Item
2.02 Results
of Operations and Financial condition and Exhibits
On
February 26, 2010 Public Storage announced its financial results for the quarter
ended December 31, 2009. The full text of the press release issued in
connection with the announcement is filed as Exhibit 99.1 to this Current Report
on form 8-K.
Item
5.02. Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
(d) On February 26, 2010, the Board of
Trustees of Public Storage elected Avedick B. Poladian and Ronald P. Spogli to
the Board of Trustees effective immediately and increased the size of the Board
to thirteen members effective with their election.
Avedick
B. Poladian, 58, is the Executive Vice President and Chief Operating Officer for
Lowe Enterprises, Inc., a diversified national real estate company, where he
oversees human resources, risk management, construction, finance and legal
functions. Previously, Mr. Poladian worked with the international accounting
firm Arthur Andersen from 1974 to 2002. He currently serves on the
boards of directors for Occidental Petroleum Corporation and Western Asset
Management Funds. Mr. Poladian holds a Bachelor’s degree in
Accounting from Loyola Marymount University and is a certified public
accountant.
Ronald P.
Spogli, 61, co-founded Freeman Spogli & Co., a private investment firm, in
1983 after a career in investment banking with Dean Witter Reynolds where he was
a Managing Director responsible for mergers and acquisition in the western
United States. He rejoined the firm in June 2009 after having served
as the United States Ambassador to the Italian Republic and the Republic of San
Marino from August 2005 until February 2009. Mr. Spogli
graduated Phi Beta Kappa with great distinction in history from Stanford
University. He earned his Master’s degree in business administration
from Harvard University.
There is no arrangement or
understanding pursuant to which either Mr. Poladian or Mr. Spogli was nominated
or elected as a trustee, and there have been no transactions, either since the
beginning of the Company’s last fiscal year or that are currently proposed,
regarding Mr. Poladian or Mr. Spogli that are required to be disclosed pursuant
to Item 404(a) of SEC Regulation S-K.
Neither Mr. Poladian nor Mr. Spogli has
been appointed to committees of the Board of Trustees at this time. Both Mr.
Poladian and Mr. Spogli will receive compensation for services on the Board of
Trustees in the form and amounts payable to all outside members of the Board of
Trustees as described in our 2009 proxy statement.
Item
7.01. Regulation
FD Disclosure.
On February 26, 2010, Public Storage
announced that it is calling for redemption all outstanding depositary shares
representing interests in its Equity Shares, Series A (NYSE:PSA.A) on April 15,
2010 at $24.50 per share. The aggregate redemption amount to be paid
to all holders of the depositary shares is approximately $205
million. On February 25, 2010, the reported closing price per
depositary share of the Equity Shares, Series A was $25.40.
In addition, on February 26, 2010, the
Board of Trustees declared a regular common dividend of $0.65 per common share,
representing an increase of $0.10 per share (an 18% increase) from the previous
quarter’s distribution. The announcement is included in the press release
attached as Exhibit 99.1.
Item
9.01 Financial
Statements and Exhibits
(c) Exhibits
The
following exhibit relating to Item 2.02 shall be deemed to be furnished and not
filed.
Exhibit
99.1—Press Release dated February 26, 2010