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What changed in Extra Space Storage's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Extra Space Storage's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+204 added−185 removedSource: 10-K (2026-02-20) vs 10-K (2025-02-28)

Top changes in Extra Space Storage's 2025 10-K

204 paragraphs added · 185 removed · 150 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeTraining and Development In order to attract and retain diverse top talent, we believe strongly that development is a continuous journey throughout the employee's career. We provide formal development programs which are available to employees who are ready for an intense structured experience.
Biggest changeWe provide formal development programs, which are available to employees who are ready for an intense structured experience, that help us to attract and retain top talent with varied backgrounds and skill sets . In 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.
These investments benefit us by providing dividend income, creating additional potential future acquisition opportunities through relationships with the companies in which we invest, or increasing our management business. Operating Segments We operate in two distinct segments: (1) self-storage operations; and (2) tenant reinsurance. Our self-storage operations activities include rental operations of wholly-owned stores.
These investments benefit us by providing dividend income, creating additional potential future acquisition opportunities through relationships with the companies in which we invest, and/or increasing our management business. Operating Segments We operate in two distinct segments: (1) self-storage operations; and (2) tenant reinsurance. Our self-storage operations activities include rental operations of wholly-owned stores.
We proactively redevelop properties to add units or modify existing unit mix to better meet the demand in a given market and to maximize revenue. We also redevelop properties to extend their useful life, increase visual appeal, enhance security and improve brand consistency across the portfolio.
We proactively redevelop properties to add units or modify the existing unit mix to better meet the demand in a given market and to maximize revenue. We also redevelop properties to extend their useful life, increase visual appeal, enhance security and improve brand consistency across the portfolio.
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 are not yet settled into a permanent residence. Items that tenants place in self-storage may include furniture, household items and appliances.
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 7 are not yet settled into a permanent residence. Items that tenants place in self-storage may include furniture, household items and appliances.
Sale of Properties - We have not historically sold a high volume of stores, as we generally believe we are able to optimize the cash flow from stores through continued operations. However, we may sell more stores or interests in stores in the future in response to changing economic, financial or investment conditions.
Sale of Properties - We have not historically sold a high volume of stores, as we generally believe we are able to optimize the cash flow from stores through continued operations. However, we may sell more stores or interests in stores in the future in response to changing economic, financial, market or investment conditions.
Competitive bidding practices have been commonplace between both public and private entities, and this will likely continue. Regulation 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 1990.
Competitive bidding practices have been commonplace between both public and private entities, and this will likely continue. Regulation 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 1990 (the “ADA”).
Self-Storage Operations We own, operate, manage, provide lending to, acquire, develop and redevelop self-storage properties (“stores”). We operate and manage our business by evaluating the operating performance of the properties for our entire portfolio which includes wholly-owned stores, stores in which we have a partial ownership interest and managed stores.
Self-Storage Operations We own, operate, manage, provide lending for, acquire, develop and redevelop self-storage properties (“stores”). We operate and manage our business by evaluating the operating performance of the properties for our entire portfolio which includes wholly-owned stores, stores in which we have a partial ownership interest and managed stores.
We believe that excellence and innovation stem from diverse perspectives, integrity is upheld through equitable practices, and optimal teamwork thrives in an inclusive environment. We strive to ensure every employee feels engaged and empowered to bring their whole selves to work, fueling their passion and commitment to our shared goals.
We believe that excellence and innovation stem from varied perspectives, integrity is upheld through equitable practices, and optimal teamwork thrives in an inclusive environment. We strive to ensure every employee feels engaged and empowered to bring their whole selves to work, fueling their passion and commitment to our shared goals.
In 2024 , 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. • Inclusion is central to our values and culture at Extra Space.
In 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. • Inclusion is central to our values and culture at Extra Space.
We generally originate mortgage loans and mezzanine loans with the option to sell a portion of the mortgage loans to third parties, while retaining our interests in the mezzanine loans. As of December 31, 2024, the total balance of bridge loans receivable was $1.2 billion. 5 We have made investments in preferred stock of other self-storage companies.
We generally originate mortgage loans and mezzanine loans with the option to sell a portion of the mortgage loans to third parties, 5 while retaining our interests in the mezzanine loans. As of December 31, 2025, the total balance of bridge loans receivable was $1.5 billion. We have made investments in preferred stock of other self-storage companies.
A wholly-owned, consolidated subsidiary fully reinsures such policies and thereby assumes all risk of losses under these policies and receives reinsurance premiums, substantially equal to the premiums collected from our tenants, from the non-affiliated insurance company. As of December 31, 2024, we managed 1,575 stores for third party owners.
A wholly-owned, consolidated subsidiary fully reinsures such policies and thereby assumes all risk of losses under these policies and receives reinsurance premiums, substantially equal to the premiums collected from our tenants, from the non-affiliated insurance company. As of December 31, 2025, we managed 1,856 stores for third party owners.
Joint Ventures - As of December 31, 2024, we owned 460 of our stores through unconsolidated joint ventures with third parties. Our joint venture partners typically provide most of the equity capital required for the acquisition of stores owned in these joint ventures.
Joint Ventures - As of December 31, 2025, we owned 407 of our stores through unconsolidated joint ventures with third parties. Our joint venture partners typically provide most of the equity capital required for the acquisition of stores owned in these joint ventures.
Our field employees received an aver age of 17 ho urs of training and each new hire received an average of 82 hours of training in 2024. 8 Inclusion and Values • We are committed to fostering an inclusive culture and living our core values of integrity, teamwork, excellence, passion and innovation.
Our field employees received an aver age of 48 ho urs of training and each new hire received an average of 82 hours of training in 2025. Inclusion and Values • We are committed to fostering an inclusive culture and living our core values of integrity, teamwork, excellence, passion and innovation.
Common Operating Partnership units receive distributions equal to the dividends on common stock, while Preferred Operating Partnership units receive distributions at various negotiated rates. We may issue additional units in the future when circumstances are favorable. During the year ended December 31, 2024, we issued 623,621 Operating Partnership units.
Common Operating Partnership units receive distributions equal to the dividends on common stock, while Preferred Operating Partnership units receive distributions at various negotiated rates. We may issue additional units in the future when circumstances are favorable. During the year ended December 31, 2025, we issued 131,027 Operating Partnership units.
Our employees are not represented by a collective bargaining agreement. In 2024, we invited our employees to participate in an employee satisfaction survey and achieved an overall satisfaction score of 75% with 94% of our employees participating in our survey.
Our employees are not represented by a collective bargaining agreement. In 2025, we invited our employees to participate in an employee satisfaction survey and achieved an overall satisfaction score of 76% with 93% of our employees participating in our survey.
We believe that if we focus on attracting, developing, and retaining diverse top talent at all levels of the organization, our employees will take care of our customers and drive growth for our shareholders. As of December 31, 2024, we had 8,012 employees and believe our relationship with our employees is good.
We believe that if we focus on attracting, developing, and retaining top talent 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. 8 As of December 31, 2025, we had 8,393 employees and believe our relationship with our employees is good.
The remainder of the industry is characterized by numerous small, local operators. The 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.
The 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.
For the year ended December 31, 2024, we sold six stores for $102.5 million. For the year ended December 31, 2023, we did not sell any stores. Industry & Competition We are the largest self-storage operator in the United States. Our three primary competitors who are public self-storage REITs are CubeSmart, National Storage Affiliates and Public Storage.
For the year ended December 31, 2025, we sold 37 stores for $305.8 million. For the year ended December 31, 2024 we sold six stores for $102.5 million. Industry & Competition We are the largest self-storage operator in the United States. Our three primary competitors who are public self-storage REITs are CubeSmart, National Storage Affiliates and Public Storage.
As of December 31, 2024, our Credit Lines had available capacity of $2.1 billion, of which $1.3 billion was undrawn. 6 Commercial Paper - We have a commercial paper program which we use as short-term financing until we obtain longer-term financing through either debt or equity.
Credit Lines - We have two credit lines which we primarily use as short-term bridge financing until we obtain longer-term financing through either debt or equity. As of December 31, 2025, our Credit Lines had available capacity of $3.1 billion, of which $2.6 billion was undrawn.
Stores offer month-to-month rental of storage space for personal or business use. As of December 31, 2024, we owned and/or operated 4,011 stores in 42 states, and Washington, D.C., comprising approximately 308.4 million square feet of net rentable space in approximately 2.8 million units.
Stores offer month-to-month rental of storage space for personal or business use. As of December 31, 2025, we owned and/or operated 4,281 stores in 43 states, and Washington, D.C., comprising approximately 330.4 million square feet of net rentable space in approximately 2.9 million units.
We believe that our emphasis on training and development, employee safety, employee health and well-being, and a commitment to our values leads to an increase in employee engagement and positions us to attract and retain top diverse talent.
We believe that our emphasis on training and development, employee safety, employee health and well-being, and a commitment to our values lead to an increase in employee engagement and positions us to attract and retain top talent with varied backgrounds and skill sets.
We also offer other health-oriented benefits such as a fitness program that allows for reimbursements to employees for expenses incurred relating to fit-friendly activities, sports or exercise equipment. We also provide employees access to a network of childcare and elder care providers.
We also offer other health-oriented benefits such as a fitness program that allows for reimbursements to employees for expenses incurred relating to fit-friendly activities, sports or exercise equipment. We also provide employees access to a network of childcare and elder care providers. Training and Development We believe strongly that development is a continuous journey throughout an employee ’ s career.
However, in the short term, these acquisitions cause dilution to our earnings during the two-to-four year period required to lease up the Certificate of Occupancy stores. We expect that this trend will continue as we continue to acquire Certificate of Occupancy stores.
However, in the short term, these acquisitions cause dilution to our earnings during the two-to-four year period required to lease up the Certificate of Occupancy stores.
The self-storage industry is a mature industry with average occupancies that are typically at or above 90%. Our average occupancy for our same-store pool for 2024 was 93.9%. 7 The self-storage industry is characterized by fragmented ownership, where the largest companies in the industry own a fraction of the operating stores.
The self-storage industry is a mature industry with average occupancies that are typically around 90%. Our average occupancy for our same-store pool for 2025 was 93.7%. The self-storage industry is characterized by fragmented ownership, where the largest companies in the industry own a minority of the operating stores. The remainder of the industry is characterized by numerous small, local operators.
We have implemented one of the most dynamic online marketing programs in the industry, which we believe will attract more customers to our stores at a lower net cost compared with our competitors. We continually analyze our portfolio to look for long-term value-enhancing opportunities.
We have implemented one of the most dynamic online marketing programs in the industry, which we believe will attract more customers to our stores and deliver strong returns on investment. We continually analyze our portfolio to look for long-term value-enhancing opportunities.
We view equity interests in our Operating Partnership as another source of capital that can provide an attractive tax planning opportunity to sellers of real estate. We issue common and preferred Operating Partnership units to sellers in certain acquisitions.
During the year ended December 31, 2025, we did not issue or sell any shares of common stock. We view equity interests in our Operating Partnership as another source of capital that can provide an attractive tax planning opportunity to sellers of real estate. We issue common and preferred Operating Partnership units to sellers in certain acquisitions.
Financing of Our Long-Term Growth Strategies As a REIT, we are required to distribute at least 90% of our REIT taxable income to our stockholders. Consequently, we require access to additional sources of capital to fund our growth. We expect to maintain a flexible approach to financing growth.
We expect that this trend will continue as we continue to acquire Certificate of Occupancy stores. 6 Financing of Our Long-Term Growth Strategies As a REIT, we are required to distribute annually at least 90% of our REIT taxable income to our stockholders. Consequently, we require access to additional sources of capital to fund our growth.
Changes in any of these laws or regulations, as well as changes in laws, such as the Comprehensive Environmental Response and Compensation Liability Act, which increases the potential liability for environmental conditions or circumstances existing or created by tenants or others on stores, or laws affecting development, construction, operation, limitations on rent increases due to state of emergency or similar orders, upkeep, safety and taxation may result in significant unanticipated expenditures, loss of stores or other impairments to operations, which would adversely affect our financial position, results of operations or cash flows.
Changes in any of these laws or regulations, as well as changes in laws affecting construction, development, operation, limitations on rent increases due to state of emergency or similar orders, disclosures regarding fees and rental increases, safety and taxation may result in significant impairments to operations, unanticipated expenditures, or loss of stores, which would adversely affect our financial position, results of operations or cash flows.
We will continue to utilize a combination of secured and unsecured financing for future store acquisitions and development. As of December 31, 2024, we had $1.0 billion of secured notes payable and $10.2 billion of unsecured notes payable outstanding. Equity - We have an active “at the market” (“ATM”) program for selling stock.
As of December 31, 2025, we had $1.1 billion of secured notes payable and $11.2 billion of unsecured notes payable outstanding. Equity - We have an active “at the market” (“ATM”) program for selling stock. We sell stock under the ATM program from time to time to raise capital when we believe conditions are advantageous.
As of December 31, 2024, our commercial paper program had available capacity of $1.0 billion, of which $500 million was undrawn. Secured and Unsecured Debt - We primarily use public bonds, unsecured private placement bonds and unsecured bank term loans to finance store acquisitions and development efforts.
Secured and Unsecured Debt - We primarily use public bonds, unsecured private placement bonds and unsecured bank term loans to finance store acquisitions and development efforts. We will continue to utilize a combination of secured and unsecured financing for future store acquisitions and development.
Credit Lines - We have two credit lines which we primarily use as short-term bridge financing until we obtain longer-term financing through either debt or equity.
Commercial Paper - We have a commercial paper program which we use as short-term financing until we obtain longer-term financing through either debt or equity. As of December 31, 2025, our commercial paper program had available capacity of $1.0 billion, of which $320 million was undrawn.
Removed
We sell stock under the ATM program from time to time to raise capital when we believe conditions are advantageous. During the year ended December 31, 2024, we did not issue or sell any shares of common stock.
Added
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.
Removed
In 2024, we invested in training and development for our employees, which included leadership training, communication training, individual development plans, site manager training and mentorship programs.
Added
We expect to maintain a flexible approach to financing growth.
Added
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.
Added
Similar restrictions could be imposed in the future in response to significant events, and these restrictions could adversely impact our operations.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIn addition, our Operating Partnership is required to indemnify us, our affiliates and each of our respective trustees, officers, directors, employees and agents to the fullest extent permitted by applicable law against any and all losses, claims, damages, liabilities (whether joint or several), expenses (including, without limitation, attorneys’ fees and other legal fees and expenses), judgments, fines, settlements and other amounts arising from any and all claims, demands, actions, suits or proceedings, civil, criminal, administrative or investigative, that relate to the operations of the Operating Partnership, provided that our Operating Partnership will not indemnify for (1) willful misconduct or a knowing violation of the law, (2) any transaction for which such person received an improper personal benefit in violation or breach of any provision of the partnership agreement, or (3) in the case of a criminal proceeding, the person had reasonable cause to believe the act or omission was unlawful. 12 The provisions of Delaware law that allow the common law fiduciary duties of a general partner to be modified by a partnership agreement have not been resolved in a court of law, and we have not obtained an opinion of counsel covering the provisions set forth in the partnership agreement that purport to waive or restrict our fiduciary duties that would be in effect under common law were it not for the partnership agreement.
Biggest changeIn 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 17 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.
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 lower demand for storage facilities, 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.
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 lead to lower demand for storage facilities, 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.
Therefore, our level of debt and the limitations imposed on us by our debt agreements could have significant adverse consequences, including the following: • our cash flow may be insufficient to meet our required principal and interest payments; • we may be unable to borrow additional funds as needed or on favorable terms, including to make acquisitions or to continue to make distributions required to maintain our qualification as a REIT; 14 • we may be unable to refinance our indebtedness at maturity, or the refinancing terms may be less favorable than the terms of our original indebtedness; • because a portion of our debt bears interest at variable rates, an increase in interest rates could materially increase our interest expense; • we may be forced to dispose of one or more of our stores, possibly on disadvantageous terms; • after debt service, the amount available for cash distributions to our stockholders is reduced; • we may experience increased vulnerability to economic and industry downturns, reducing our ability to respond to changing business and economic conditions; • we may default on our obligations, and the lenders or mortgagees may foreclose on our stores that secure their loans and receive an assignment of rents and leases and/or enforce our guarantees; • we may violate restrictive covenants in our loan documents, which would entitle the lenders to accelerate our debt obligations; and • our default under any one of our mortgage loans with cross-default or cross-collateralization provisions could result in a default on other indebtedness or result in the foreclosures of other stores.
Therefore, our level of debt and the limitations imposed on us by our debt agreements could have significant adverse consequences, including the following: • our cash flow may be insufficient to meet our required principal and interest payments; • we may be unable to borrow additional funds as needed or on favorable terms, including to make acquisitions or to continue to make distributions required to maintain our qualification as a REIT; • we may be unable to refinance our indebtedness at maturity, or the refinancing terms may be less favorable than the terms of our original indebtedness; • because a portion of our debt bears interest at variable rates, an increase in interest rates could materially increase our interest expense; • we may be forced to dispose of one or more of our stores, possibly on disadvantageous terms; • after debt service, the amount available for cash distributions to our stockholders is reduced; • we may experience increased vulnerability to economic and industry downturns, reducing our ability to respond to changing business and economic conditions; • we may default on our obligations, and the lenders or mortgagees may foreclose on our stores that secure their loans and receive an assignment of rents and leases and/or enforce our guarantees; • we may violate restrictive covenants in our loan documents, which would entitle the lenders to accelerate our debt obligations; and • our default under any one of our mortgage loans with cross-default or cross-collateralization provisions could result in a default on other indebtedness or result in the foreclosures of other stores.
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 15 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.
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.
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 information; and enter into specific contractual provisions with service providers that process California resident personal information on the business’s behalf.
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 11 information; and enter into specific contractual provisions with service providers that process California resident personal information on the business’s behalf.
There are a number of factors that may adversely affect the income that our stores generate, including the following: Risks Related to Our Stores and Operations Adverse economic or other conditions in the markets in which we do business could negatively affect our occupancy levels and rental rates and therefore our operating results.
There are a number of factors that may adversely affect the income that our stores generate, including the following: 9 Risks Related to Our Stores and Operations Adverse economic or other conditions in the markets in which we do business could negatively affect our occupancy levels and rental rates and therefore our operating results.
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, subject, in each case, to applicable limitations under the Internal Revenue Code.
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, 13 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 16 of our stock.
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 of our stock.
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), 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.
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), 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.
Any failure to maintain the proper functioning, confidentiality, security and availability of our or our third-party service 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 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.
Any failure to maintain the proper functioning, confidentiality, integrity and availability of our or our third-party service 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 (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.
To qualify as a REIT, we generally must distribute to our stockholders at least 90% of our REIT taxable income each year, 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 less than 100% of our REIT taxable income each year, determined without regard to the deduction for dividends paid and including net capital gains.
To qualify as a REIT, we generally must distribute to our stockholders annually at least 90% of our REIT taxable 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 for any year less than 100% of our REIT taxable income, determined without regard to the deduction for dividends paid and including net capital gains.
Also, we must make distributions to stockholders aggregating annually at least 90% of our REIT taxable income, determined without regard to the dividends paid deduction and excluding net capital gains, and we will be subject to U.S. federal corporate income tax to the extent we distribute less than 100% of our REIT taxable income, without regard to the dividends paid deduction and including net capital gains.
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 for any year less than 100% of our REIT taxable income, determined without regard to the dividends paid deduction and including net capital gains.
Credit and financial markets can be volatile and may be impacted by diminished liquidity and credit availability, rising interest and inflation rates, declines in economic growth and uncertainty about economic stability as well as geopolitical events such as the ongoing conflict between Russia and Ukraine, terrorism, civil unrest and acts of war.
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, Israel and Hamas, and Israel and Iran, terrorism, civil unrest and acts of war.
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 unitholders could be adversely affected. State and federal regulations relating to natural disasters, public health emergencies or consumer protection could adversely affect our results of operations.
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 unit holders could be adversely affected. State and federal regulations relating to natural disasters, public health emergencies or consumer protection could adversely affect our results of operations.
Even if identified, we may be unable to adequately investigate or remediate incidents or breaches due to attackers increasingly using tools and techniques that are designed to circumvent controls, to avoid detection, and to remove or obfuscate forensic evidence.
Even if identified, we may be unable to adequately investigate or remediate incidents or breaches due to attackers increasingly using sophisticated tools and techniques (including artificial intelligence) that are designed to circumvent controls, to avoid detection, and to remove or obfuscate forensic evidence.
Climate change may adversely affect our results of operations. Climate change may cause extreme weather, changes in precipitation and temperature, increases in wild fire risk and rising sea levels in the areas in which we operate which may cause physical damage to our stores or a decrease in demand for rental space in the areas affected by these conditions.
Climate change may cause extreme weather, changes in precipitation and temperature, increases in wild fire risk and rising sea levels in the areas in which we operate which may cause physical damage to our stores or a decrease in demand for rental space in the areas affected by these conditions.
From time to time, we may acquire properties, or interests in properties, with known adverse environmental conditions for which we believe that the environmental liabilities associated with these conditions are quantifiable and that the acquisition will yield a superior risk-adjusted return. Costs associated with complying with the Americans with Disabilities Act of 1990 may result in unanticipated expenses.
From time to time, we may acquire properties, or interests in properties, with known adverse environmental conditions for which we believe that the environmental liabilities associated with these conditions are quantifiable and that the acquisition will yield a superior risk-adjusted return. Costs associated with complying with the ADA may result in unanticipated expenses.
In that case, our revenues and results of operations may be materially and adversely impacted. As of December 31, 2024, the total outstanding balance under investments in debt securities and notes receivable was $1.6 billion, including $1.2 billion outstanding under our bridge loan program.
In that case, our revenues and results of operations may be materially and adversely impacted. As of December 31, 2025, the total outstanding balance under investments in debt securities and notes receivable was $1.8 billion, including $1.5 billion outstanding under our bridge loan program.
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 REIT for taxable years beginning before January 1, 2026.
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 REIT.
Our joint venture investments could be adversely affected by our lack of sole decision-making authority. As of December 31, 2024, we held interests in 469 operating stores through joint ventures. Some of these arrangements could be adversely affected by our lack of sole decision-making authority, our reliance on co-venturers' financial conditions and disputes between us and our co-venturers.
As of December 31, 2025, we held interests in 407 operating stores through unconsolidated joint ventures. Some of these arrangements could be adversely affected by our lack of sole decision-making authority, our reliance on co-venturers’ financial conditions and disputes between us and our co-venturers.
If our forecasts prove incorrect, or if any of our borrowers and unconsolidated real estate entities fail to perform as expected, we may incur losses from these investments which could have a material adverse effect on our operating revenue and results of operations.
If our forecasts prove incorrect, or if any of our borrowers and unconsolidated real estate entities fail to perform as expected, we may incur losses from these investments which could have a material adverse effect on our operating revenue and results of operations. Conflicts of interest could arise as a result of our relationship with our Operating Partnership.
Any failure or perceived failure by us or our employees, representatives, contractors, consultants, collaborators, or other third parties to comply with such requirements or adequately address privacy and security concerns, even if unfounded, could result in additional cost and liability to us, damage our reputation, and adversely affect our business, financial condition and results of operations. 11 Our property taxes could increase due to reassessment or property tax rate changes.
Any failure or perceived failure by us or our employees, representatives, contractors, consultants, collaborators, or other third parties to comply with such requirements or adequately address privacy and security concerns, even if unfounded, could result in additional cost and liability to us, damage our reputation, and adversely affect our business, financial condition and results of operations.
As a result, our operating results may be adversely affected. Legal disputes, settlement and defense costs could have an adverse effect on our operating results. From time to time we have to make monetary settlements or defend actions or arbitration (including class actions) to resolve tenant, employment-related or other claims and disputes.
Legal disputes, settlement and defense costs could have an adverse effect on our operating results. From time to time we have to make monetary settlements or defend actions or arbitration (including class actions) to resolve tenant, employment-related or other claims and disputes.
Our ability to acquire stores on favorable terms and successfully integrate and operate them may be constrained by the following significant risks: • competition from local investors and other real estate investors with significant capital, including other publicly-traded REITs and institutional investment funds; • competition from other potential acquirers may significantly increase the purchase price which could reduce our profitability; • the inability to achieve satisfactory completion of due diligence investigations and other customary closing conditions; and • 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 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. 10 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 ability to acquire stores on favorable terms and successfully integrate and operate them may be constrained by the following significant risks: • competition from local investors and other real estate investors with significant capital, including other publicly-traded REITs and institutional investment funds; • competition from other potential acquirers may significantly increase the purchase price which could reduce our profitability; • the inability to achieve satisfactory completion of due diligence investigations and other customary closing conditions; and • 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 12 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.
Further, as of December 31, 2024, the total outstanding balance of our investments in unconsolidated real estate entities, net of cash distributions, was $1.3 billion, of which $350 million was invested in the preferred stock of entities affiliated with SmartStop.
Further, as of December 31, 2025, the total outstanding balance of our investments in unconsolidated real estate entities, net of cash distributions, was $993 million, of which $250 million was invested in the preferred stock of entities affiliated with SmartStop.
Environmental compliance costs and liabilities associated with operating our stores may adversely affect our results of operations. Under various U.S. federal, state and local laws, ordinances and regulations, a current or previous owner, developer or operator of real estate may be liable for the costs of removal or remediation of certain hazardous or toxic substances, which could be substantial.
Under various U.S. federal, state and local laws, ordinances and regulations, a current or previous owner, developer or operator of real estate may be liable for the costs of removal or remediation of certain hazardous or toxic substances, which could be substantial.
The credit ratings assigned to the outstanding publicly-traded notes and other debt securities of the Operating Partnership could change based upon, among other things, our results of operations and financial condition.
A downgrade in our credit ratings could materially adversely affect our business and financial condition and the market value of our outstanding notes. The credit ratings assigned to the outstanding publicly-traded notes and other debt securities of the Operating Partnership could change based upon, among other things, our results of operations and financial condition.
As of December 31, 2024, we had approximately $12.6 billion of debt outstanding, of which approximately $3.0 billion or 24.2% was subject to variable interest rates (excluding debt with interest rate swaps). This variable rate debt had a weighted average interest rate of approximately 5.4% per annum.
As of December 31, 2025, we had approximately $13.5 billion of debt outstanding, of which approximately $2.4 billion or 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 4.8% per annum.
If one or more of our stores is not in compliance with the ADA or other legislation, then we would be required to incur additional costs to bring the facility into compliance. There is significant competition among self-storage operators and from other storage alternatives.
If one or more of our stores is not in compliance with the ADA or other legislation, then we would be required to incur additional costs to bring the facility into compliance.
We may not be successful in identifying and consummating suitable acquisitions that meet our criteria, which may impede our growth. Our ability to expand through acquisitions is integral to our business strategy and requires us to identify suitable acquisition candidates or investment opportunities that meet our criteria and are compatible with our growth strategy.
Our ability to expand through acquisitions is integral to our business strategy and requires us to identify suitable acquisition candidates or investment opportunities that meet our criteria and are compatible with our growth strategy.
We may incur additional debt in connection with future acquisitions and development. We may borrow under our revolving lines of credit and commercial paper program or borrow new funds to finance these future stores.
As of December 31, 2025, we had approximately $13.5 billion of outstanding indebtedness. We may incur additional debt in connection with future acquisitions and development. We may borrow under our revolving lines of credit and commercial paper program or borrow new funds to finance these future stores.
We maintain comprehensive property and casualty insurance policies, including liability, fire, flood, earthquake, wind (as we deem necessary or as required by our lenders), umbrella coverage and rental loss insurance with respect to our stores.
Uninsured losses, losses in excess of our insurance coverage, or increasing insurance deductibles could adversely affect our financial condition and our cash flow. We maintain comprehensive property and casualty insurance policies, including liability, fire, flood, earthquake, wind (as we deem necessary or as required by our lenders), umbrella coverage and rental loss insurance with respect to our stores.
Settling any such liabilities could negatively impact our 9 operating results and cash available for distribution to stockholders and could also adversely affect our ability to sell, lease, operate or encumber affected properties. Our tenant reinsurance business is subject to significant governmental regulation, which may adversely affect our results. Our tenant reinsurance business is subject to significant governmental regulation.
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. Climate change may adversely affect our results of operations.
Woolley, certain of his affiliates, family members and estates and trusts formed for the benefit of the foregoing; to Spencer F.
Woolley, certain of his affiliates, family members and estates and trusts formed for the benefit of the foregoing; to Spencer F. Kirk, certain of his affiliates, family members and estates and trusts formed for the benefit of the foregoing; and to certain designated investment entities as defined in our charter.
Development of self-storage facilities by other operators could continue to increase in the future. Actions by our competitors may decrease or prevent increases in our occupancy and rental rates, while increasing our operating expenses, which could adversely affect our business and results of operations.
Actions by our competitors may decrease or prevent increases in our occupancy and rental rates, while increasing our operating expenses, which could adversely affect our business and results of operations. Our property taxes could increase due to reassessment or property tax rate changes.
In addition, the relative attractiveness of real estate in general may be adversely affected by the favorable tax treatment given to corporate dividends, which could negatively affect the value of our stores. Possible legislative or other actions affecting REITs could adversely affect our stockholders.
In addition, the relative attractiveness of real estate in general may be adversely affected by the favorable tax treatment given to corporate dividends, which could negatively affect the value of our stores. 14 We will pay some taxes, reducing cash available for stockholders.
We believe we operate in a manner that allows us to qualify as a REIT for U.S. federal income tax purposes under the Internal Revenue Code.
Risks Related to Qualification and Operation as a REIT Our failure to qualify as a REIT would have significant adverse consequences to us and the value of our stock. We believe we operate in a manner that allows us to qualify as a REIT for U.S. federal income tax purposes under the Internal Revenue Code.
Failure to hedge effectively against interest rate changes may adversely affect our financial condition, results of operations and ability to make cash distributions to our stockholders. Our existing indebtedness contains covenants that limit our operating flexibility, and failure to comply with all covenants in our debt agreements could materially and adversely affect us.
Our existing indebtedness contains covenants that limit our operating flexibility, and failure to comply with all covenants in our debt agreements could materially and adversely affect us.
Competition in the local markets in which many of our stores are located is significant and has affected our occupancy levels, rental rates and operating expenses. Development of self-storage facilities has increased in recent years, which has intensified competition, and we expect it will continue to do so as newly developed facilities are opened.
Development of self-storage facilities has increased in recent years, which has intensified competition, and we expect it will continue to do so as newly developed facilities are opened. Development of self-storage facilities by other operators could continue to increase in the future.
Required payments of principal and interest on borrowings may leave us with insufficient cash to operate our stores or to pay the distributions currently contemplated or necessary to maintain our qualification as a REIT and may expose us to the risk of default under our debt obligations. As of December 31, 2024, we had approximately $12.6 billion of outstanding indebtedness.
Failure to hedge effectively against interest rate changes may adversely affect our financial condition, results of operations and ability to make cash distributions to our stockholders. 15 Required payments of principal and interest on borrowings may leave us with insufficient cash to operate our stores or to pay the distributions currently contemplated or necessary to maintain our qualification as a REIT and may expose us to the risk of default under our debt obligations.
Further, the impact of climate change may increase the cost of, or make unavailable, property insurance or other hazard insurance on terms we find acceptable or necessary to adequately protect our properties. Risks Related to Our Organization and Structure Conflicts of interest could arise as a result of our relationship with our Operating Partnership.
Further, the impact of climate change may increase the cost of, or make unavailable, property insurance or other hazard insurance on terms we find acceptable or necessary to adequately protect our properties. Environmental compliance costs and liabilities associated with operating our stores may adversely affect our results of operations.
We have not requested and do not plan to request a ruling from the IRS regarding our qualification as a REIT. We will pay some taxes, reducing cash available for stockholders.
We have not requested and do not plan to request a ruling from the IRS regarding our qualification as a REIT. Possible legislative or other actions affecting REITs could adversely affect our stockholders.
Kirk, certain of his affiliates, family members and estates and trusts formed for the benefit of the foregoing; and to certain designated investment entities as defined in our charter. 13 Our board of directors has the power to issue additional shares of our stock in a manner that may not be in the best interest of our stockholders.
Our board of directors has the power to issue additional shares of our stock in a manner that may not be in the best interest of our stockholders.
To the extent that we are, or any of our TRSs are, required to pay U.S. federal, state or local taxes, we will have less cash available for distribution to stockholders. Item 1B. Unresolved Staff Comments None.
To the extent that we are, or any of our TRSs are, required to pay U.S. federal, state or local taxes, we will have less cash available for distribution to stockholders. Risks Related to Our Debt Financings Disruptions in the financial markets could affect our ability to obtain debt financing on reasonable terms and have other adverse effects on us.
In the event that some or all of our debt is accelerated and becomes immediately due and payable, we may not have the funds to repay or the ability to refinance our debt. A downgrade in our credit ratings could materially adversely affect our business and financial condition and the market value of our outstanding notes.
In the event that some or all of our debt is accelerated and becomes immediately due and payable, we may not have the funds to repay or the ability to refinance our debt. 16 Risks Related to Our Organization and Structure Our unconsolidated joint venture investments could be adversely affected by our lack of sole decision-making authority.
Also, the law relating to the tax treatment of other entities, or an investment in other entities, could change, making an investment in such other entities more attractive relative to an investment in a REIT. Our failure to qualify as a REIT would have significant adverse consequences to us and the value of our stock.
Also, the law relating to the tax treatment of other entities, or an investment in other entities, could change, making an investment in such other entities more attractive relative to an investment in a REIT. Dividends payable by REITs may be taxed at higher rates. Dividends payable by REITs may be taxed at higher rates than dividends of non-REIT corporations.
In addition, we may be obligated to fund the defense costs incurred by our directors and officers. Risks Related to Our Debt Financings Disruptions in the financial markets could affect our ability to obtain debt financing on reasonable terms and have other adverse effects on us.
In addition, we may be obligated to fund the defense costs incurred by our directors and officers. Item 1B. Unresolved Staff Comments None.
Removed
In addition, lower than expected rental rates upon re-letting could adversely affect our revenues and impede our growth. Uninsured losses, losses in excess of our insurance coverage, or increasing insurance deductibles could adversely affect our financial condition and our cash flow.
Added
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.
Removed
Risks Related to Qualification and Operation as a REIT Dividends payable by REITs may be taxed at higher rates. Dividends payable by REITs may be taxed at higher rates than dividends of non-REIT corporations.
Added
In addition, lower than expected rental rates upon re-letting could adversely affect our revenues and impede our growth. There is significant competition among self-storage operators and from other storage alternatives. Competition in the local markets in which many of our stores are located is significant and has affected our occupancy levels, rental rates and operating expenses.
Added
As a result, our operating results may be adversely affected. 10 Our tenant reinsurance business is subject to significant governmental regulation, which may adversely affect our results. Our tenant reinsurance business is subject to significant governmental regulation.
Added
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.
Added
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.
Added
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.
Added
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.
Added
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.
Added
While AI tools may facilitate optimization and operational efficiencies, they also have the potential for inaccuracy, bias, infringement or misappropriation of intellectual property.
Added
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.
Added
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.
Added
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.
Added
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.
Added
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.
Added
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.
Added
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. We may not be successful in identifying and consummating suitable acquisitions that meet our criteria, which may impede our growth.
Added
The provisions of Delaware law that allow the common law fiduciary duties of a general partner to be modified by a partnership agreement have not been resolved in a court of law, and we have not obtained an opinion of counsel covering the provisions set forth in the partnership agreement that purport to waive or restrict our fiduciary duties that would be in effect under common law were it not for the partnership agreement.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

8 edited+4 added−7 removed4 unchanged
Biggest changeOur cybersecurity risk management program includes the following: • third party risk assessments designed to help identify material cybersecurity risks to our critical systems, information, products, services, and our broader enterprise IT environment; 17 • a security team principally responsible for managing (1) our cybersecurity risk assessment processes, (2) our security controls, and (3) our response to cybersecurity incidents; • the use of external service providers, where appropriate, to assess, test or otherwise assist with aspects of our security controls; • end-user testing to assess the effectiveness of our security measures; • cybersecurity awareness training of our employees, incident response personnel, and senior management, including mandatory computer-based training, phishing awareness campaigns, and internal communications; • a cybersecurity IRP that includes procedures designed for identifying, analyzing, containing, remedying and otherwise responding to cybersecurity incidents; • testing of our incident response readiness through Disaster Recovery and Business Continuity Plan exercises; and • a third-party risk management process for service providers, suppliers, and vendors who have access to our critical systems and information.
Biggest changeKey elements of our cybersecurity risk management program include but are not limited to the following: • third party risk assessments designed to help identify material cybersecurity risks to our critical systems and information; • a security team principally responsible for managing (1) our cybersecurity risk assessment processes, (2) our security controls, and (3) our response to cybersecurity incidents; • the use of external service providers, where appropriate, to assess, test or otherwise assist with aspects of our security controls; • end-user testing to assess the effectiveness of our security measures; • cybersecurity awareness training of our employees, including incident response personnel and senior management, such as mandatory computer-based training, phishing awareness campaigns, and internal communications; • an Incident Response Plan (“IRP”) that includes procedures designed for identifying, analyzing, containing, remedying and otherwise responding to cybersecurity incidents; • testing of our incident response readiness through Disaster Recovery and Business Continuity Plan exercises; and • 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 cybersecurity risk management program is integrated into our overall enterprise risk management program and shares common methodologies, reporting channels and governance processes that apply across the enterprise risk management program to other legal, compliance, strategic, operational, and financial risk areas.
Our cybersecurity risk management program is integrated into our overall risk 18 management program and shares common methodologies, reporting channels and governance processes that apply across the risk management program to other legal, compliance, strategic, operational, and financial risk areas.
The team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants. Our management team overseeing cybersecurity has 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.
The team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants. Our management team overseeing cybersecurity has 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 Information Systems as well as our Vice President of Information Security and Compliance, internal security staff or external experts as part of the Board’s 18 continuing education on topics that impact public companies. The Audit Committee oversees required disclosures in the event of a cybersecurity breach.
Board members receive presentations on cybersecurity topics from our Senior Vice President of Technology as well as our Vice President of Information Security and Compliance, internal security staff or external experts as part of the Board’s continuing education on topics that impact public companies. The Audit Committee oversees required disclosures in the event of a cybersecurity incident.
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 Information Systems and Vice President of Information Security and Compliance, is responsible for assessing and managing our material risks from cybersecurity threats.
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 Technology and Vice President of Information Security and Compliance, is responsible for assessing and managing our material risks from cybersecurity threats.
Item 1C. Cybersecurity We have a cybersecurity risk management program intended to protect the confidentiality, integrity, and availability of our critical systems and information, which includes a cybersecurity Incident Response Plan (“IRP”).
Item 1C. Cybersecurity We have a cybersecurity risk management program intended to protect the confidentiality, integrity, and availability of our critical systems and information.
In addition, management updates the Board, as necessary, regarding any material cybersecurity incidents, as well as any incidents with lesser impact potential. The Board receives briefings from management on our cyber risk management program on a quarterly basis.
In addition, management updates the Board, where it deems appropriate, regarding any cybersecurity incidents it considers to be significant, or potentially significant. 19 The Board receives briefings from management on our cyber risk management program on a quarterly basis.
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. Board Oversight of Cybersecurity Our Board considers cybersecurity risk as part of its risk oversight function and oversees management’s implementation of our cybersecurity risk management program.
Board Oversight of Cybersecurity Our Board considers cybersecurity risk as part of its risk oversight function and oversees management’s implementation of our cybersecurity risk management program.
Removed
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.
Added
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.
Removed
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.
Added
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.
Removed
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.
Added
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.
Removed
Once containment is achieved, our focus shifts to remediation and recovery efforts.
Added
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.
Removed
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.
Removed
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.
Removed
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

Properties — owned and leased real estate

5 edited+0 added−2 removed1 unchanged
Biggest changeThe following table presents additional information regarding net rentable square feet and the number of stores by state: As of December 31, 2024 REIT Owned JV Owned Managed Total Location Property Count (1) Net Rentable Square Feet Property Count Net Rentable Square Feet Property Count Net Rentable Square Feet Property Count Net Rentable Square Feet 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 Nebraska — — — — 5 445,475 5 445,475 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 Utah 10 733,548 — — 46 3,726,944 56 4,460,492 Virginia 73 5,948,330 10 758,592 39 2,745,603 122 9,452,525 Washington 16 1,281,053 1 77,435 17 1,376,362 34 2,734,850 Washington, DC 1 100,203 1 104,206 6 534,367 8 738,776 Wisconsin 2 175,990 9 881,703 16 1,447,954 27 2,505,647 Totals 1,976 148,789,858 460 35,901,122 1,575 123,672,555 4,011 308,363,545 (1) Includes nine consolidated joint ventures and excludes approximately 18,500 units related to Bargold Storage Systems, LLC (“Bargold”).
Biggest changeThe following table presents additional information regarding net rentable square feet and the number of stores by state: As of December 31, 2025 REIT Owned JV Owned Managed Total Location Property Count (1) Net Rentable Square Feet Property Count Net Rentable Square Feet Property Count Net Rentable Square Feet Property Count Net Rentable Square Feet 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 Nebraska — — — — 5 445,395 5 445,395 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 Virginia 74 6,079,129 9 699,285 40 2,795,998 123 9,574,412 Washington 16 1,281,595 1 77,540 20 1,573,656 37 2,932,791 Washington, DC 1 100,373 1 104,148 6 534,512 8 739,033 Wisconsin 2 186,945 9 860,731 20 1,773,799 31 2,821,475 Totals 2,018 152,968,072 407 31,691,966 1,856 145,733,769 4,281 330,393,807 (1) Includes 11 stores in consolidated joint ventures. 20
As of December 31, 2024, approximately 2,300,000 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. Existing tenants generally receive rate increases at least annually, for which no direct correlation has been drawn to our vacancy trends.
As of December 31, 2025, approximately 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. Existing tenants generally receive rate increases at least annually, for which no direct correlation has been drawn to our vacancy trends.
Although leases are short-term in duration, the typical tenant tends to remain at our stores for an extended period of time. For same-stores as of December 31, 2024, the average length of stay for tenants who had vacated was approximately 17.5 months. Our store portfolio is made up of different types of construction and building configurations.
Although leases are short-term in duration, the typical tenant tends to remain at our stores for an extended period of time. For same-store properties as of December 31, 2025, the average length of stay for tenants who had vacated was approximately 17.0 months. Our store portfolio is made up of different types of construction and building configurations.
Item 2. Properties As of December 31, 2024, we owned or had ownership interests in 2,436 operating stores. Of these stores, 1,967 are wholly-owned, nine are in consolidated joint ventures, and 460 are in unconsolidated joint ventures. In addition, we managed 1,575 stores for third parties, bringing the total number of stores which we own and/or manage to 4,011.
Item 2. Properties As of December 31, 2025, we owned or had ownership interests in 2,425 operating stores. Of these stores, 2,007 are wholly-owned, 11 are in consolidated joint ventures, and 407 are in unconsolidated joint ventures. In addition, we managed 1,856 stores for third parties, bringing the total number of stores which we own and/or manage to 4,281.
These stores are located in 42 states and Washington, D.C. The majority of our stores are clustered around large population centers. The clustering of assets around these population centers enables us to reduce our operating costs through economies of scale.
These stores are located in 43 states and Washington, D.C. The clustering of assets around population centers enables us to reduce our operating costs through economies of scale. Our acquisitions have given us an increased scale in many core markets as well as a foothold in many markets where we had no previous presence.
Removed
Our acquisitions have given us an increased scale in many core markets as well as a foothold in many markets where we had no previous presence.
Removed
See Note 5 in the notes to the consolidated financial statements. 19

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeIssuer Purchases of Equity Securities 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. During the year ended December 31, 2024, no shares were repurchased.
Biggest changeInformation about our equity compensation plans is incorporated by reference in Item 12 of Part III of this Annual Report on Form 10-K. 21 Issuer Purchases of Equity Securities 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.
As a REIT, we are required to distribute 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, annually in order to maintain our REIT qualification for U.S. federal income tax purposes.
As a REIT, we are required to distribute 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, in order to maintain our REIT qualification for U.S. federal income tax purposes.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock is traded under the symbol “EXR” on the New York Stock Exchange (“NYSE”) since our IPO on August 17, 2004. On February 21, 2025, the closing price of our common stock as reported by the NYSE was $155.95.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock is traded under the symbol “EXR” on the New York Stock Exchange (“NYSE”) since our IPO on August 17, 2004. On February 13, 2026, the closing price of our common stock as reported by the NYSE was $146.36.
At February 21, 2025, we had 910 holders of record of our common stock. Certain of our shares are held in “street” name and accordingly, the number of beneficial owners of such shares is not known or included in the foregoing number.
At February 13, 2026, we had 935 holders of record of our common stock. Certain of our shares are held in “street” name and accordingly, the number of beneficial owners of such shares is not known or included in the foregoing number.
Removed
We have historically made regular quarterly distributions to our stockholders. Information about our equity compensation plans is incorporated by reference in Item 12 of Part III of this Annual Report on Form 10-K.
Added
We have historically made regular quarterly distributions to our stockholders.
Removed
As of December 31, 2024, we had remaining authorization to repurchase shares with an aggregate value up to $500.0 million. Unregistered Sales of Equity Securities All unregistered sales of equity securities during the year ended December 31, 2024 have previously been disclosed in filings with the SEC. Item 6. Selected Financial Data Not required. 20
Added
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.
Added
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.
Added
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.
Added
Unregistered Sales of Equity Securities 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.
Added
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.
Added
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.
Added
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”).
Added
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.
Added
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. Item 6. Selected Financial Data Not required.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeThe following table presents operating data for our same-store portfolio: For the Year Ended December 31, Percent 2024 2023 Change Same-store rental revenues 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% Same-store operating expenses Payroll and benefits $ 95,696 $ 91,329 4.8% Marketing $ 34,038 $ 30,237 12.6% Office expense $ 51,606 $ 51,655 (0.1)% Property operating expense $ 37,646 $ 38,491 (2.2)% Repairs and maintenance $ 27,934 $ 26,469 5.5% Property taxes $ 165,617 $ 152,028 8.9% Insurance $ 19,512 $ 18,718 4.2% Total same-store operating expenses $ 432,049 $ 408,927 5.7% Same-store net operating income $ 1,233,706 $ 1,252,777 (1.5)% 27 Same-store square foot occupancy as of year end 93.7 % 92.5 % Properties included in same-store 1,071 1,071 The following table presents additional information for our same-store portfolio: For the Year Ended December 31, Same-store portfolio 2024 2023 Average annual rent per occupied square foot, net of discounts and bad debt $ 21.68 $ 21.83 New leases average annual rent per square foot $ 14.49 $ 16.18 Average discounts as a percentage of rental revenues 2.1 % 2.4 % The following table presents a reconciliation of same-store net operating income to net income as presented on our consolidated statements of operations for the periods indicated: For the Year Ended December 31, 2024 2023 Net Income $ 900,232 $ 850,453 Adjusted to exclude: Loss on real estate assets held for sale and sold, net 25,906 — Equity in earnings and dividend income from unconsolidated real estate entities (67,272) (54,835) Equity in earnings of unconsolidated real estate ventures - gain on sale of real estate assets and sale of a joint venture interest (13,730) — Interest expense 551,354 419,035 Non-cash interest expense related to amortization of discount on Life Storage unsecured senior notes 43,720 18,786 Depreciation and amortization 783,023 506,053 Income tax expense 33,478 21,559 Life Storage Merger transition costs — 66,732 General and administrative 167,398 146,408 Impairment of Life Storage trade name 51,763 — Management fees, other income and interest income (245,277) (186,843) Net tenant insurance (258,909) (176,806) Non same-store rental revenue (1,137,497) (560,874) Non same-store operating expense 399,517 203,109 Total same-store net operating income $ 1,233,706 $ 1,252,777 Comparison of the Year Ended December 31, 2023 to the Year Ended December 31, 2022 The same-store results for the years ended December 31, 2023 compared to December 31, 2022 was included in our Annual Report on Form 10-K for the year ended December 31, 2023 on page 27, under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which was filed with the SEC on February 29, 2024. 28 CASH FLOWS Cash flows from operating activities increased as expected due to our continued growth in revenues and through the increase in the number of properties we own and operate.
Biggest changeThe following table presents operating data for our same-store portfolio: For the Year Ended December 31, Percent 2025 2024 Change Same-store rental revenues 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% Same-store operating expenses Payroll and benefits 164,241 158,699 3.5% Marketing 63,166 60,059 5.2% Office expense 80,381 80,565 (0.2)% Property operating expense 69,649 69,108 0.8% Repairs and maintenance 55,391 51,742 7.1% Property taxes 298,563 277,569 7.6% Insurance 32,626 30,586 6.7% Total same-store operating expenses 764,017 728,328 4.9% Same-store net operating income $ 1,884,797 $ 1,917,206 (1.7)% Same-store square foot occupancy as of year end 92.6 % 93.3 % Properties included in same-store 1,804 1,804 The following table presents additional information for our same-store portfolio: For the Year Ended December 31, Same-store portfolio 2025 2024 Average annual rent per occupied square foot, net of discounts and bad debt $ 19.91 $ 19.99 New leases average annual rent per square foot $ 13.16 $ 12.60 Average discounts as a percentage of rental revenues 2.1 % 1.9 % 29 The following table presents a reconciliation of same-store net operating income to net income as presented on our consolidated statements of operations for the years indicated: For the Year Ended December 31, 2025 2024 Net Income $ 1,022,538 $ 900,232 Adjusted to exclude: Loss on real estate assets held for sale and sold, net 76,310 25,906 Equity in earnings and dividend income from unconsolidated real estate entities (68,815) (67,272) Equity in earnings of unconsolidated real estate ventures - gain on sale of real estate assets and sale of a joint venture interest (54,521) (13,730) Interest expense 587,613 551,354 Non-cash interest expense related to amortization of discount on unsecured senior notes, net 47,519 43,720 Depreciation and amortization 715,177 783,023 Income tax expense 41,559 33,478 General and administrative 186,343 167,398 Impairment of Life Storage trade name — 51,763 Management fees, other income and interest income (292,678) (245,277) Net tenant insurance (284,003) (258,909) Non same-store rental revenue (246,376) (157,718) Non same-store operating expense 154,131 103,238 Total same-store net operating income $ 1,884,797 $ 1,917,206 Comparison of the Year Ended December 31, 2024 to the Year Ended December 31, 2023 The same-store results for the years ended December 31, 2024 compared to December 31, 2023 was included in our Annual Report on Form 10-K for the year ended December 31, 2024 on page 27, under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which was filed with the SEC on February 28, 2025. 30 CASH FLOWS Cash flows from operating activities for the year ended December 31, 2025 were relatively flat when compared to the same period in the prior year.
On our consolidated statements of operations, this amount is shown net of the sale of a property which generated a gain of $37,344 within gain (loss) on real estate assets held for sale and sold, net. Impairment of Life Storage Trade Name— During the year ended December 31, 2024, we decided to operate all stores under a single brand.
On our consolidated statements of operations, this amount is shown net of the sale of a property, which generated a gain of $37,344 within loss on real estate assets held for sale and sold, net. Impairment of Life Storage trade name— During the year ended December 31, 2024, we decided to operate all our stores under a single brand.
We believe that to further understand our performance, FFO should be considered along with the reported net income and cash flows in accordance with GAAP, as presented in the consolidated financial statements. FFO should not be considered a replacement of net income computed in accordance with GAAP.
We believe that to further understand our performance, FFO should be considered along with the reported net income and cash flows in accordance with GAAP, as presented in our consolidated financial statements. FFO should not be considered a replacement of net income computed in accordance with GAAP.
These cash needs include operating expenses, monthly debt service payments, recurring capital expenditures, acquisitions, funding for the bridge loan program, building redevelopments and expansions, distributions to unit holders and dividends to stockholders necessary to maintain our REIT qualification. We expect to generate positive cash flow from operations, and we consider projected cash flows in our sources and uses of cash.
These cash needs include operating expenses, monthly debt service payments, acquisitions, funding for the bridge loan program, recurring capital expenditures, building redevelopments and expansions, distributions to unit holders and dividends to stockholders necessary to maintain our REIT qualification. We expect to generate positive cash flow from operations, and we consider projected cash flows in our sources and uses of cash.
FUNDS FROM OPERATIONS Funds from operations (“FFO”) provides relevant and meaningful information about our operating performance that is necessary, along with net income and cash flows, for an understanding of our operating results. We believe FFO is a meaningful disclosure as a supplement to net earnings.
FUNDS FROM OPERATIONS 27 Funds from operations (“FFO”) provides relevant and meaningful information about our operating performance that is necessary, along with net income and cash flows, for an understanding of our operating results. We believe FFO is a meaningful disclosure as a supplement to net earnings.
If the fair value of the reporting unit is determined to exceed the aggregate carrying amount, no impairment charge is recorded. Otherwise, an impairment charge is recorded for the amount in which the carrying value of the reporting unit exceeds the fair value. No impairments were recorded in our evaluations for any period presented herein.
If the fair value of the reporting unit is determined to exceed the aggregate carrying amount, no impairment charge is recorded. Otherwise, an impairment charge is recorded for the amount in which the carrying value of the reporting unit exceeds the fair value. No impairments 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 at least 90% of our REIT taxable income to our stockholders and meet certain tests regarding the nature of our income and assets.
In order to maintain our qualification as a REIT, among other requirements, we are required to distribute annually at least 90% of our REIT taxable income to our stockholders and meet certain tests regarding the nature of our income and assets.
A significant deterioration in projected cash flows from operations could cause us to increase our reliance on available funds under our existing lines of credit, curtail planned capital expenditures, or seek other additional sources of financing. 29 LIQUIDITY AND CAPITAL RESOURCES Financing Strategy We will continue to employ leverage in our capital structure in amounts reviewed from time to time by our board of directors.
A significant deterioration in projected cash flows from operations could cause us to increase our reliance on available funds under our existing lines of credit, curtail planned capital expenditures, or seek other additional sources of financing. 31 LIQUIDITY AND CAPITAL RESOURCES Financing Strategy We will continue to employ leverage in our capital structure in amounts reviewed from time to time by our board of directors.
We may not have identified all material facts and circumstances that affect impairment of our stores. No material impairments were recorded in the year ended December 31, 2024. We evaluate goodwill for impairment at least annually and whenever events, circumstances, and other related factors indicate that fair value of the related reporting unit may be less than the carrying value.
We may not have identified all material facts and circumstances that affect impairment of our stores. No material impairments were recorded in the year ended December 31, 2025. We evaluate goodwill for impairment at least annually and whenever events, circumstances, and other related factors indicate that fair value of the related reporting unit may be less than the carrying value.
Historically, our highest level of occupancy has been at the end of July, while our lowest level of occupancy has been in late February and early March. Results for any quarter may not be indicative of the results that may be achieved for the full fiscal year. 31
Historically, our highest level of occupancy has been at the end of July, while our lowest level of occupancy has been in late February and early March. Results for any quarter may not be indicative of the results that may be achieved for the full fiscal year. 33
Under the terms of the Equity Distribution Agreement, we may issue and sell, and the forward purchasers may sell, from time to time through or to the sales agents, shares of our common stock having an aggregate offering price of up to $800 million.
Under the terms of the Equity Distribution Agreement, we may issue and sell, and the forward purchasers may sell, from time to time through or to the sales agents, shares of our common stock having an aggregate offering price of up to $800,000.
During 2024 and 2023, we experienced no loss or lack of access to our cash and cash equivalents; however, there can be no assurance that access to our cash and cash equivalents will not be impacted by adverse conditions in the financial markets.
During 2025 and 2024, we experienced no loss or lack of access to our cash and cash equivalents; however, there can be no assurance that access to our cash and cash equivalents will not be impacted by adverse conditions in the financial markets.
Developed by our management team, these systems enable us to analyze, set and adjust rental rates daily across our portfolio in order to respond to changing market conditions. We believe our systems and processes allow us to more pro-actively manage revenues. We operate in competitive markets, often where consumers have multiple stores from which to choose.
Developed by our management team, these systems enable us to analyze, set and adjust rental rates daily across our portfolio in order to respond to changing market conditions. We believe our systems and processes allow us to more proactively manage revenues. We operate in competitive markets, often where consumers have multiple stores from which to choose.
The aggregate principal amount outstanding under the program at any time cannot exceed $1.0 billion, and the net proceeds of the commercial paper notes are expected to be used for general corporate purposes. The maturities of the notes generally range from overnight to three months, with a maximum of up to 13 months.
The aggregate principal amount outstanding under the program at any time cannot exceed $1,000,000, and the net proceeds of the commercial paper notes are expected to be used for general corporate purposes. The maturities of the notes generally range from overnight to three months, with a maximum of up to 13 months.
Interest Income— Interest income represents interest earned on variable interest rate bridge loans, debt securities and on notes receivable from common and preferred Operating Partnership unit holders. The increase in interest income during the year ended December 31, 2024 was primarily the result of an increase in the amount of bridge loans outstanding.
Interest income— Interest income represents interest earned on variable interest rate bridge loans, debt securities and on notes receivable from Common Operating Partnership unit holders. The increase in interest income during the year ended December 31, 2025 was primarily the result of an increase in the amount of bridge loans outstanding.
As a result of that decision, we deemed the Life Storage trade name intangible asset to be impaired and recognized a loss for the full value of the asset. Interest Expense— The increase in interest expense during the year ended December 31, 2024 was primarily the result of higher outstanding debt compared to the same period in the prior year.
As a result of that decision, we deemed the Life Storage trade name as an intangible asset to be impaired and recognized a loss for the full value of the asset. Interest expense— The increase in interest expense during the year ended December 31, 2025 was primarily the result of higher outstanding debt.
As of December 31, 2024, no shares had been sold under the Equity Distribution Agreement, which we refer to as our “at the market” equity program.
As of December 31, 2025, no shares have been sold under the Equity Distribution Agreement, which we refer to as our “at the market” equity program.
We operated 4,011 stores at December 31, 2024, compared to 3,714 stores at December 31, 2023. Management Fees and Other Income —Management fees and other income represent the fees collected for our management of stores owned by third parties and unconsolidated joint ventures and other transaction fee income.
We operated 4,281 stores at December 31, 2025, compared to 4,011 stores at December 31, 2024. Management fees and other income —Management fees and other income primarily represent the fees collected for our management of stores owned by third parties and unconsolidated joint ventures and other transaction fee income.
Of the 18 stores, 10 had an estimated fair value, net of selling costs, which was less than the carrying value of the asset. As a result, we recorded an estimated loss of $63,250.
Of the 18 stores, 10 had an estimated fair value, net of selling costs, less than the carrying value of the assets. As a result, 26 we recorded an estimated loss of $63,250.
Comparison of the Year Ended December 31, 2023 to the Year Ended December 31, 2022 The results of operations for the years ended December 31, 2023 compared to December 31, 2022 was included in our Annual Report on Form 10-K for the year ended December 31, 2023 on page 23, under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which was filed with the Securities and Exchange Commission (the “SEC”) on February 29, 2024.
Comparison of the Year Ended December 31, 2024 to the Year Ended December 31, 2023 The results of operations for the years ended December 31, 2024 compared to December 31, 2023 was included in our Annual Report on Form 10-K for the year ended December 31, 2024 on page 23, under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which was filed with the SEC on February 28, 2025.
RECENT ACCOUNTING PRONOUNCEMENTS For a discussion of recent accounting pronouncements affecting our business, see Item 8, “Financial Statements and Supplementary Data–Recently Issued Accounting Standards.” 22 RESULTS OF OPERATIONS Comparison of the Year Ended December 31, 2024 to the Year Ended December 31, 2023 Overview Results for the year ended December 31, 2024 included the operations of 2,436 stores (1,967 wholly-owned, nine in consolidated joint ventures, and 460 in joint ventures accounted for using the equity method) compared to the results for the year ended December 31, 2023, which included the operations of 2,377 stores (1,903 wholly-owned, two in consolidated joint ventures, and 472 in joint ventures accounted for using the equity method).
RECENT ACCOUNTING PRONOUNCEMENTS For a discussion of recent accounting pronouncements affecting our business, see Item 8, “Financial Statements and Supplementary Data–Recently Issued Accounting Standards.” RESULTS OF OPERATIONS Amounts in thousands, except store and share data Comparison of the Year Ended December 31, 2025 to the Year Ended December 31, 2024 Overview Results for the year ended December 31, 2025 included the operations of 2,425 stores (2,007 wholly-owned, 11 in consolidated joint ventures, and 407 in joint ventures accounted for using the equity method) compared to the results for the year ended December 31, 2024, which included the operations of 2,436 stores (1,967 wholly-owned, nine in consolidated joint ventures, and 460 in joint ventures accounted for using the equity method).
We may use the proceeds from any borrowings to refinance existing indebtedness, to refinance investments, including the redevelopment of existing stores, for general working capital or to purchase additional interests in partnerships or joint ventures or for other purposes when we believe it is advisable.
We may use the proceeds from any borrowings to refinance existing indebtedness, to refinance investments, including the redevelopment of existing stores, for general working capital or to purchase additional interests in partnerships or joint ventures or for other purposes when we believe it is advisable. As of December 31, 2025, we had $138,920 available in cash and cash equivalents.
At any point in time, we expect to maintain available commitments under our Credit Facilities in an amount at least equal to the amount of commercial paper notes outstanding.
At any point in time, we expect to maintain available commitments under our Credit Facilities in an amount at least equal to the amount of commercial paper notes outstanding. At December 31, 2025, we had $680,000 in issuances outstanding under the commercial paper program.
The following table presents information relating to our debt: December 31, 2024 December 31, 2023 Total face value of debt $ 12,600,661 $ 11,346,105 Total enterprise value ratio 28.4 % 24.2 % Total fixed-rate debt and other instruments to total debt 75.8% (1) 73.4% (2) Weighted average interest rate of total debt 4.4 % 4.6 % Weighted average interest rate for fixed rate debt 4.1 % 3.9 % Weighted average interest rate for variable rate debt 5.4 % 6.6 % (1) $9,555,406 total fixed-rate debt including $1,381,834 on which we have interest rate swaps that have been included as fixed-rate debt.
The following table presents information relating to our debt: December 31, 2025 December 31, 2024 Total face value of debt $ 13,481,899 $ 12,600,661 Total enterprise value ratio 31.9 % 28.4 % Total fixed-rate debt and other instruments to total debt 82.1% (1) 75.8% (2) Weighted average interest rate of total debt 4.3 % 4.4 % Weighted average interest rate for fixed rate debt 4.2 % 4.1 % Weighted average interest rate for variable rate debt 4.8 % 5.4 % (1) $11,066,557 total fixed-rate debt including $952,000 on which we have interest rate swaps that have been included as fixed-rate debt.
If we are determined to be the primary beneficiary of the VIE, the assets, liabilities and operations of the VIE are consolidated within 21 our financial statements. Otherwise, our investment is generally accounted for under the equity method.
If we are determined to be the primary beneficiary of the VIE, the assets, liabilities and operations of the VIE are consolidated within our financial statements. Otherwise, our investment is generally accounted for under the equity method. Our ability to correctly assess the influence or control over an entity affects the presentation of the investment in our consolidated financial statements.
Revenue from our tenant reinsurance segment consists of insurance revenues from the reinsurance of risks relating to the loss of goods stored by tenants in our stores. Our stores are generally situated in highly visible locations clustered around large population centers.
Consequently, management spends a significant portion of their time maximizing cash flows from our diverse portfolio of stores. Revenue from our tenant reinsurance segment consists of insurance revenues from the reinsurance of risks relating to the loss of goods stored by tenants in our stores. Our stores are generally situated in highly visible locations clustered around population centers.
We believe that we are able to respond quickly and effectively to changes in local, regional and national economic conditions by adjusting rental rates through the combination of our revenue management team and our industry-leading technology systems.
We believe that we are able to respond quickly and effectively to changes in local, regional and national economic conditions by adjusting rental rates through the combination of our revenue management team and our industry-leading technology systems. CRITICAL ACCOUNTING POLICIES AND ESTIMATES Our financial statements have been prepared in accordance with U.S. generally accepted accounting principles.
As of December 31, 2024, we had $138,222 available in cash and cash equivalents. Our cash and cash equivalents are held in accounts managed by third party financial institutions and consist of invested cash and cash in our operating accounts.
Our cash and cash equivalents are held in accounts managed by third party financial institutions and consist of invested cash and cash in our operating accounts.
These assumptions and estimates require judgment, and therefore others could come to materially different conclusions as to the estimated fair values, which could result in differences in depreciation and amortization expense, gains and losses on the sale of real estate assets, and real estate and intangible asset values.
These assumptions and estimates require judgment, and therefore others could come to materially different conclusions as to the estimated fair values, which could result in differences in depreciation and amortization expense, gains and losses on the sale of real estate assets, and real estate and intangible asset values. 23 EVALUATION OF ASSET IMPAIRMENT: Long lived assets held for use are evaluated for impairment when events or circumstances indicate that there may be impairment.
In these joint ventures, we and our joint venture partners generally receive a preferred return on our invested capital. To the extent that cash or profits in excess of these preferred returns are generated, we receive a higher percentage of the excess cash or profits.
To the extent that cash or profits in excess of these preferred returns are generated, we receive a higher percentage of the excess cash or profits.
Equity in Earnings of Unconsolidated Real Estate Ventures - Gain on Sale of Real Estate Assets and Sale of a Joint Venture Interest— In August 2024, the ESS Bristol Investments LLC joint venture sold five of its eight stores to another unconsolidated joint venture, and we recognized a gain of $10,324 for our pro rata share of the transaction.
During the year ended December 31, 2024, the ESS Bristol Investments LLC joint venture sold five of its eight stores to one of our unconsolidated joint ventures, and we recognized a gain of $10,324 for our pro rata share of the transaction.
A summary of cash flows along with significant components are as follows: For the Year Ended December 31, 2024 2023 2022 Net cash provided by operating activities $ 1,887,430 $ 1,402,474 $ 1,238,139 Net cash used in investing activities (1,646,920) (1,818,256) (1,648,459) Net cash (used in) provided by financing activities (202,290) 423,130 431,861 Significant components of net cash flow included: Net income $ 900,232 $ 850,453 $ 921,156 Depreciation and amortization 783,023 506,053 288,316 Acquisition and development of real estate assets (779,153) (420,892) (1,353,510) Life Storage Merger, net of cash acquired — (1,182,411) — Impairment of Life Storage trade name 51,763 — — Investment in unconsolidated real estate entities (301,917) (180,279) (118,963) Issuance of notes receivable, net of sales and principal payments (635,677) (20,812) (35,561) Proceeds from unsecured term loans, senior notes, revolving lines of credit and commercial paper 8,685,933 7,113,003 5,188,011 Principal payments on unsecured term loans, senior notes, revolving lines of credit and commercial paper (8,724,444) (7,088,984) (4,207,700) Proceeds from issuance of public bonds, net 1,300,000 1,550,000 396,100 Dividends paid on common stock (1,375,003) (1,046,341) (805,311) We believe that cash flows generated by operations, along with our existing cash and cash equivalents, the availability of funds under our existing lines of credit, and our access to capital markets will be sufficient to meet all of our reasonably anticipated cash needs during the next twelve months.
A summary of cash flows along with significant components are as follows: For the Year Ended December 31, 2025 2024 2023 Net cash provided by operating activities $ 1,850,193 $ 1,887,430 $ 1,402,474 Net cash used in investing activities (814,213) (1,646,920) (1,818,256) Net cash (used in) provided by financing activities (1,036,103) (202,290) 423,130 Significant components of net cash flow included: Net income $ 1,022,538 $ 900,232 $ 850,453 Depreciation and amortization 715,177 783,023 506,053 Acquisition and development of real estate assets (1,069,292) (779,153) (420,892) Life Storage Merger, net of cash acquired — — (1,182,411) Proceeds from sale of real estate assets 368,183 124,928 2,132 Investment in unconsolidated real estate entities (127,105) (301,917) (180,279) Return of investment in unconsolidated real estate ventures 291,312 15,413 — Issuance of notes receivable, net of sales and principal payments (256,172) (635,677) (20,812) Net proceeds (payments) from unsecured term loans, senior notes, revolving lines of credit and commercial paper (1,065,497) (38,511) 24,019 Proceeds from issuance of public bonds, net 1,650,000 1,300,000 1,550,000 Repurchase of common stock (149,548) — — Dividends paid on common stock (1,374,298) (1,375,003) (1,046,341) We believe that cash flows generated by operations, along with our existing cash and cash equivalents, the availability of funds under our existing lines of credit, and our access to capital markets will be sufficient to meet all of our reasonably anticipated cash needs during the next twelve months.
A summary of significant accounting policies is also provided in the notes to our consolidated financial statements (see Note 2 to our consolidated financial statements). Actual results may differ from these estimates.
We base our estimates and assumptions on historical experience and on various other factors that we believe are reasonable under the circumstances. A summary of significant accounting policies is also provided in the notes to our consolidated financial statements (see note 2 to our consolidated financial statements). Actual results may differ from these estimates.
FFO does not represent cash generated from operating activities determined in accordance with GAAP and should not be considered as an alternative to net income as an indication of our performance, as an alternative to net cash flow from operating activities, as a measure of our liquidity, or as an indicator of our ability to make cash distributions. 26 The following table presents the calculation of FFO for the periods indicated: For the Year Ended December 31, 2024 2023 2022 Net income attributable to common stockholders $ 854,681 $ 803,198 $ 860,688 Adjustments: Real estate depreciation 618,189 418,149 263,923 Amortization of intangibles 113,886 59,295 13,623 (Gain) loss on real estate assets held for sale and sold, net 25,906 — (14,249) Unconsolidated joint venture real estate depreciation and amortization 32,678 24,400 16,644 Unconsolidated joint venture gain on sale of real estate assets (13,730) — — Distributions paid on Series A Preferred Operating Partnership units — (159) (2,288) Income allocated to Operating Partnership noncontrolling interests 45,551 47,255 60,468 Funds from operations attributable to common stockholders and unit holders $ 1,677,161 $ 1,352,138 $ 1,198,809 SAME-STORE RESULTS Comparison of the Year Ended December 31, 2024 to the Year Ended December 31, 2023 Our same-store pool for the periods presented consists of 1,071 stores that are wholly-owned and operated and that were stabilized by the first day of the earliest calendar year presented.
The following table presents the calculation of FFO for the years indicated: For the Year Ended December 31, 2025 2024 2023 Net income attributable to common stockholders $ 973,999 $ 854,681 $ 803,198 Adjustments: Real estate depreciation 655,452 618,189 418,149 Amortization of intangibles 20,316 113,886 59,295 Loss on real estate assets held for sale and sold, net 76,310 25,906 — Unconsolidated joint venture real estate depreciation and amortization 32,748 32,678 24,400 Unconsolidated joint venture gain on sale of real estate assets (54,521) (13,730) — Distributions paid on Series A Preferred Operating Partnership units — — (159) Income allocated to Operating Partnership noncontrolling interests 48,539 45,551 47,255 Funds from operations attributable to common stockholders and unit holders $ 1,752,843 $ 1,677,161 $ 1,352,138 28 SAME-STORE RESULTS Comparison of the Year Ended December 31, 2025 to the Year Ended December 31, 2024 Our same-store pool for the years presented consists of 1,804 stores that are wholly-owned and operated and that were stabilized by the first day of the earliest calendar year presented.
For a discussion of such risk factors, see the section in this Form 10-K entitled “Risk Factors.” Dollar amounts are in thousands, except share and per share data, unless otherwise stated. OVERVIEW We are a fully integrated, self-administered and self-managed REIT, formed to own, operate, manage, acquire, develop and redevelop self-storage properties (“stores”).
For a discussion of such risk factors, see the section in this Form 10-K entitled “Risk Factors.” Dollar amounts are in thousands, except share and per share data, unless otherwise stated.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES Our financial statements have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period.
The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. On an ongoing basis, we evaluate our estimates and assumptions, including those that impact our most critical accounting policies.
The increase for the year ended December 31, 2024 was primarily due to an increase in the number of stores managed.
The increase for the year ended December 31, 2025 was primarily due to both an increase in the number of stores managed and an increase in the overall revenue of stores under management when compared to the same period last year.
In addition, we are pursuing additional sources of financing based on anticipated funding needs and growth assumptions. Our liquidity needs consist primarily of operating expenses, monthly debt service payments, recurring capital expenditures, distributions to unit holders and dividends to stockholders necessary to maintain our REIT qualification.
We were in compliance with all financial covenants at December 31, 2025. Our liquidity needs consist primarily of operating expenses, monthly debt service payments, recurring capital expenditures, distributions to unit holders and dividends to stockholders necessary to maintain our REIT qualification.
Material or unusual changes in the results of our operations are discussed below: Revenues The following table presents information on revenues earned for the years indicated: For the Year Ended December 31, 2024 2023 $ Change % Change Property rental $ 2,803,252 $ 2,222,578 $ 580,674 26.1 % Tenant reinsurance 332,795 235,680 97,115 41.2 % Management fees and other income 120,855 101,986 18,869 18.5 % Total revenues $ 3,256,902 $ 2,560,244 $ 696,658 27.2 % Property Rental— The increase in property rental revenue for the year ended December 31, 2024 was primarily the result of an increase of $570,407 associated with our merger with Life Storage on July 20, 2023, (the “Life Storage Merger” or “Merger”) and other acquisitions completed in 2023 and 2024.
Material or unusual changes in the results of our operations are discussed below: 24 Revenues The following table presents information on revenues earned for the years indicated: For the Year Ended December 31, 2025 2024 $ Change % Change Property rental $ 2,895,190 $ 2,803,252 $ 91,938 3.3 % Tenant reinsurance 352,876 332,795 20,081 6.0 % Management fees and other income 129,476 120,855 8,621 7.1 % Total revenues $ 3,377,542 $ 3,256,902 $ 120,640 3.7 % Property rental— The increase in property rental revenue for the year ended December 31, 2025 was primarily the result of an increase of $104,706 associated with acquisitions completed in 2024 and 2025.
Additionally, in November 2024 we acquired additional ownership interest in the HF1 Sovran HHF Storage Holdings LLC and HF2 Sovran HHF Storage Holdings II LLC from our partner in the unconsolidated joint ventures. The transaction increased our equity ownership percentages from 20% and 15%, respectively, to 49% in each unconsolidated joint venture.
The increase for the year ended December 31, 2025 is primarily due to a transaction in November 2024 in which we acquired additional ownership interest in HF1 Sovran HHF Storage Holdings LLC and HF2 Sovran HHF Storage Holdings II LLC from our partner in the unconsolidated joint ventures.
Our unencumbered asset value was calculated as $29,846,899 and our total asset value was calculated as $35,767,585 according to the calculations as defined by our public bonds. We are subject to certain restrictive covenants relating to our outstanding debt. We were in compliance with all financial covenants at December 31, 2024.
As of December 31, 2025, we had a total of 1,775 unencumbered stores as defined by our public bonds. Our unencumbered asset value was calculated as $30,247,545 and our total asset value was calculated as $35,894,312 according to the calculations as defined by our public bonds. We are subject to certain restrictive covenants relating to our outstanding debt.
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. 24 Other Income and Expenses The following table presents information on other revenues and expenses for the years indicated: For the Year Ended December 31, 2024 2023 $ Change % Change Loss on real estate assets held for sale and sold, net $ (25,906) $ — $ (25,906) 100.0 % Impairment of Life Storage trade name (51,763) — (51,763) 100.0 % Interest expense (551,354) (419,035) (132,319) 31.6 % Non-cash interest expense related to amortization of discount on Life Storage unsecured senior notes (43,720) (18,786) (24,934) 132.7 % Interest income 124,422 84,857 39,565 46.6 % Equity in earnings and dividend income from unconsolidated real estate entities 67,272 54,835 12,437 22.7 % Equity in earnings of unconsolidated real estate ventures - gain on sale of real estate assets and sale of a joint venture interest 13,730 — 13,730 100.0 % Income tax expense (33,478) (21,559) (11,919) 55.3 % Total other expense, net $ (500,797) $ (319,688) $ (181,109) 56.7 % Loss on Real Estate Assets Held for Sale and Sold, Net— During the year ended December 31, 2024, we had 18 stores classified as held for sale.
Other Revenues and Expenses The following table presents information on other revenues and expenses for the years indicated: For the Year Ended December 31, 2025 2024 $ Change % Change Loss on real estate assets held for sale and sold, net $ (76,310) $ (25,906) $ (50,404) 194.6 % Impairment of Life Storage trade name — (51,763) 51,763 (100.0) % Interest expense (587,613) (551,354) (36,259) 6.6 % Non-cash interest expense related to amortization of discount on unsecured senior notes, net (47,519) (43,720) (3,799) 8.7 % Interest income 163,202 124,422 38,780 31.2 % Equity in earnings and dividend income from unconsolidated real estate entities 68,815 67,272 1,543 2.3 % Equity in earnings of unconsolidated real estate ventures - gain on sale of real estate assets and sale of a joint venture interest 54,521 13,730 40,791 297.1 % Income tax expense (41,559) (33,478) (8,081) 24.1 % 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.
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. INCOME TAXES: We have elected to be treated as a REIT under Sections 856 through 860 of the Internal Revenue Code.
INCOME TAXES: We have elected to be treated as a REIT under Sections 856 through 860 of the Internal Revenue Code.
Our operating results depend materially on our ability to lease available self-storage units, to actively manage unit rental rates, and on the ability of our tenants to make required rental payments. Consequently, management spends a significant portion of their time maximizing cash flows from our diverse portfolio of stores.
Primary sources of revenue for our self-storage operations segment include rents received from tenants under leases at stores that are wholly-owned and in consolidated joint ventures. Our operating results depend materially on our ability to lease available self-storage units, to actively manage unit rental rates, and on the ability of our tenants to make required rental payments.
Income Tax Expense— The increase in income tax expense for the year ended December 31, 2024 was primarily the result of a full year of TRS book income for Life Storage stores, compared to a partial year in 2023, as well as a decrease in permanent tax deductions related to stock awards.
Additionally, we sold our membership interest in another unconsolidated joint venture to our partner and recognized a gain of $3,406 on the transaction. Income tax expense— The increase in income tax expense for the year ended December 31, 2025 was primarily the result of an increase in book income and a decrease in permanent tax deductions related to stock awards.
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: For the Year Ended December 31, 2024 2023 Total face value of debt $ 12,600,661 $ 11,346,105 Weighted average interest rate 4.4 % 4.6 % Non-cash Interest Expense Related to Amortization of Discount on Life Storage Unsecured Senior Notes— Represents the amortization of the discount assigned to the fair value of the Life Storage unsecured senior notes assumed as part of the Life Storage Merger.
Non-cash interest expense related to amortization of discount on unsecured senior notes, net— Represents the amortization of the discount assigned to the fair value of the Life Storage unsecured senior notes assumed as part of the Life Storage Merger and net premium from bond offerings, offset by the discount from assumed debt.
The balance of bridge loans was $1,244,575 as of December 31, 2024, compared to $594,727 as of December 31, 2023. 25 Equity in Earnings and Dividend Income from Unconsolidated Real Estate Entities— Equity in earnings of unconsolidated real estate entities represents the income earned through our ownership interests in unconsolidated joint ventures.
Equity in earnings and dividend income from unconsolidated real estate entities— Equity in earnings of unconsolidated real estate entities represents the income earned through our ownership interests in unconsolidated joint ventures. In these joint ventures, we and our joint venture partners generally receive a preferred return on our invested capital.
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. General and Administrative— General and administrative expenses primarily include all expenses not directly related to our stores, including corporate payroll, travel and professional fees.
Tenant reinsurance —Tenant reinsurance expense represents the costs that are incurred to provide tenant reinsurance and is subject to volatility due to increased claims arising when significant events occur at stores. General and administrative— General and administrative expenses primarily include all expenses not directly related to our stores, including corporate payroll, office expense, office rent, travel and professional fees.
At December 31, 2024, we had $500 million in issuances outstanding under the commercial paper program. 30 In January 2021, we received a Baa2 rating from Moody's Investors Service, and in July 2019, we obtained a BBB/Stable rating from S&P which was upgraded to BBB+/Stable in July 2023 in connection with the Life Storage Merger.
We hold a BBB+/Stable rating from S&P, which was upgraded from BBB/Stable in July 2023 in connection with the Life Storage Merger, and a Baa2/Stable rating from Moody’s Investors Service. We intend to manage our balance sheet to maintain these ratings. Certain of our real estate assets are pledged as collateral for our debt.
(2) $8,322,953 total fixed-rate debt including $1,448,566 on which we have interest rate swaps that have been included as fixed-rate debt. In November 2024, we established our commercial paper program, under which we may issue, repay and re-issue short-term unsecured commercial paper notes.
(2) $9,555,406 total fixed-rate debt including $1,381,834 on which we have interest rate swaps that have been included as fixed-rate debt.
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. 23 Expenses The following table presents information on expenses for the years indicated: For the Year Ended December 31, 2024 2023 $ Change % Change 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) % General and administrative 167,398 146,408 20,990 14.3 % Depreciation and amortization 783,023 506,053 276,970 54.7 % Total expenses $ 1,855,873 $ 1,390,103 $ 465,770 33.5 % Property Operations —The increase in property operations expense consists primarily of an increase of $186,294 associated with the Life Storage Merger and other acquisitions completed in 2023 and 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. 25 Expenses The following table presents information on expenses for the years indicated: For the Year Ended December 31, 2025 2024 $ Change % Change Property operations $ 918,148 $ 831,566 $ 86,582 10.4 % Tenant reinsurance 68,873 73,886 (5,013) (6.8) % General and administrative 186,343 167,398 18,945 11.3 % Depreciation and amortization 715,177 783,023 (67,846) (8.7) % Total expenses $ 1,888,541 $ 1,855,873 $ 32,668 1.8 % Property operations —The increase in property operations expense consists primarily of an increase of $50,721 related to acquisitions completed in 2025 and 2024.
EVALUATION OF ASSET IMPAIRMENT: Long lived assets held for use are evaluated for impairment when events or circumstances indicate that there may be impairment. We review each store at least annually to determine if any such events or circumstances have occurred or exist. We focus on stores where occupancy and/or rental income have decreased by a significant amount.
We review each store at least annually to determine if any such events or circumstances have occurred or exist. 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.
Removed
We derive substantially all of our revenues from our two segments: self-storage operations and tenant reinsurance. Primary sources of revenue for our self-storage operations segment include rents received from tenants under leases at each of our wholly-owned stores.
Added
OVERVIEW 22 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 derive substantially all of our revenues from our two segments: self-storage operations and tenant reinsurance.
Removed
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.
Added
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. We acquired 58 wholly-owned stores and disposed of six wholly-owned stores during the year ended December 31, 2024.
Removed
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.
Added
We acquired 76 wholly-owned stores and disposed of 37 wholly-owned stores during the year ended December 31, 2025. In addition, property rental revenue increased by $8,755 due to improved operating results at our same-store properties. Tenant reinsurance —The increase in tenant reinsurance revenue was due primarily to an increase in the number of stores operated.
Removed
On an ongoing basis, we evaluate our estimates and assumptions, including those that impact our most critical accounting policies. We base our estimates and assumptions on historical experience and on various other factors that we believe are reasonable under the circumstances.
Added
As of December 31, 2025, we managed 1,856 stores for third party owners, compared to 1,575 stores as of December 31, 2024.
Removed
Our ability to correctly assess the influence or control over an entity affects the presentation of the investment in our consolidated financial statements.
Added
We acquired 58 wholly-owned stores in 2024 and 76 wholly-owned stores during the year ended December 31, 2025. 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.
Removed
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.
Added
These expenses are recognized as incurred. 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.
Removed
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.
Added
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).
Removed
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.
Added
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.
Removed
We acquired 757 wholly-owned stores in the Merger and an additional 14 stores during the year ended December 31, 2023. We acquired 58 stores during the year ended December 31, 2024. 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.
Added
The estimated losses are offset by net gains totaling $39,520 attributed to the disposition of stores during 2025. The total net amount is shown on our consolidated statements of operations within loss on real estate assets held for sale and sold, net. As of December 31, 2024, we had 18 stores classified as held for sale.
Removed
In addition to the increase attributable to the Merger, property rental revenue increased by $5,440 due to operating results at our same-store pool and increased by $4,892 as a result of increases in occupancy at our lease-up stores.
Added
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.
Removed
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.
Added
The balance of bridge loans outstanding was $1,500,151 as of December 31, 2025, compared to $1,244,575 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.
Removed
We acquired 757 wholly-owned stores in the merger and an additional 14 stores during the year ended December 31, 2023. We acquired 58 stores during the year ended December 31, 2024. 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.
Added
The transaction increased our equity ownership percentages from 20% and 15%, respectively, to 49% in each unconsolidated joint venture.
Removed
Additionally, property operations expense increased $23,122 at our same-store pool due to increased marketing expense, payroll, and property taxes. Tenant Reinsurance —Tenant reinsurance expense represents the costs that are incurred to provide tenant reinsurance.
Added
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.
Removed
The increase in tenant reinsurance expense for the year ended December 31, 2024 was due primarily to the increase in total number of stores operated compared to the prior year. We operated 4,011 stores at December 31, 2024, compared to 3,714 stores at December 31, 2023.
Added
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.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeIf benchmark index rates were to increase or decrease by 100 basis points, the increase or decrease in interest expense on the variable-rate debt would increase or decrease future earnings and cash flows by approximately $30,453 annually. Interest rate risk amounts were determined by considering the impact of hypothetical interest rates on our financial instruments.
Biggest changeIf 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 $24,153 annually. Interest rate risk amounts were determined by considering the impact of hypothetical interest rates on our financial instruments.
Interest rate swaps involve the exchange of fixed-rate and variable-rate interest payments between two parties based on a contractual underlying notional amount but do not involve the exchange of the underlying notional amount. See our Derivatives footnote in our Notes to consolidated financial statements in Item 8 for additional information about our use of derivative contracts. 32
Interest rate swaps involve the exchange of fixed-rate and variable-rate interest payments between two parties based on a contractual underlying notional amount but do not involve the exchange of the underlying notional amount. See our Derivatives footnote in our notes to consolidated financial statements in Item 8 for additional information about our use of derivative contracts. 34
As of December 31, 2024, we had approximately $12,600,661 in total face value of debt, of which approximately $3,045,255 was subject to variable interest rates (excluding debt with interest rate swaps).
As of December 31, 2025, we had approximately $13,481,899 in total face value of debt, of which approximately $2,415,341 was subject to variable interest rates (excluding debt with interest rate swaps).

Other EXR 10-K year-over-year comparisons