Public Storage 8-K 2026-09-09

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 9, 2026

Public Storage

(Exact Name of Registrant as Specified in its Charter)

Registrant’s telephone number, including area code (469) 649-9486

N/A

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

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

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

On September 9, 2026, Public Storage (the “Company”), Public Storage Operating Company, a subsidiary of the Company (“PSOC”), and PS Canada Finance ULC, a subsidiary of the Company (“PS Canada”), entered into an underwriting agreement (the “Underwriting Agreement”) with Scotia Capital Inc. and TD Securities Inc., as representatives of the several underwriters named therein (the “Underwriters”), for the sale of C$400 million aggregate principal amount of senior notes due 2033 (the “Notes”). The Notes will be issued by PS Canada and guaranteed by the Company and PSOC.

The Notes will bear interest at an annual rate of 4.540%, will be issued at par value and will mature on September 16, 2033. PS Canada will pay interest on the Notes semi-annually on March 16 and September 16 of each year, commencing March 16, 2027.

The offering of the Notes was made pursuant to the shelf registration statement on Form S-3 (File Nos. 333-283556, 333-283556-01 and 333-283556-02) which was amended by the Company, PSOC and PS Canada via the filing of a post-effective amendment to such registration statement with the Securities and Exchange Commission (the “SEC”) on September 8, 2026. A preliminary prospectus supplement, dated September 9, 2026, relating to the Notes and supplementing the prospectus was filed with the SEC pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended (the “Securities Act”).

The offering is expected to close on September 16, 2026, subject to the satisfaction of customary closing conditions. The Company expects to use the net proceeds to replenish cash used to fund the Public Storage Canada acquisition and for other general corporate purposes, including to make investments in self-storage facilities (such as acquisitions of facilities or interests in entities that own facilities, development, and mortgage loans secured by facilities), the repayment of debt and the redemption of outstanding securities.

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

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

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.