | | 0.1% | | |
| Payroll and benefits | | | | | | | | | | | | | | | | | | | | | 164,241 | | | | | | 158,699 | | | | | | 3.5% | | |
We are a fully integrated, self-administered and self-managed REIT, formed to own, operate, manage, acquire, develop and redevelop self-storage properties (“stores”).
We consider a store to be in the lease-up stage after it has been issued a certificate of occupancy, but before it has achieved stabilization.
We consider a store to be stabilized once it has achieved either an 80% occupancy rate for a full year measured as of January 1 of the current year, or has been open for three years prior to January 1 of the current year.
our financial statements.
We focus on stores where occupancy and/or rental income have decreased by a significant amount.
For these stores, we determine whether the decrease is temporary or permanent and whether the store will likely recover the lost occupancy and/or revenue in the short term.
In addition, we review stores in the lease-up stage and compare actual operating results to original projections.
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES: We hold a number of derivative instruments which we use to hedge our exposure to variability in expected future cash flows, mainly related to our interest rates on variable interest debt.
We do not use derivatives for trading or speculative purposes.
We assess our derivatives both at inception and on an ongoing quarterly basis for whether the derivatives used in hedging transactions are effective.
The rules and interpretations relating to the accounting for derivatives are complex.
Failure to apply this guidance correctly may require us to recognize all changes in fair value of the hedged derivative in earnings, which may materially impact our results.
| | | | | | | | | | | | | | | | | | | | | | | | |
| Property rental | | | $ | 2,803,252 | | | | | $ | 2,222,578 | | | | | $ | 580,674 | | | | | 26.1 | | % |
| Tenant reinsurance | | | 332,795 | | | | | | 235,680 | | | | | | 97,115 | | | | | | 41.2 | | % |
| Total revenues | | | $ | 3,256,902 | | | | | $ | 2,560,244 | | | | | $ | 696,658 | | | | | 27.2 | | % |
The increase is also attributed to the Life Storage stores being on our platform for a full 12 months in 2024 in comparison with five months in 2023.
Tenant Reinsurance—The increase in tenant reinsurance revenue was due primarily to an increase in the number of stores operated, as well as the Life Storage stores being on our platform for a full 12 months in 2024 in comparison with five months in 2023.
As of December 31, 2024, we managed 2,044 stores for third parties and unconsolidated joint ventures, compared to 1,811 stores as of December 31, 2023.
| Property operations | | | $ | 831,566 | | | | | $ | 612,036 | | | | | $ | 219,530 | | | | | 35.9 | | % |
| Tenant reinsurance | | | 73,886 | | | | | | 58,874 | | | | | | 15,012 | | | | | | 25.5 | | % |
| Life Storage Merger transition costs | | | — | | | | | | 66,732 | | | | | | (66,732) | | | | | | (100.0) | | % |
| Total expenses | | | $ | 1,855,873 | | | | | $ | 1,390,103 | | | | | $ | 465,770 | | | | | 33.5 | | % |
Additionally, property operations expense increased $23,122 at our same-store pool due to increased marketing expense, payroll, and property taxes.
Life Storage Merger Transition Costs—Represents the costs that were incurred as part of the Life Storage Merger primarily consisting of severance paid as part of employment agreements with certain employees and officers of Life Storage.
Our overall General and Administrative expense has increased primarily as a result of our increased size through acquisitions, business combinations and growth through our joint venture partners and managed portfolio.
No other material trends in specific travel or other expenses were observed.
Depreciation and Amortization—Depreciation and amortization expense increased primarily as a result of the acquisition of new stores.
We acquired 757 wholly-owned stores in the Life Storage Merger and an additional 14 wholly-owned stores during the year ended December 31, 2023.
| Interest expense | | | (551,354) | | | | | | (419,035) | | | | | | (132,319) | | | | | | 31.6 | | % |
| Interest income | | | 124,422 | | | | | | 84,857 | | | | | | 39,565 | | | | | | 46.6 | | % |
| Total other expense, net | | | $ | (500,797) | | | | | $ | (319,688) | | | | | $ | (181,109) | | | | | 56.7 | | % |
Information on the total face value of debt and the weighted average interest rate for the years ended December 31, 2024 and December 31, 2023 is set forth in the following table:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
The increase compared to 2023 is mainly attributed to the Life Storage stores being on our platform for 12 months in 2024 in comparison with five months in 2023.
| Net rental income | | | | | | | | | | | | | | | | | | | | | $ | 1,601,455 | | | | | $ | 1,596,015 | | | | | 0.3% | | |
| Other operating income | | | | | | | | | | | | | | | | | | | | | $ | 64,300 | | | | | $ | 65,689 | | | | | (2.1)% | | |
| Total same-store rental revenues | | | | | | | | | | | | | | | | | | | | | $ | 1,665,755 | | | | | $ | 1,661,704 | | | | | 0.2% | | |
| Payroll and benefits | | | | | | | | | | | | | | | | | | | | | $ | 95,696 | | | | | $ | 91,329 | | | | | 4.8% | | |
An excerpt. Shown here: 40 of 119 rewritten, 40 of 55 added and 40 of 60 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2025 filing and the FY2024 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
2 rewritten, 0 added, 0 removed, 13 unchanged
As of December 31, [removed: 2024,] [added: 2025,] we had approximately [removed: $12,600,661] [added: $13,481,899] in total face value of debt, of which approximately [removed: $3,045,255] [added: $2,415,341] was subject to variable interest rates (excluding debt with interest rate swaps).
If [removed: benchmark index rates were] [added: the Daily Simple Secured Overnight Financing Rate (“SOFR”) was] 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: $30,453] [added: $24,153] annually.
Item 1. Business
34 rewritten, 7 added, 1 removed, 113 unchanged
We own, operate, manage, provide lending [removed: to,] [added: for,] acquire, develop and redevelop self-storage properties (“stores”).
As of December 31, [removed: 2024,] [added: 2025,] we owned and/or operated [removed: 4,011] [added: 4,281] stores in [removed: 42] [added: 43] states, and Washington, D.C., comprising approximately [removed: 308.4] [added: 330.4] million square feet of net rentable space in approximately [removed: 2.8] [added: 2.9] million units.
As of December 31, [removed: 2024,] [added: 2025,] we managed [removed: 1,575] [added: 1,856] stores for third party owners.
We generally originate mortgage loans and mezzanine loans with the option to sell a portion of the mortgage loans to third parties, [removed: while retaining our interests in the mezzanine loans.]
As of December 31, [removed: 2024,] [added: 2025,] the total balance of bridge loans receivable was [removed: $1.2] [added: $1.5] billion.
These investments benefit us by providing dividend income, creating additional potential future acquisition opportunities through relationships with the companies in which we invest, [removed: or] [added: and/or] increasing our management business.
We have implemented one of the most dynamic online marketing programs in the industry, which we believe will attract more customers to our stores [removed: at a lower net cost compared with our competitors.][added: and deliver strong returns on investment.]
We proactively redevelop properties to add units or modify [added: the] existing unit mix to better meet the demand in a given market and to maximize revenue.
As a REIT, we are required to distribute [added: annually] at least 90% of our REIT taxable income to our stockholders.
As of December 31, [removed: 2024,] [added: 2025,] our Credit Lines had available capacity of [removed: $2.1] [added: $3.1] billion, of which [removed: $1.3] [added: $2.6] billion was undrawn.
As of December 31, [removed: 2024,] [added: 2025,] our commercial paper program had available capacity of $1.0 billion, of which [removed: $500] [added: $320] million was undrawn.
As of December 31, [removed: 2024,] [added: 2025,] we had [removed: $1.0] [added: $1.1] billion of secured notes payable and [removed: $10.2] [added: $11.2] billion of unsecured notes payable outstanding.
During the year ended December 31, [removed: 2024,] [added: 2025,] we did not issue or sell any shares of common stock.
During the year ended December 31, [removed: 2024,] [added: 2025,] we issued [removed: 623,621] [added: 131,027] Operating Partnership units.
Joint Ventures - As of December 31, [removed: 2024,] [added: 2025,] we owned [removed: 460] [added: 407] of our stores through unconsolidated joint ventures with third parties.
However, we may sell more stores or interests in stores in the future in response to changing economic, [removed: financial] [added: financial, market] or investment conditions.
For the year ended December 31, [removed: 2024,] [added: 2024] we sold six stores for $102.5 million.
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 [removed: are not yet settled into a permanent residence.]
The self-storage industry is a mature industry with average occupancies that are typically [removed: at or above] [added: around] 90%.
Our average occupancy for our same-store pool for [removed: 2024] [added: 2025] was [removed: 93.9%.][added: 93.7%.]
The self-storage industry is characterized by fragmented ownership, where the largest companies in the industry own a [removed: fraction] [added: minority] of the operating stores.
The [added: relative] scarcity of capital available to small operators for acquisitions and expansions, internet marketing, call centers, and the potential for savings through economies of scale are factors that are leading to consolidation in the industry.
Generally, stores are subject to various laws, ordinances and regulations, including regulations relating to lien sale rights and procedures and the Americans with Disabilities Act of [removed: 1990.][added: 1990 (the “ADA”).]
Changes in any of these laws or regulations, as well as changes in [removed: laws, such as the Comprehensive Environmental Response and Compensation Liability Act, which increases the potential liability for environmental conditions or circumstances existing or created by tenants or others on stores, or] laws affecting [removed: development,] construction, [added: development,] operation, limitations on rent increases due to state of emergency or similar orders, [removed: upkeep,] [added: disclosures regarding fees and rental increases,] safety and taxation may result in significant [added: impairments to operations,] unanticipated expenditures, [added: or] loss of [removed: stores or other impairments to operations,] [added: stores,] which would adversely affect our financial position, results of operations or cash flows.
We believe that if we focus on attracting, developing, and retaining [removed: diverse] top talent [added: with varied backgrounds and skill sets] at all levels of the organization, our employees will take care of our customers and drive growth for our shareholders.
As of December 31, [removed: 2024,] [added: 2025,] we had [removed: 8,012] [added: 8,393] employees and believe our relationship with our employees is good.
In [removed: 2024,] [added: 2025,] we invited our employees to participate in an employee satisfaction survey and achieved an overall satisfaction score of [removed: 75%] [added: 76%] with [removed: 94%] [added: 93%] of our employees participating in our survey.
[removed: In order to attract and retain diverse top talent, we] [added: We] believe strongly that development is a continuous journey throughout [removed: the employee's] [added: an employee’s] career.
We provide formal development [removed: programs] [added: programs,] which are available to employees who are ready for an intense structured [removed: experience.][added: experience, that help us to attract and retain top talent with varied backgrounds and skill sets.]
In [removed: 2024,] [added: 2025,] we invested in training and development for our employees, which included leadership training, communication training, individual development plans, site manager training and mentorship programs.
Our field employees received an average of [removed: 17] [added: 48] hours of training and each new hire received an average of 82 hours of training in [removed: 2024.][added: 2025.]
In [removed: 2024,] [added: 2025,] we continued to expand participation in our employee resource groups, which provide employees with opportunities to build connections, celebrate culture, access mentoring, and engage in educational initiatives that strengthen our workplace community.
We believe that excellence and innovation stem from [removed: diverse] [added: varied] perspectives, integrity is upheld through equitable practices, and optimal teamwork thrives in an inclusive environment.
We believe that our emphasis on training and development, employee safety, employee health and well-being, and a commitment to our values [removed: leads] [added: lead] to an increase in employee engagement and positions us to attract and retain top [removed: diverse talent.][added: talent with varied backgrounds and skill sets.]
while retaining our interests in the mezzanine loans.
We periodically review our portfolio to identify stores for disposal that no longer align with our strategic, geographic, or performance criteria.
This disciplined approach to dispositions allows us to optimize portfolio quality and redeploy capital into markets and assets that better support our long‑term growth objectives.
For the year ended December 31, 2025, we sold 37 stores for $305.8 million.
are not yet settled into a permanent residence.
For example, in response to wildfires in 2018, 2019, and early 2025 and floods in 2023, the State of California and some localities in California adopted temporary regulations that imposed certain limits on the rents we could charge at certain of our facilities and the extent to which we could increase rents to existing tenants.
Similar restrictions could be imposed in the future in response to significant events, and these restrictions could adversely impact our operations.
For the year ended December 31, 2023, we did not sell any stores.
Cover and table of contents
38 rewritten, 2 added, 3 removed, 89 unchanged
For the fiscal year ended December 31, [removed: 2024][added: 2025]
The aggregate market value of the common stock held by non-affiliates of the registrant was [removed: $32,584,898,000] [added: $30,991,880,775] based upon the closing price on the New York Stock Exchange on June [removed: 28, 2024,] [added: 30, 2025,] 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 [removed: 21, 2025] [added: 13, 2026] was [removed: 211,998,129.][added: 211,137,672.]
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: 2025] [added: 2026] are incorporated by reference into Part III of this Annual Report on Form 10-K.
For the Year Ended December 31, [removed: 2024][added: 2025]
| Item 1. | | | [removed: [Business](#idff7edb013ac45229b76293e92f0a4ce_16)] [added: [Business](#ia41b33f130ef4bd99588eb900488c1a2_16)] | | | [removed: [5](#idff7edb013ac45229b76293e92f0a4ce_16)] [added: [5](#ia41b33f130ef4bd99588eb900488c1a2_16)] | | |
| Item 1A. | | | [Risk [removed: Factors](#idff7edb013ac45229b76293e92f0a4ce_19)] [added: Factors](#ia41b33f130ef4bd99588eb900488c1a2_19)] | | | [removed: [9](#idff7edb013ac45229b76293e92f0a4ce_19)] [added: [9](#ia41b33f130ef4bd99588eb900488c1a2_19)] | | |
| Item 1B. | | | [Unresolved Staff [removed: Comments](#idff7edb013ac45229b76293e92f0a4ce_22)] [added: Comments](#ia41b33f130ef4bd99588eb900488c1a2_22)] | | | [removed: [17](#idff7edb013ac45229b76293e92f0a4ce_22)] [added: [18](#ia41b33f130ef4bd99588eb900488c1a2_22)] | | |
| Item 1C. | | | [removed: [Cybersecurity](#idff7edb013ac45229b76293e92f0a4ce_25)] [added: [Cybersecurity](#ia41b33f130ef4bd99588eb900488c1a2_25)] | | | [removed: [17](#idff7edb013ac45229b76293e92f0a4ce_22)] [added: [18](#ia41b33f130ef4bd99588eb900488c1a2_22)] | | |
| Item 2. | | | [removed: [Properties](#idff7edb013ac45229b76293e92f0a4ce_28)] [added: [Properties](#ia41b33f130ef4bd99588eb900488c1a2_28)] | | | [removed: [19](#idff7edb013ac45229b76293e92f0a4ce_28)] [added: [20](#ia41b33f130ef4bd99588eb900488c1a2_28)] | | |
| Item 3. | | | [Legal [removed: Proceedings](#idff7edb013ac45229b76293e92f0a4ce_31)] [added: Proceedings](#ia41b33f130ef4bd99588eb900488c1a2_31)] | | | [removed: [20](#idff7edb013ac45229b76293e92f0a4ce_31)] [added: [21](#ia41b33f130ef4bd99588eb900488c1a2_31)] | | |
| Item 4. | | | [Mine Safety [removed: Disclosures](#idff7edb013ac45229b76293e92f0a4ce_34)] [added: Disclosures](#ia41b33f130ef4bd99588eb900488c1a2_34)] | | | [removed: [20](#idff7edb013ac45229b76293e92f0a4ce_34)] [added: [21](#ia41b33f130ef4bd99588eb900488c1a2_34)] | | |
| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#idff7edb013ac45229b76293e92f0a4ce_40)] [added: Securities](#ia41b33f130ef4bd99588eb900488c1a2_40)] | | | [removed: [20](#idff7edb013ac45229b76293e92f0a4ce_40)] [added: [21](#ia41b33f130ef4bd99588eb900488c1a2_40)] | | |
| Item 6. | | | [Selected Financial [removed: Data](#idff7edb013ac45229b76293e92f0a4ce_43)] [added: Data](#ia41b33f130ef4bd99588eb900488c1a2_43)] | | | [removed: [20](#idff7edb013ac45229b76293e92f0a4ce_43)] [added: [22](#ia41b33f130ef4bd99588eb900488c1a2_43)] | | |
| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#idff7edb013ac45229b76293e92f0a4ce_46)] [added: Operations](#ia41b33f130ef4bd99588eb900488c1a2_46)] | | | [removed: [21](#idff7edb013ac45229b76293e92f0a4ce_46)] [added: [22](#ia41b33f130ef4bd99588eb900488c1a2_46)] | | |
| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#idff7edb013ac45229b76293e92f0a4ce_76)] [added: Risk](#ia41b33f130ef4bd99588eb900488c1a2_76)] | | | [removed: [32](#idff7edb013ac45229b76293e92f0a4ce_76)] [added: [34](#ia41b33f130ef4bd99588eb900488c1a2_76)] | | |
| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#idff7edb013ac45229b76293e92f0a4ce_79)] [added: Data](#ia41b33f130ef4bd99588eb900488c1a2_79)] | | | [removed: [33](#idff7edb013ac45229b76293e92f0a4ce_79)] [added: [35](#ia41b33f130ef4bd99588eb900488c1a2_79)] | | |
| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#idff7edb013ac45229b76293e92f0a4ce_169)] [added: Disclosure](#ia41b33f130ef4bd99588eb900488c1a2_169)] | | | [removed: [77](#idff7edb013ac45229b76293e92f0a4ce_169)] [added: [78](#ia41b33f130ef4bd99588eb900488c1a2_169)] | | |
| Item 9A. | | | [Controls and [removed: Procedures](#idff7edb013ac45229b76293e92f0a4ce_172)] [added: Procedures](#ia41b33f130ef4bd99588eb900488c1a2_172)] | | | [removed: [77](#idff7edb013ac45229b76293e92f0a4ce_172)] [added: [78](#ia41b33f130ef4bd99588eb900488c1a2_172)] | | |
| Item 9B. | | | [Other [removed: Information](#idff7edb013ac45229b76293e92f0a4ce_175)] [added: Information](#ia41b33f130ef4bd99588eb900488c1a2_175)] | | | [removed: [78](#idff7edb013ac45229b76293e92f0a4ce_175)] [added: [79](#ia41b33f130ef4bd99588eb900488c1a2_175)] | | |
| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#idff7edb013ac45229b76293e92f0a4ce_181)] [added: Inspections](#ia41b33f130ef4bd99588eb900488c1a2_181)] | | | [removed: [78](#idff7edb013ac45229b76293e92f0a4ce_181)] [added: [80](#ia41b33f130ef4bd99588eb900488c1a2_181)] | | |
| [PART [removed: III](#idff7edb013ac45229b76293e92f0a4ce_184)] [added: III](#ia41b33f130ef4bd99588eb900488c1a2_184)] | | | | | | [removed: [80](#idff7edb013ac45229b76293e92f0a4ce_184)] [added: [81](#ia41b33f130ef4bd99588eb900488c1a2_184)] | | |
| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#idff7edb013ac45229b76293e92f0a4ce_187)] [added: Governance](#ia41b33f130ef4bd99588eb900488c1a2_187)] | | | [removed: [80](#idff7edb013ac45229b76293e92f0a4ce_187)] [added: [81](#ia41b33f130ef4bd99588eb900488c1a2_187)] | | |
| Item 11. | | | [Executive [removed: Compensation](#idff7edb013ac45229b76293e92f0a4ce_190)] [added: Compensation](#ia41b33f130ef4bd99588eb900488c1a2_190)] | | | [removed: [80](#idff7edb013ac45229b76293e92f0a4ce_190)] [added: [81](#ia41b33f130ef4bd99588eb900488c1a2_190)] | | |
| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#idff7edb013ac45229b76293e92f0a4ce_193)] [added: Matters](#ia41b33f130ef4bd99588eb900488c1a2_193)] | | | [removed: [80](#idff7edb013ac45229b76293e92f0a4ce_193)] [added: [81](#ia41b33f130ef4bd99588eb900488c1a2_193)] | | |
| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#idff7edb013ac45229b76293e92f0a4ce_196)] [added: Independence](#ia41b33f130ef4bd99588eb900488c1a2_196)] | | | [removed: [80](#idff7edb013ac45229b76293e92f0a4ce_196)] [added: [81](#ia41b33f130ef4bd99588eb900488c1a2_196)] | | |
| Item 14. | | | [Principal Accounting Fees and [removed: Services](#idff7edb013ac45229b76293e92f0a4ce_199)] [added: Services](#ia41b33f130ef4bd99588eb900488c1a2_199)] | | | [removed: [80](#idff7edb013ac45229b76293e92f0a4ce_199)] [added: [81](#ia41b33f130ef4bd99588eb900488c1a2_199)] | | |
| [PART [removed: IV](#idff7edb013ac45229b76293e92f0a4ce_202)] [added: IV](#ia41b33f130ef4bd99588eb900488c1a2_202)] | | | | | | [removed: [81](#idff7edb013ac45229b76293e92f0a4ce_202)] [added: [82](#ia41b33f130ef4bd99588eb900488c1a2_202)] | | |
| Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#idff7edb013ac45229b76293e92f0a4ce_205)] [added: Schedules](#ia41b33f130ef4bd99588eb900488c1a2_205)] | | | [removed: [81](#idff7edb013ac45229b76293e92f0a4ce_205)] [added: [82](#ia41b33f130ef4bd99588eb900488c1a2_205)] | | |
| Item 16. | | | [Form 10-K [removed: Summary](#idff7edb013ac45229b76293e92f0a4ce_208)] [added: Summary](#ia41b33f130ef4bd99588eb900488c1a2_208)] | | | [removed: [81](#idff7edb013ac45229b76293e92f0a4ce_205)] [added: [85](#ia41b33f130ef4bd99588eb900488c1a2_208)] | | |
| [removed: [SIGNATURES](#idff7edb013ac45229b76293e92f0a4ce_211)] [added: [SIGNATURES](#ia41b33f130ef4bd99588eb900488c1a2_211)] | | | | | | [removed: [85](#idff7edb013ac45229b76293e92f0a4ce_211)] [added: [86](#ia41b33f130ef4bd99588eb900488c1a2_211)] | | |
Forward-looking statements include statements concerning our plans, objectives, goals, strategies, future events, future revenues or performance, capital expenditures, financing needs, plans or intentions relating to acquisitions and [added: developments, and] other information that is not historical information.
In some cases, forward-looking statements can be identified by terminology such as “believes,” [removed: “expects,”] “estimates,” [added: “expects,”] “may,” “will,” “should,” “anticipates,” or [removed: “intends”] [added: “intends,”] or the negative of such terms or other comparable terminology, or by discussions of strategy.
All forward-looking statements apply only as of the date [removed: made.][added: made.*]
Such factors include, but are not limited [removed: to, the following:*][added: to:*]
*•changes in global financial [removed: markets and] [added: markets,] increases in interest [removed: rates;*][added: rates and the impact of enacted and proposed U.S. tariffs on global economic conditions;*]
[removed: *The] [added: *All] forward-looking statements are based [removed: on] [added: upon] our beliefs, assumptions and expectations of our future performance, taking into account all information currently available to us.
You should carefully consider these risks before you make an investment decision with respect to our [removed: securities.*][added: securities.]
| [PART I](#ia41b33f130ef4bd99588eb900488c1a2_13) | | | | | | [5](#ia41b33f130ef4bd99588eb900488c1a2_13) | | |
| [PART II](#ia41b33f130ef4bd99588eb900488c1a2_37) | | | | | | [21](#ia41b33f130ef4bd99588eb900488c1a2_37) | | |
| [PART I](#idff7edb013ac45229b76293e92f0a4ce_13) | | | | | | [5](#idff7edb013ac45229b76293e92f0a4ce_13) | | |
| [PART II](#idff7edb013ac45229b76293e92f0a4ce_37) | | | | | | [20](#idff7edb013ac45229b76293e92f0a4ce_37) | | |
*We disclaim any duty or obligation to update or revise any forward-looking statements set forth in this Annual Report on Form 10-K to reflect new information, future events or otherwise.*
Item 1C. Cybersecurity
11 rewritten, 8 added, 14 removed, 13 unchanged
We have a cybersecurity risk management program intended to protect the confidentiality, integrity, and availability of our critical systems and [removed: information, which includes a cybersecurity Incident Response Plan (“IRP”).][added: information.]
[removed: Our cybersecurity risk] management program [removed: is integrated into our overall enterprise risk management program] and shares common methodologies, reporting channels and governance processes that apply across the [removed: enterprise] risk management program to other legal, compliance, strategic, operational, and financial risk areas.
[removed: Our] [added: Key elements of our] cybersecurity risk management program [removed: includes] [added: include but are not limited to] the following:
- third party risk assessments designed to help identify material cybersecurity risks to our critical [removed: systems, information, products, services,] [added: systems] and [removed: our broader enterprise IT environment;][added: information;]
- cybersecurity awareness training of our employees, [added: including] incident response [removed: personnel,] [added: personnel] and senior management, [removed: including] [added: such as] mandatory computer-based training, phishing awareness campaigns, and internal communications;
- [removed: a cybersecurity IRP] [added: an Incident Response Plan (“IRP”)] that includes procedures designed for identifying, analyzing, containing, remedying and otherwise responding to cybersecurity incidents;
[removed: For] [added: We face risks from cybersecurity threats that, if realized, are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition.For] more information, see the section titled “Risk Factors–Risks Related to Our Stores and Operations–We and our vendors rely on information technology, and any material failure, inadequacy, interruption or security incident affecting that technology could harm our business, results of operations and financial condition.”
Our management team, including our Senior Vice President of [removed: Information Systems] [added: Technology] and Vice President of Information Security and Compliance, is responsible for assessing and managing our material risks from cybersecurity threats.
Our management team overseeing cybersecurity has [removed: over 25+ years of] technology and cybersecurity experience, and certain of our team hold various cybersecurity certifications, including the Certified Information Systems Security Professional (CISSP) certification.
Board members receive presentations on cybersecurity topics from our Senior Vice President of [removed: Information Systems] [added: Technology] as well as our Vice President of Information Security and Compliance, internal security staff or external experts as part of the Board’s [added: continuing education on topics that impact public companies.]
The Audit Committee oversees required disclosures in the event of a cybersecurity [removed: breach.][added: incident.]
Our cybersecurity risk management program is integrated into our overall risk
- a third-party risk management process for key service providers based on our assessment of their criticality to our operations and respective risk profile.
Our Senior Vice President of Technology has over 20 years of experience as a technology leader, has led large-scale digital transformations, and has deployed industry-leading systems and strategies to improve reliability.
Our Vice President of Information Security and Compliance has been in the information technology field for over 30 years, led our IT operations for 18 years, and has been solely dedicated to our cybersecurity efforts for the last nine years.
We leverage AI-enabled security tools to assist in identifying anomalous activity, to enhance threat detection, and in our incident response processes.
We also consider risks associated with AI initiatives within our cybersecurity risk management program and apply appropriate controls to help protect AI related systems and information.
In addition, management updates the Board, where it deems appropriate, regarding any cybersecurity incidents it considers to be significant, or potentially significant.
Our management team takes steps to stay informed about and monitor efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which may include briefings from internal security personnel; threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us; and alerts and reports produced by security tools deployed in our IT environment.
- a third-party risk management process for service providers, suppliers, and vendors who have access to our critical systems and information.
We are able to identify cybersecurity breaches through various channels, including but not limited to automated event detection alerts, reports from employees, notifications from external entities such as third-party IT service providers, and proactive threat investigations in collaboration with our external partners.
Upon spotting a potential cybersecurity breach, including those involving third-party cyber events, our designated incident response team outlined in the IRP adheres to the policy's protocols to investigate the suspected incident.
This investigation entails determining the nature of the event (e.g., ransomware attack or breach of personal data), evaluating the severity of the incident, and gauging the sensitivity of any compromised data.
In the event of a cybersecurity breach, our primary objective is to swiftly contain it by the procedures detailed in our IRP.
Once containment is achieved, our focus shifts to remediation and recovery efforts.
These actions are tailored to the specifics of the breach and may involve tasks such as rebuilding systems or hosts, replacing compromised files with clean versions, verifying the integrity of affected files or data, enhancing network surveillance or logging to detect future attacks, adjusting administrative account privileges, fortifying network security like firewall configurations, and providing additional training to employees.
Additionally, we carry cybersecurity insurance to cover certain expenses associated with security lapses and specified cyber incidents that disrupt our network or those of our vendors, subject to predefined limits and exclusions.
Our IRP includes clear communication guidelines, outlining procedures for engaging executive management, internal and external legal counsel, the Audit Committee, and the Board.
These protocols also encompass a framework for evaluating our regulatory reporting obligations to entities such as the SEC in the aftermath of a cybersecurity incident.
In addition, management updates the Board, as necessary, regarding any material cybersecurity incidents, as well as any incidents with lesser impact potential.
continuing education on topics that impact public companies.
As part of our board refreshment efforts in recent years, we have added directors with information technology governance skills.
Currently, five members of our Board have cybersecurity experience from their principal occupation, other professional experience or third-party director education courses on cybersecurity, including cyber risk governance, and data privacy and security issues and trends.
Item 2. Properties
8 rewritten, 46 added, 48 removed, 18 unchanged
As of December 31, [removed: 2024,] [added: 2025,] we owned or had ownership interests in [removed: 2,436] [added: 2,425] operating stores.
Of these stores, [removed: 1,967] [added: 2,007] are wholly-owned, [removed: nine] [added: 11] are in consolidated joint ventures, and [removed: 460] [added: 407] are in unconsolidated joint ventures.
In addition, we managed [removed: 1,575] [added: 1,856] stores for third parties, bringing the total number of stores which we own and/or manage to [removed: 4,011.][added: 4,281.]
These stores are located in [removed: 42] [added: 43] states and Washington, D.C. The [removed: majority] [added: clustering] of [removed: our stores are clustered] [added: assets] around [removed: large] population [removed: centers.][added: centers enables us to reduce our operating costs through economies of scale.]
][added: Portfolio.jpg](https://www.sec.gov/Archives/edgar/data/1289490/000128949026000011/exr-20251231_g1.jpg)]
As of December 31, [removed: 2024,] [added: 2025,] approximately [removed: 2,300,000] [added: 2,445,000] 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 [removed: same-stores] [added: same-store properties] as of December 31, [removed: 2024,] [added: 2025,] the average length of stay for tenants who had vacated was approximately [removed: 17.5] [added: 17.0] months.
| Nebraska | | | — | | | — | | | — | | | — | | | 5 | | | [removed: 445,475] [added: 445,395] | | | 5 | | | [removed: 445,475] [added: 445,395] | | |
| | | | As of December 31, 2025 | | | | | | | | | | | | | | | | | | | | | | | |
| Alabama | | | 35 | | | 2,805,944 | | | 2 | | | 150,935 | | | 21 | | | 1,471,635 | | | 58 | | | 4,428,514 | | |
| Arizona | | | 52 | | | 4,078,237 | | | 26 | | | 2,108,366 | | | 71 | | | 5,647,796 | | | 149 | | | 11,834,399 | | |
| Arkansas | | | — | | | — | | | — | | | — | | | 5 | | | 546,177 | | | 5 | | | 546,177 | | |
| California | | | 227 | | | 18,686,371 | | | 42 | | | 3,204,718 | | | 157 | | | 14,637,661 | | | 426 | | | 36,528,750 | | |
| Colorado | | | 27 | | | 1,889,603 | | | 13 | | | 936,704 | | | 42 | | | 3,096,667 | | | 82 | | | 5,922,974 | | |
| Connecticut | | | 23 | | | 1,754,500 | | | 8 | | | 713,027 | | | 18 | | | 1,275,484 | | | 49 | | | 3,743,011 | | |
| Delaware | | | — | | | — | | | 1 | | | 76,633 | | | 7 | | | 510,185 | | | 8 | | | 586,818 | | |
| Florida | | | 256 | | | 19,852,079 | | | 41 | | | 3,251,030 | | | 244 | | | 18,967,153 | | | 541 | | | 42,070,262 | | |
| Georgia | | | 122 | | | 9,336,929 | | | 16 | | | 1,335,841 | | | 76 | | | 5,853,337 | | | 214 | | | 16,526,107 | | |
| Hawaii | | | 16 | | | 1,056,269 | | | — | | | — | | | 4 | | | 275,635 | | | 20 | | | 1,331,904 | | |
| Idaho | | | 2 | | | 131,504 | | | — | | | — | | | 6 | | | 756,807 | | | 8 | | | 888,311 | | |
| Illinois | | | 107 | | | 7,805,382 | | | 9 | | | 716,847 | | | 61 | | | 4,949,921 | | | 177 | | | 13,472,150 | | |
| Indiana | | | 94 | | | 4,176,352 | | | 1 | | | 57,617 | | | 32 | | | 2,432,004 | | | 127 | | | 6,665,973 | | |
| Iowa | | | — | | | — | | | — | | | — | | | 1 | | | 86,776 | | | 1 | | | 86,776 | | |
| Kansas | | | 1 | | | 50,314 | | | 2 | | | 108,646 | | | 3 | | | 237,438 | | | 6 | | | 396,398 | | |
| Kentucky | | | 14 | | | 1,043,630 | | | 1 | | | 51,641 | | | 15 | | | 1,133,351 | | | 30 | | | 2,228,622 | | |
| Louisiana | | | 10 | | | 772,238 | | | 1 | | | 88,870 | | | 16 | | | 1,187,585 | | | 27 | | | 2,048,693 | | |
| Maine | | | 5 | | | 352,502 | | | — | | | — | | | 12 | | | 798,821 | | | 17 | | | 1,151,323 | | |
| Maryland | | | 45 | | | 3,615,574 | | | 8 | | | 628,767 | | | 60 | | | 4,655,069 | | | 113 | | | 8,899,410 | | |
| Massachusetts | | | 67 | | | 4,230,026 | | | 16 | | | 986,651 | | | 47 | | | 2,845,690 | | | 130 | | | 8,062,367 | | |
| Michigan | | | 11 | | | 845,112 | | | 4 | | | 309,067 | | | 16 | | | 1,269,854 | | | 31 | | | 2,424,033 | | |
| Minnesota | | | 7 | | | 586,932 | | | 8 | | | 645,914 | | | 13 | | | 952,911 | | | 28 | | | 2,185,757 | | |
| Mississippi | | | 5 | | | 416,094 | | | — | | | — | | | 7 | | | 601,063 | | | 12 | | | 1,017,157 | | |
| Missouri | | | 29 | | | 2,394,483 | | | 7 | | | 507,418 | | | 25 | | | 1,981,093 | | | 61 | | | 4,882,994 | | |
| Nevada | | | 41 | | | 3,513,977 | | | 10 | | | 918,405 | | | 22 | | | 1,914,451 | | | 73 | | | 6,346,833 | | |
| New Hampshire | | | 17 | | | 1,286,450 | | | — | | | — | | | 15 | | | 732,248 | | | 32 | | | 2,018,698 | | |
| New Jersey | | | 92 | | | 7,362,821 | | | 29 | | | 2,304,425 | | | 91 | | | 7,184,275 | | | 212 | | | 16,851,521 | | |
| New Mexico | | | 12 | | | 761,089 | | | 10 | | | 681,163 | | | 17 | | | 1,235,726 | | | 39 | | | 2,677,978 | | |
| New York | | | 83 | | | 6,031,527 | | | 22 | | | 1,844,251 | | | 104 | | | 7,292,950 | | | 209 | | | 15,168,728 | | |
| North Carolina | | | 55 | | | 4,058,524 | | | 5 | | | 396,381 | | | 65 | | | 5,101,376 | | | 125 | | | 9,556,281 | | |
| Ohio | | | 49 | | | 3,414,836 | | | 5 | | | 327,163 | | | 26 | | | 2,157,831 | | | 80 | | | 5,899,830 | | |
| Oklahoma | | | 4 | | | 269,633 | | | — | | | — | | | 43 | | | 3,037,910 | | | 47 | | | 3,307,543 | | |
| Oregon | | | 8 | | | 546,755 | | | 3 | | | 243,310 | | | 5 | | | 365,766 | | | 16 | | | 1,155,831 | | |
| Pennsylvania | | | 33 | | | 2,561,048 | | | 10 | | | 787,591 | | | 69 | | | 5,246,784 | | | 112 | | | 8,595,423 | | |
| Rhode Island | | | 6 | | | 348,717 | | | 1 | | | 95,174 | | | 6 | | | 484,980 | | | 13 | | | 928,871 | | |
| South Carolina | | | 47 | | | 3,436,222 | | | 1 | | | 94,752 | | | 48 | | | 4,064,674 | | | 96 | | | 7,595,648 | | |
| Tennessee | | | 33 | | | 2,657,798 | | | 16 | | | 1,090,741 | | | 33 | | | 2,305,241 | | | 82 | | | 6,053,780 | | |
| Texas | | | 267 | | | 21,600,208 | | | 66 | | | 5,094,325 | | | 216 | | | 17,583,808 | | | 549 | | | 44,278,341 | | |
| Utah | | | 23 | | | 1,590,350 | | | 3 | | | 193,889 | | | 46 | | | 3,732,276 | | | 72 | | | 5,516,515 | | |
The clustering of assets around these population centers enables us to reduce our operating costs through economies of scale.
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | As of December 31, 2024 | | | | | | | | | | | | | | | | | | | | | | | |
| Alabama | | | 38 | | | 2,987,221 | | | 2 | | | 150,969 | | | 16 | | | 1,084,695 | | | 56 | | | 4,222,895 | | |
| Arizona | | | 49 | | | 3,771,769 | | | 25 | | | 2,027,537 | | | 55 | | | 4,529,430 | | | 129 | | | 10,328,736 | | |
| California | | | 219 | | | 17,983,242 | | | 50 | | | 3,712,358 | | | 138 | | | 12,960,557 | | | 407 | | | 34,656,157 | | |
| Colorado | | | 27 | | | 1,890,657 | | | 13 | | | 937,299 | | | 34 | | | 2,526,528 | | | 74 | | | 5,354,484 | | |
| Connecticut | | | 23 | | | 1,756,585 | | | 8 | | | 713,802 | | | 17 | | | 1,204,561 | | | 48 | | | 3,674,948 | | |
| Delaware | | | — | | | — | | | 2 | | | 143,640 | | | 4 | | | 307,406 | | | 6 | | | 451,046 | | |
| Florida | | | 256 | | | 19,360,722 | | | 53 | | | 4,438,210 | | | 205 | | | 16,056,994 | | | 514 | | | 39,855,926 | | |
| Georgia | | | 120 | | | 9,222,783 | | | 24 | | | 2,000,134 | | | 62 | | | 4,839,995 | | | 206 | | | 16,062,912 | | |
| Hawaii | | | 14 | | | 940,588 | | | — | | | — | | | 4 | | | 266,115 | | | 18 | | | 1,206,703 | | |
| Idaho | | | 2 | | | 131,834 | | | — | | | — | | | 4 | | | 361,562 | | | 6 | | | 493,396 | | |
| Illinois | | | 104 | | | 7,413,941 | | | 12 | | | 938,687 | | | 60 | | | 4,776,772 | | | 176 | | | 13,129,400 | | |
| Indiana | | | 92 | | | 4,042,289 | | | 1 | | | 57,520 | | | 27 | | | 2,053,840 | | | 120 | | | 6,153,649 | | |
| Iowa | | | — | | | — | | | — | | | — | | | 1 | | | 86,899 | | | 1 | | | 86,899 | | |
| Kansas | | | 1 | | | 50,214 | | | 2 | | | 108,721 | | | 3 | | | 237,095 | | | 6 | | | 396,030 | | |
| Kentucky | | | 15 | | | 1,093,826 | | | 1 | | | 51,641 | | | 15 | | | 1,190,501 | | | 31 | | | 2,335,968 | | |
| Louisiana | | | 10 | | | 771,278 | | | — | | | — | | | 17 | | | 1,254,605 | | | 27 | | | 2,025,883 | | |
| Maine | | | 5 | | | 354,587 | | | — | | | — | | | 11 | | | 720,771 | | | 16 | | | 1,075,358 | | |
| Maryland | | | 44 | | | 3,509,382 | | | 11 | | | 898,791 | | | 54 | | | 4,007,263 | | | 109 | | | 8,415,436 | | |
| Massachusetts | | | 65 | | | 4,141,967 | | | 16 | | | 985,007 | | | 42 | | | 2,623,578 | | | 123 | | | 7,750,552 | | |
| Michigan | | | 11 | | | 849,219 | | | 4 | | | 309,047 | | | 12 | | | 980,912 | | | 27 | | | 2,139,178 | | |
| Minnesota | | | 7 | | | 587,957 | | | 8 | | | 646,123 | | | 12 | | | 842,308 | | | 27 | | | 2,076,388 | | |
| Mississippi | | | 7 | | | 561,979 | | | — | | | — | | | 6 | | | 531,198 | | | 13 | | | 1,093,177 | | |
| Missouri | | | 29 | | | 2,392,972 | | | 7 | | | 507,934 | | | 25 | | | 1,922,055 | | | 61 | | | 4,822,961 | | |
| Nevada | | | 33 | | | 2,941,784 | | | 9 | | | 836,425 | | | 17 | | | 1,635,004 | | | 59 | | | 5,413,213 | | |
| New Hampshire | | | 17 | | | 1,283,090 | | | 2 | | | 84,165 | | | 13 | | | 647,645 | | | 32 | | | 2,014,900 | | |
| New Jersey | | | 90 | | | 7,120,589 | | | 33 | | | 2,624,984 | | | 73 | | | 5,572,247 | | | 196 | | | 15,317,820 | | |
| New Mexico | | | 12 | | | 760,554 | | | 10 | | | 681,178 | | | 15 | | | 1,083,026 | | | 37 | | | 2,524,758 | | |
| New York | | | 80 | | | 5,741,538 | | | 28 | | | 2,317,882 | | | 97 | | | 6,909,859 | | | 205 | | | 14,969,279 | | |
| North Carolina | | | 54 | | | 3,915,513 | | | 6 | | | 476,894 | | | 42 | | | 3,404,025 | | | 102 | | | 7,796,432 | | |
| Ohio | | | 50 | | | 3,434,502 | | | 5 | | | 327,067 | | | 21 | | | 1,690,019 | | | 76 | | | 5,451,588 | | |
| Oklahoma | | | 4 | | | 269,753 | | | — | | | — | | | 35 | | | 2,477,175 | | | 39 | | | 2,746,928 | | |
| Oregon | | | 8 | | | 549,877 | | | 2 | | | 166,658 | | | 7 | | | 479,867 | | | 17 | | | 1,196,402 | | |
| Pennsylvania | | | 31 | | | 2,400,533 | | | 12 | | | 940,991 | | | 60 | | | 4,450,801 | | | 103 | | | 7,792,325 | | |
| Rhode Island | | | 6 | | | 350,492 | | | 1 | | | 95,844 | | | 7 | | | 535,208 | | | 14 | | | 981,544 | | |
| South Carolina | | | 46 | | | 3,381,830 | | | 5 | | | 308,968 | | | 39 | | | 3,328,941 | | | 90 | | | 7,019,739 | | |
| Tennessee | | | 31 | | | 2,513,825 | | | 16 | | | 1,092,321 | | | 30 | | | 2,075,933 | | | 77 | | | 5,682,079 | | |
| Texas | | | 274 | | | 22,071,842 | | | 71 | | | 5,498,389 | | | 166 | | | 13,740,460 | | | 511 | | | 41,310,691 | | |
An excerpt. Shown here: all 8 rewritten, 40 of 46 added and 40 of 48 removed. The counts are complete. For every sentence, read Item 2. Properties in the FY2025 filing and the FY2024 filing.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
3 rewritten, 20 added, 3 removed, 9 unchanged
On February [removed: 21, 2025,] [added: 13, 2026,] the closing price of our common stock as reported by the NYSE was [removed: $155.95.][added: $146.36.]
At February [removed: 21, 2025,] [added: 13, 2026,] we had [removed: 910] [added: 935] holders of record of our common stock.
As a REIT, we are required to distribute [added: annually] at least 90% of our “REIT taxable income,” which is generally equivalent to our net taxable ordinary income, determined without regard to the deduction for dividends paid to our stockholders, [removed: annually] in order to maintain our REIT qualification for U.S. federal income tax purposes.
During the year ended December 31, 2025, 1,158,244 shares were repurchased at an average price of $129.10 per share, paying a total of $149.5 million.
The following table presents our share repurchases made pursuant to our share repurchase program for the three months ended December 31, 2025:
| | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | Total Number of Shares Purchased (1) | | | | | | Average Price per Share | | | | | | Total Number of Shares Purchased as Part of a Publicly Announced Program (1) | | | | | | Approximate Dollar Value That May Yet Be Purchased Under the Program (in millions) | | |
| Period | | | | | | | | | | | | | | | | | | | | | | | |
| October 1 - 31, 2025 | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 491.4 | |
| November 1 - 30, 2025 | | | 401,971 | | | | | | $ | 129.34 | | | | | 401,971 | | | | | | $ | 439.4 | |
| December 1 - 31, 2025 | | | 687,688 | | | | | | $ | 129.30 | | | | | 687,688 | | | | | | $ | 350.5 | |
| Total | | | 1,089,659 | | | | | | $ | 129.32 | | | | | 1,089,659 | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| (1) In November 2023, our board of directors authorized a three-year share repurchase program allowing the repurchase of shares with an aggregate value up to $500.0 million of our common stock. Purchases are made at management’s discretion based on market conditions and financial resources. As of December 31, 2025, we had remaining authorization to repurchase shares with an aggregate value up to $350.5 million. | | | | | | | | | | | | | | | | | | | | | | | |
On February 18, 2025, we issued 37,886 common Operating Partnership units (“OP Units”) at an average price of $155.15 per unit (a total value of $5.9 million) in connection with the acquisition of one store.
On October 28, 2025, we issued 83,641 common OP Units at an average price of $150.53 per unit (a total value of $12.6 million) in connection with the acquisition of six stores.
On November 12, 2025, we issued 9,500 common OP Units at an average price of $133.44 per unit (a total value of $1.3 million) in connection with the acquisition of one store.
The OP Units 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.
The terms of the OP Units are governed by the Operating Partnership’s Fourth Amended and Restated Agreement of Limited Partnership (the “Partnership Agreement”).
The OP Units will be redeemable, at the option of the holders following the expiration of a lock-up period of at least one year from the date of issuance.
The redemption obligation may be satisfied, at the Company’s option, in cash or shares of the Company’s common stock.
If the Company chooses to satisfy its redemption obligation with respect to the OP Units in its common stock, each OP Unit would receive one share of common stock, subject to adjustment pursuant to the Partnership Agreement.
During the year ended December 31, 2024, no shares were repurchased.
As of December 31, 2024, we had remaining authorization to repurchase shares with an aggregate value up to $500.0 million.
All unregistered sales of equity securities during the year ended December 31, 2024 have previously been disclosed in filings with the SEC.
Item 8. Financial Statements and Supplementary Data
490 rewritten, 240 added, 239 removed, 909 unchanged
| [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID:](#idff7edb013ac45229b76293e92f0a4ce_85) 42[)](#idff7edb013ac45229b76293e92f0a4ce_85)] [added: ID:](#ia41b33f130ef4bd99588eb900488c1a2_85) 42[)](#ia41b33f130ef4bd99588eb900488c1a2_85)] | | | [removed: [34](#idff7edb013ac45229b76293e92f0a4ce_85)] [added: [36](#ia41b33f130ef4bd99588eb900488c1a2_85)] | | |
| [Consolidated Balance Sheets as of December [removed: 31,](#idff7edb013ac45229b76293e92f0a4ce_88) 2024 [and](#idff7edb013ac45229b76293e92f0a4ce_88) 2023[](#idff7edb013ac45229b76293e92f0a4ce_88)] [added: 31,](#ia41b33f130ef4bd99588eb900488c1a2_88) 2025 [and](#ia41b33f130ef4bd99588eb900488c1a2_88) 2024[](#ia41b33f130ef4bd99588eb900488c1a2_88)] | | | [removed: [36](#idff7edb013ac45229b76293e92f0a4ce_88)] [added: [38](#ia41b33f130ef4bd99588eb900488c1a2_88)] | | |
| [Consolidated Statements of Operations for the years ended December [removed: 31,](#idff7edb013ac45229b76293e92f0a4ce_91) 2024[,](#idff7edb013ac45229b76293e92f0a4ce_91) 2023 [and](#idff7edb013ac45229b76293e92f0a4ce_91) 2022[](#idff7edb013ac45229b76293e92f0a4ce_91)] [added: 31,](#ia41b33f130ef4bd99588eb900488c1a2_91) 2025[,](#ia41b33f130ef4bd99588eb900488c1a2_91) 2024 [and](#ia41b33f130ef4bd99588eb900488c1a2_91) 2023[](#ia41b33f130ef4bd99588eb900488c1a2_91)] | | | [removed: [37](#idff7edb013ac45229b76293e92f0a4ce_91)] [added: [39](#ia41b33f130ef4bd99588eb900488c1a2_91)] | | |
| [Consolidated Statements of Comprehensive Income for the years ended December [removed: 31,](#idff7edb013ac45229b76293e92f0a4ce_94) 2024[,](#idff7edb013ac45229b76293e92f0a4ce_94) 2023 [and](#idff7edb013ac45229b76293e92f0a4ce_94) 2022] [added: 31,](#ia41b33f130ef4bd99588eb900488c1a2_94) 2025[,](#ia41b33f130ef4bd99588eb900488c1a2_94) 2024 [and](#ia41b33f130ef4bd99588eb900488c1a2_94) 2023] | | | [removed: [38](#idff7edb013ac45229b76293e92f0a4ce_94)] [added: [40](#ia41b33f130ef4bd99588eb900488c1a2_94)] | | |
| [Consolidated Statements of Stockholders’ Equity for the years ended December [removed: 31,](#idff7edb013ac45229b76293e92f0a4ce_97) 2024[,](#idff7edb013ac45229b76293e92f0a4ce_97) 2023 [and](#idff7edb013ac45229b76293e92f0a4ce_97) 2022] [added: 31,](#ia41b33f130ef4bd99588eb900488c1a2_97) 2025[,](#ia41b33f130ef4bd99588eb900488c1a2_97) 2024 [and](#ia41b33f130ef4bd99588eb900488c1a2_97) 2023] | | | [removed: [39](#idff7edb013ac45229b76293e92f0a4ce_97)] [added: [41](#ia41b33f130ef4bd99588eb900488c1a2_97)] | | |
| [Consolidated Statements of Cash Flows for the years ended December [removed: 31,](#idff7edb013ac45229b76293e92f0a4ce_100) 2024[,](#idff7edb013ac45229b76293e92f0a4ce_100) 2023 [and](#idff7edb013ac45229b76293e92f0a4ce_100) 2022] [added: 31,](#ia41b33f130ef4bd99588eb900488c1a2_100) 2025[,](#ia41b33f130ef4bd99588eb900488c1a2_100) 2024 [and](#ia41b33f130ef4bd99588eb900488c1a2_100) 2023] | | | [removed: [42](#idff7edb013ac45229b76293e92f0a4ce_100)] [added: [44](#ia41b33f130ef4bd99588eb900488c1a2_100)] | | |
| [Notes to Consolidated Financial [removed: Statements](#idff7edb013ac45229b76293e92f0a4ce_103)] [added: Statements](#ia41b33f130ef4bd99588eb900488c1a2_103)] | | | [removed: [43](#idff7edb013ac45229b76293e92f0a4ce_103)] [added: [45](#ia41b33f130ef4bd99588eb900488c1a2_103)] | | |
| [Schedule III - Real Estate and Accumulated [removed: Depreciation](#idff7edb013ac45229b76293e92f0a4ce_160)] [added: Depreciation](#ia41b33f130ef4bd99588eb900488c1a2_160)] | | | [removed: [75](#idff7edb013ac45229b76293e92f0a4ce_160)] [added: [76](#ia41b33f130ef4bd99588eb900488c1a2_160)] | | |
We have audited the accompanying consolidated balance sheets of Extra Space Storage Inc. (the Company) as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income, [removed: stockholders'] [added: stockholders’] equity and cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] 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: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] 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 [removed: Company's] [added: Company’s] internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] 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 [removed: 28, 2025] [added: 20, 2026] expressed an unqualified opinion thereon.
| *Description of the Matter* | | | For the year ended December 31, [removed: 2024,] [added: 2025,] the Company completed the acquisition of [removed: 58] [added: 76] self-storage properties (“stores”) for a total purchase price of [removed: $581.0 million.] [added: $1.0 billion.] As further discussed in Notes 2 and 5 of the consolidated financial statements, the transactions were accounted for as asset acquisitions, and the purchase price was allocated based on a relative fair value of assets acquired and liabilities assumed. | | |
| | | | Auditing the accounting for the Company’s [removed: 2024] [added: 2025] acquisitions of stores was subjective because the Company had to exercise a high level of judgment in determining the estimated fair value of acquired land and buildings. The estimated fair value of [added: the acquired] land was based on comparable market information adjusted for differences in land characteristics. The estimated fair value of the acquired buildings was based upon the estimated replacement cost, which was calculated by estimating the cost of building similar stores in comparable markets and adjusting those costs for the age, quality, and building characteristics associated with the acquired stores. Determining the fair value of the acquired land and buildings were challenging due to the judgment utilized by management in determining the significant assumptions utilized in, or the adjustments applied to, the valuation of acquired land and buildings. | | |
| | | | For the [removed: 2024] [added: 2025] store acquisitions described above, our procedures included, but were not limited to, reading the purchase and sale agreements and other closing documents and performing sensitivity analyses. For certain of these store acquisitions, we also evaluated the methods and significant assumptions used by the Company to determine the fair value of the land and buildings, tested the completeness and accuracy of the underlying data supporting the significant assumptions and estimates, performed analytical procedures, and obtained corroborative market data. Additionally, for certain of these store acquisitions, we involved our valuation specialists to assist in the assessment of the methodology utilized by the Company and to perform 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 building replacement cost assumptions. | | |
| | | | December 31, [removed: 2024] [added: 2025] | | | | | | December 31, [removed: 2023] [added: 2024] | | |
| [removed: Real] [added: Net non-lease real] estate [removed: assets, net] [added: assets (1)] | | | $ | [added: 25,004,350 | | | | | $ |] 24,587,627 | | | | | $ | 24,555,873 | |
| Real estate assets - operating lease right-of-use assets | | | [removed: 689,803] [added: 732,176] | | | | | | [removed: 227,241] [added: 689,803] | | |
| Investments in unconsolidated real estate entities | | | [removed: 1,332,338] [added: 1,066,783] | | | | | | [removed: 1,071,617] [added: 1,332,338] | | |
| Investments in debt securities and notes receivable | | | [removed: 1,550,950] [added: 1,806,526] | | | | | | [removed: 904,769] [added: 1,550,950] | | |
| Cash and [removed: cash] equivalents | | | [added: $ | 138,920 | | | | | $ |] 138,222 | | | | | [added: $] | 99,062 | | [removed: |]
| Other assets, net | | | [removed: 548,986] [added: 515,291] | | | | | | [removed: 597,700] [added: 548,986] | | |
| Total assets | | | $ | [removed: 28,847,926] [added: 29,264,046] | | | | | $ | [removed: 27,456,262] [added: 28,847,926] | |
| Secured notes payable, net | | | $ | [removed: 1,010,541] [added: 1,079,565] | | | | | $ | [removed: 1,273,549] [added: 1,010,541] | |
| Unsecured term loans, net | | | [removed: 2,192,507] [added: 1,494,659] | | | | | | [removed: 2,650,581] [added: 2,192,507] | | |
| Unsecured senior notes, net | | | [removed: 7,756,968] [added: 9,432,427] | | | | | | [removed: 6,410,618] [added: 7,756,968] | | |
| Revolving lines of credit and commercial paper | | | [removed: 1,362,000] [added: 1,224,000] | | | | | | [removed: 682,000] [added: 1,362,000] | | |
| Operating lease liabilities | | | [removed: 705,845] [added: 761,106] | | | | | | [removed: 236,515] [added: 705,845] | | |
| Cash distributions in unconsolidated real estate ventures | | | [removed: 75,319] [added: 73,701] | | | | | | [removed: 71,069] [added: 75,319] | | |
| Accounts payable and accrued expenses | | | [removed: 346,519] [added: 357,583] | | | | | | [removed: 334,518] [added: 346,519] | | |
| Other liabilities | | | [removed: 538,865] [added: 516,969] | | | | | | [removed: 383,463] [added: 538,865] | | |
| Total liabilities | | | [removed: 13,988,564] [added: 14,940,010] | | | | | | [removed: 12,042,313] [added: 13,988,564] | | |
| Common stock, $0.01 par value, 500,000,000 shares authorized, [removed: 211,995,510] [added: 211,155,322] and [removed: 211,278,803] [added: 211,995,510] shares issued and outstanding at December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively | | | [removed: 2,120] [added: 2,112] | | | | | | [removed: 2,113] [added: 2,120] | | |
| Additional paid-in capital | | | [removed: 14,831,946] [added: 14,880,646] | | | | | | [removed: 14,750,388] [added: 14,831,946] | | |
| Accumulated other comprehensive income | | | [removed: 12,806] [added: (420)] | | | | | | [removed: 17,435] [added: 12,806] | | |
| Accumulated deficit | | | [removed: (899,337)] [added: (1,449,172)] | | | | | | [removed: (379,015)] [added: (899,337)] | | |
| Total Extra Space Storage Inc. [removed: stockholders'] [added: stockholders’] equity | | | [removed: 13,947,535] [added: 13,433,166] | | | | | | [removed: 14,390,921] [added: 13,947,535] | | |
| Noncontrolling interest represented by Preferred Operating Partnership units | | | [removed: 76,092] [added: 53,827] | | | | | | [removed: 222,360] [added: 76,092] | | |
| Noncontrolling interests in Operating Partnership, net and other noncontrolling interests | | | [removed: 835,735] [added: 837,043] | | | | | | [removed: 800,668] [added: 835,735] | | |
| Total noncontrolling interests and equity | | | [removed: 14,859,362] [added: 14,324,036] | | | | | | [removed: 15,413,949] [added: 14,859,362] | | |
| Total liabilities, noncontrolling interests and equity | | | $ | [removed: 28,847,926] [added: 29,264,046] | | | | | $ | [removed: 27,456,262] [added: 28,847,926] | |
February 20, 2026
| Balances at December 31, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 76,092 | | | | | $ | 823,898 | | | | | $ | 11,837 | | | | | 211,995,510 | | | | | | $ | 2,120 | | | | | $ | 14,831,946 | | | | | $ | 12,806 | | | | | $ | (899,337) | | | | | $ | 14,859,362 | |
| Issuance of common stock for share based compensation and taxes paid upon net settlement | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | 132,248 | | | | | | 1 | | | | | | 27,582 | | | | | | — | | | | | | — | | | | | | 27,583 | | |
| Redemption of Operating Partnership units for stock | | | | | | | | | | | | | | | | | | | | | | | | | | | (22,265) | | | | | | (3,953) | | | | | | — | | | | | | 185,808 | | | | | | 3 | | | | | | 26,215 | | | | | | — | | | | | | — | | | | | | — | | |
| Repurchase of common stock | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | (1,158,244) | | | | | | (12) | | | | | | — | | | | | | — | | | | | | (149,536) | | | | | | (149,548) | | |
| Purchase of remaining equity interest in existing unconsolidated joint venture | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | (1,426) | | | | | | — | | | | | | — | | | | | | (4,568) | | | | | | — | | | | | | — | | | | | | (5,994) | | |
| Net income | | | | | | | | | | | | | | | | | | | | | | | | | | | 2,894 | | | | | | 45,625 | | | | | | 20 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 973,999 | | | | | | 1,022,538 | | |
| Other comprehensive loss | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | (648) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (13,226) | | | | | | — | | | | | | (13,874) | | |
| Distributions to Operating Partnership units and other noncontrolling interests | | | | | | | | | | | | | | | | | | | | | | | | | | | (2,894) | | | | | | (60,865) | | | | | | (213) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (63,972) | | |
| Balances at December 31, 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 53,827 | | | | | $ | 822,869 | | | | | $ | 14,174 | | | | | 211,155,322 | | | | | | $ | 2,112 | | | | | $ | 14,880,646 | | | | | $ | (420) | | | | | $ | (1,449,172) | | | | | $ | 14,324,036 | |
| Depreciation and amortization | | | 715,177 | | | | | | 783,023 | | | | | | 506,053 | | |
| Non-cash lease expense | | | 12,888 | | | | | | 3,224 | | | | | | 1,964 | | |
| Other assets | | | 21,151 | | | | | | (15,464) | | | | | | (34,471) | | |
| Other liabilities | | | (42,302) | | | | | | 62,750 | | | | | | (2,928) | | |
| Distributions to noncontrolling interests, net of contributions | | | (62,896) | | | | | | (63,148) | | | | | | (59,645) | | |
| | | | $ | 143,180 | | | | | $ | 143,303 | | | | | $ | 105,083 | |
| Value of investment in consolidated real estate ventures | | | (135,930) | | | | | | — | | | | | | — | | |
| Net debt assumed | | | (299,078) | | | | | | — | | | | | | — | | |
assumptions about the use of the asset, indicate there may be impairment.
The Company focuses on stores that do not have positive net operating cash flows.
Refer to note 5 for additional details on disposition and held for sale activity.
The discount rate used approximated the current market rate for loans with similar maturities and credit quality.
The discount rates used approximated current market rates for loans, or groups of loans, with similar maturities and credit quality.
classification of distributions from joint ventures.
Refer to note 9 for further information regarding the Company’s derivative instruments and hedging activities.
If a Subsidiary REIT were to fail to qualify as a REIT, then (i) that Subsidiary REIT would become subject to U.S. federal income tax, (ii) shares in such
| Basic | | | $ | 4.59 | | | | | $ | 4.03 | | | | | $ | 4.74 | |
| Diluted | | | $ | 4.59 | | | | | $ | 4.03 | | | | | $ | 4.74 | |
The new standard does not change the requirements for the presentation of expenses on the face of the statement of operations.
Although the adoption is not expected to have an impact on the Company’s financial statements, it is expected to result in incremental disclosures within the footnotes to the consolidated financial statements.
| | | | 28,883,386 | | | | | | 27,825,470 | | |
| | | | $ | 515,291 | | | | | $ | 548,986 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | Total | | | | | | | | |
| Total 2025 | | | 76 | | | $ | 561,723 | | $ | 299,078 | | $ | 33,150 | | $ | (15,018) | | | | | $ | 135,930 | | $ | 4,464 | | $ | 19,736 | | | | | $ | 1,039,063 | |
On April 30, 2025, the Company acquired all of its partners’ membership interests in the ESS-NYFL JV LP and ESS CA-TIVS JV LP joint ventures.
The total value of the real estate was recorded at $436,797, which included $258,000 of assumed debt.
The Company now owns 100% of the 27 properties that were held in the two joint ventures.
On March 31, 2025, the Company closed on the transfer and distribution of membership interests in its PR II EXR JV LLC joint venture.
The Company exchanged its 25% ownership interest in 17 properties for its partner’s 75% ownership interest in six properties.
The portfolio consisted of 23 properties; therefore, the Company now owns 100% of the six properties, and its partner now owns 100% of the 17 properties, which the Company will continue to manage.
EXTRA SPACE STORAGE INC.
| | | | | | |
| --- | --- | --- | --- | --- | --- |
February 28, 2025
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Transaction costs | | | — | | | | | | — | | | | | | 1,548 | | |
| 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 | | |
| Restricted stock grants canceled | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | (10,614) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
| Issuance of Operating Partnership units in conjunction with acquisitions | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | 125,000 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 125,000 | | |
| Issuance of Preferred D units in the Operating Partnership in conjunction with business combinations | | | | | | | | | | | | | | | | | | | | | | | | | | | 6,000 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 6,000 | | |
| 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 (loss) | | | | | | | | | | | | | | | | | | | | | | | | | | | 17,623 | | | | | | 42,853 | | | | | | (8) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 860,688 | | | | | | 921,156 | | |
| Other comprehensive income | | | | | | | | | | | | | | | | | | | | | | | | | | | 577 | | | | | | 4,328 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 91,344 | | | | | | — | | | | | | 96,249 | | |
| Distributions to Operating Partnership units held by noncontrolling interests | | | | | | | | | | | | | | | | | | | | | | | | | | | (17,308) | | | | | | (40,485) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (57,793) | | |
| 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 | |
| Non-cash item - Amortization of Premium Portion of Dec 2024 $300M Bond Add-On | | | (197) | | | | | | — | | | | | | — | | |
| Other assets | | | (12,043) | | | | | | (32,507) | | | | | | 695 | | |
| Other liabilities | | | 68,835 | | | | | | (3,082) | | | | | | 8,285 | | |
| Cash paid for business combination | | | — | | | | | | — | | | | | | (157,302) | | |
| Redemption of Preferred OP units for cash | | | — | | | | | | (5,377) | | | | | | (4,500) | | |
| Contributions from noncontrolling interests | | | 29 | | | | | | 74 | | | | | | — | | |
| Distributions to noncontrolling interests | | | (63,177) | | | | | | (59,719) | | | | | | (57,793) | | |
| Cash and equivalents | | | $ | 99,062 | | | | | $ | 92,868 | | | | | $ | 71,126 | |
| | | | $ | 105,083 | | | | | $ | 97,735 | | | | | $ | 76,194 | |
| Issuance of OP and Preferred OP units in conjunction with business combination | | | | | | | | | | | | | | | | | |
| OP units issued | | | — | | | | | | — | | | | | | (16,000) | | |
| Common OP Units | | | (27,518) | | | | | | — | | | | | | — | | |
| Finance lease liability | | | — | | | | | | — | | | | | | (6,823) | | |
| Net liabilities assumed | | | — | | | | | | (191,077) | | | | | | — | | |
| Buyback of bridge loan | | | | | | | | | | | | | | | | | |
Amounts in thousands, except store and share data, unless otherwise stated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The Company focuses on stores where occupancy and/or rental income have decreased by a significant amount.
In addition, the Company reviews stores in the lease-up stage and compares actual operating results to original projections.
Refer to the Real Estate Assets footnote below for further discussion on the Company's held for sale properties for the year ended December 31, 2024.
recognized based on the Company’s ownership interest in the earnings of each of the unconsolidated real estate ventures.
If a Subsidiary REIT were
An excerpt. Shown here: 40 of 490 rewritten, 40 of 240 added and 40 of 239 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2025 filing and the FY2024 filing.
Item 9A. Controls and Procedures
4 rewritten, 1 added, 1 removed, 35 unchanged
Based on our evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2024.][added: 2025.]
We have audited Extra Space Storage Inc.’s internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] 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: 2024,] [added: 2025,] 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: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] 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: 2024,] [added: 2025,] and the related notes and financial statement schedule listed in the Index at Item 8 and our report dated February [removed: 28, 2025] [added: 20, 2026] expressed an unqualified opinion thereon.
February 20, 2026
February 28, 2025
Item 9B. Other Information
1 rewritten, 5 added, 0 removed, 0 unchanged
During the three months ended December 31, [removed: 2024,] [added: 2025,] none of our officers or directors adopted, modified or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non Rule 10b5-1 trading [removed: arrangement.”][added: arrangement,” except as follows:]
On December 12, 2025, Joseph D.
Margolis, our Chief Executive Officer and Director, modified his trading plan adopted pursuant to Rule 10b5-1(c) of the Securities Exchange Act of 1934, as amended (the “10b5-1 Plan”).
The 10b5-1 Plan was adopted on February 28, 2025, and up to 30,000 shares of our common stock, par value $0.01 per share (“Common Stock”), could have been sold pursuant to the 10b5-1 Plan.
Prior to the modification of the 10b5-1 Plan, a total of 15,000 shares of Common Stock were sold thereunder.
The modification of the 10b5-1 Plan now allows for the sale of up to 7,500 shares of Common Stock from March 13, 2026 through March 17, 2026 subject to a limit price of $140.00 per share.
Item 10. Directors, Executive Officers and Corporate Governance
3 rewritten, 0 added, 0 removed, 6 unchanged
Information required by this item is incorporated by reference to the information set forth under the captions “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: 2024.][added: 2025.]
The Code of Business Conduct and Ethics is available free of charge on the “Investor [removed: Relations—Corporate Governance”] [added: Relations—Governance”] section of our web site at www.extraspace.com.
A copy of our Insider Trading Compliance Program is [removed: filed] [added: incorporated by reference] as Exhibit 19.1 to this annual report on Form 10-K.
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 0 unchanged
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: 2024.][added: 2025.]
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
1 rewritten, 0 added, 0 removed, 0 unchanged
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: 2024.][added: 2025.]
Item 13. Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
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 “Review and Approval of Related 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: 2024.][added: 2025.]
Item 14. Principal Accounting Fees and Services
1 rewritten, 0 added, 0 removed, 1 unchanged
Information with respect to principal accounting fees and services is incorporated by reference to the information set forth under the caption “Ratification of the Engagement of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for [removed: 2025”] [added: 2026”] in our Proxy Statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after December 31, [removed: 2024.][added: 2025.]
Item 15. Exhibits and Financial Statement Schedules
21 rewritten, 3 added, 5 removed, 46 unchanged
| 3.4 | | | | | | [Articles of Amendment of Extra Space Storage Inc., dated May 21, [removed: 2014.](https://www.sec.gov/Archives/edgar/data/1289490/000110465914042025/a14-13799_18k.htm)] [added: 2014.](https://www.sec.gov/Archives/edgar/data/1289490/000110465914042025/a14-13799_1ex3d1.htm)] | | | 8-K | | | May 28, 2014 | | | 3.1 | | | | | |
| 3.5 | | | | | | [Second Amended and Restated Bylaws of Extra Space Storage [removed: Inc.](https://www.sec.gov/Archives/edgar/data/1289490/000162828018000388/exr-form8xkxproxyaccessand.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1289490/000162828018000388/exr-secondamendedandrestat.htm)] | | | 8-K | | | January 17, 2018 | | | 3.1 | | | | | |
| [removed: 4.17] [added: 4.19] | | | | | | [Base Indenture, dated as of June 20, 2016, among Life Storage, Inc., Life Storage LP and Wells Fargo Bank, National Association (incorporated by reference to Exhibit 4.2 to the Current Report on Form 10-K filed by Life Storage Inc. on February 24, 2023).](https://www.sec.gov/Archives/edgar/data/944314/000119312516626433/d212449dex41.htm) | | | 8-K | | | July 25, 2023 | | | 4.1 | | | | | |
| [removed: 4.18] [added: 4.20] | | | | | | [Sixth Supplemental Indenture, dated as of July 25, 2023, among Life Storage LP, as issuer, Life Storage LLC, as parent guarantor, and Computershare Trust Company, N.A., as trustee.](https://www.sec.gov/Archives/edgar/data/1289490/000119312523193502/d541032dex42.htm) | | | 8-K | | | July 25, 2023 | | | 4.2 | | | | | |
| [removed: 10.5] [added: 10.3] | | | | | | [Membership Interest Purchase Agreement, dated as of April 13, 2012, between Extra Space Properties Sixty Three LLC and PRISA III Co-Investment LLC.](https://www.sec.gov/Archives/edgar/data/1289490/000110465912025625/a12-9636_1ex10d1.htm) | | | 8-K | | | April 16, 2012 | | | 10.1 | | | | | |
| [removed: 10.8*] [added: 10.4*] | | | | | | [Extra Space Storage Inc. Executive Change in Control Plan.](https://www.sec.gov/Archives/edgar/data/1289490/000110465910046708/a10-16596_1ex10d1.htm) | | | 8-K | | | August 31, 2010 | | | 10.1 | | | | | |
| [removed: 10.9*] [added: 10.7*] | | | | | | [removed: [2015] [added: [2004 Long-Term Compensation] Incentive [removed: Award Plan](https://www.sec.gov/Archives/edgar/data/1289490/000119312515128269/d899582ddef14a.htm)] [added: Plan as amended and restated effective March 25, 2008](https://www.sec.gov/Archives/edgar/data/1289490/000104746908004593/a2184280zdef14a.htm)] | | | DEFA14A | | | April 14, [removed: 2015] [added: 2008] | | | Definitive Proxy Statement | | | | | |
| [removed: 10.10*] [added: 10.6*] | | | | | | [Form of 2015 Incentive Award Plan Performance Stock Award Agreement](https://www.sec.gov/Archives/edgar/data/1289490/000162828020002202/ex10132019psuincentive.htm) | | | 10-K | | | February 26, 2020 | | | 10.13 | | | | | |
| [removed: 10.12*] [added: 10.8*] | | | | | | [Form of 2004 Long Term Incentive Compensation Plan Option Award Agreement for Employees with employment agreements.](https://www.sec.gov/Archives/edgar/data/1289490/000104746910001564/a2196671zex-10_11.htm) | | | 10-K | | | February 26, 2010 | | | 10.11 | | | | | |
| [removed: 10.13*] [added: 10.9*] | | | | | | [2004 Long Term Incentive Compensation Plan Restricted Stock Award Agreement.](https://www.sec.gov/Archives/edgar/data/1289490/000110465907080664/a07-25777_1ex10d2.htm) | | | 10-Q | | | November 7, 2007 | | | 10.2 | | | | | |
| [removed: 10.14] [added: 10.10] | | | | | | [Policy for the Recovery of Erroneously Awarded Compensation](https://www.sec.gov/Archives/edgar/data/1289490/000162828024008044/q4202310kex1014.htm) | | | 10-K | | | February 29, 2024 | | | 10.14 | | | | | |
| [removed: 10.15] [added: 10.11] | | | | | | [removed: [Third] [added: [Fourth] Amended and Restated Credit Agreement, dated as of [removed: June 22, 2023,] [added: August 21, 2025,] 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 book runners, and certain lenders party [removed: thereto.](https://www.sec.gov/Archives/edgar/data/1289490/000119312523175502/d506248dex101.htm)] [added: thereto.](https://www.sec.gov/Archives/edgar/data/1289490/000128949025000017/aug2025ex101fourthamendeda.htm)] | | | 8-K | | | [removed: June 27, 2023] [added: August 26, 2025] | | | 10.1 | | | | | |
| [removed: 10.16] [added: 10.12] | | | | | | [Equity Distribution Agreement, dated as of April 15, 2024, among the Company, the Operating Partnership, the Sales Agents and the Forward Purchasers (incorporated by reference to Exhibit 1.2 to the Registration Statement on Form S-3 filed by Extra Space Storage Inc. on April 15, 2024).](https://www.sec.gov/Archives/edgar/data/1289490/000119312524096283/d741588dex12.htm) | | | 8-K | | | April 15, 2024 | | | 1.1 | | | | | |
| 19.1 | | | | | | [Insider Trading Compliance Policy and Procedures](https://www.sec.gov/Archives/edgar/data/1289490/000162828025009060/q4202410kex191.htm) | | | [added: 10-K] | | | [added: February 28, 2025] | | | [added: 19.1] | | | [removed: X] | | |
| 21.1 | | | | | | [Subsidiaries of the [removed: Company](https://www.sec.gov/Archives/edgar/data/1289490/000162828025009060/q4202410kex211.htm)] [added: Company](https://www.sec.gov/Archives/edgar/data/1289490/000128949026000011/q4202510kex211.htm)] | | | | | | | | | | | | X | | |
| 22.1 | | | | | | [Issuer and Guarantors of Guaranteed [removed: Securities](https://www.sec.gov/Archives/edgar/data/1289490/000162828025009060/q4202410kex221.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/1289490/000128949026000011/q4202510qex221.htm)] | | | | | | | | | | | | X | | |
| 23.1 | | | | | | [Consent of Ernst & Young [removed: LLP](https://www.sec.gov/Archives/edgar/data/1289490/000162828025009060/q4202410kex231.htm)] [added: LLP](https://www.sec.gov/Archives/edgar/data/1289490/000128949026000011/q4202510kex231.htm)] | | | | | | | | | | | | X | | |
| 31.1 | | | | | | [Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1289490/000162828025009060/q4202410kex311.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1289490/000128949026000011/q4202510kex311.htm)] | | | | | | | | | | | | X | | |
| 31.2 | | | | | | [Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1289490/000162828025009060/q4202410kex312.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1289490/000128949026000011/q4202510kex312.htm)] | | | | | | | | | | | | X | | |
| 32.1 | | | | | | [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.](https://www.sec.gov/Archives/edgar/data/1289490/000162828025009060/q4202410kex321.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1289490/000128949026000011/q4202510kex321.htm)] | | | | | | | | | | | | X | | |
| 101 | | | | | | The following financial information from Registrant’s Annual Report on Form 10-K for the period ended December 31, [removed: 2024,] [added: 2025,] formatted in Extensible Business Reporting Language (XBRL): (i) Consolidated Balance Sheets as of December 31, [removed: 2024] [added: 2025] and [removed: 2023;] [added: 2024;] (ii) Consolidated Statements of Operations for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022;] [added: 2023;] (iii) Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022;] [added: 2023;] (iv) Consolidated Statements of Stockholders’ Equity for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022;] [added: 2023;] (v) Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022;] [added: 2023;] and (vi) Notes to Consolidated Financial Statements. | | | | | | | | | | | | X | | |
| 4.17 | | | | | | [Fourteenth Supplemental Indenture, dated as of March 19, 2025, 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 Computershare Trust Company, N.A., as trustee, including the form of the Notes and the Guarantee.](https://www.sec.gov/Archives/edgar/data/1289490/000119312525057808/d831833dex42.htm) | | | 8-K | | | March 19, 2025 | | | 4.2 | | | | | |
| 4.18 | | | | | | [Fifteenth Supplemental Indenture, dated as of August 8, 2025, 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 Computershare Trust Company, N.A., as trustee, including the form of the Notes and the Guarantee.](https://www.sec.gov/Archives/edgar/data/1289490/000119312525176975/d847619dex42.htm) | | | 8-K | | | August 8, 2025 | | | 4.2 | | | | | |
| 10.5* | | | | | | [Amended and Restated 2015 Incentive Award Plan](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001289490/000162828025015917/exr-20250401.htm) | | | DEFA14A | | | April 1, 2025 | | | Appendix B | | | | | |
| 10.3 | | | | | | [Promissory Note, dated June 25, 2007, among Extra Space Storage LP, H. James Knuppe and Barbara Knuppe.](https://www.sec.gov/Archives/edgar/data/1289490/000110465907050085/a07-17493_1ex10d2.htm) | | | 8-K | | | June 26, 2007 | | | 10.2 | | | | | |
| 10.4 | | | | | | [Pledge Agreement, dated June 25, 2007, among Extra Space Storage LP, H. James Knuppe and Barbara Knuppe.](https://www.sec.gov/Archives/edgar/data/1289490/000110465907050085/a07-17493_1ex10d3.htm) | | | 8-K | | | June 26, 2007 | | | 10.3 | | | | | |
| 10.6 | | | | | | [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 Knuppe.](https://www.sec.gov/Archives/edgar/data/1289490/000110465914036162/a14-9641_1ex10d1.htm) | | | 10-Q | | | May 8, 2014 | | | 10.1 | | | | | |
| 10.7 | | | | | | [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 Knuppe.](https://www.sec.gov/Archives/edgar/data/1289490/000162828017005050/exr-03312017x10qxex101.htm) | | | 10-Q | | | May 5, 2017 | | | 10.1 | | | | | |
| 10.11* | | | | | | [2004 Long-Term Compensation Incentive Plan as amended and restated effective March 25, 2008](https://www.sec.gov/Archives/edgar/data/1289490/000104746908004593/a2184280zdef14a.htm) | | | DEFA14A | | | April 14, 2008 | | | Definitive Proxy Statement | | | | | |
Item 16. Form 10-K Summary
12 rewritten, 2 added, 1 removed, 32 unchanged
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ JOSEPH D. MARGOLIS | | |
| | | | | | | | | | | | | [removed: P. Scott Stubbs] [added: Jeff Norman] *Executive Vice President and Chief Financial Officer* *(Principal Financial Officer)* | | |
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ GRACE KUNDE | | |
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ KENNETH M. WOOLLEY | | |
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ MARK BARBERIO | | |
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ JOSEPH J. BONNER | | |
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ GARY CRITTENDEN | | |
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ SUSAN HARNETT | | |
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ SPENCER F. KIRK | | |
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ DIANE OLMSTEAD | | |
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ JULIA VANDER PLOEG | | |
| Date: February [removed: 28, 2025] [added: 20, 2026] | | | | | | By: | | | | | | /s/ JOSEPH V. SAFFIRE | | |
| Date: February 20, 2026 | | | | | | By: | | | | | | /s/ JOSEPH D. MARGOLIS | | |
| Date: February 20, 2026 | | | | | | By: | | | | | | /s/ JEFF NORMAN | | |
| Date: February 28, 2025 | | | | | | By: | | | | | | /s/ P. SCOTT STUBBS | | |