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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
 
FORM
8-K
 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 18, 2023 
 
 
LIFE STORAGE, INC.
LIFE STORAGE LP
(Exact name of registrant specified in its charter)
 
 
 
Maryland
(Life Storage, Inc.)
 
1-13820
 
16-1194043
     
Delaware
(Life Storage LP)
 
0-24071
 
16-1481551
(State of
Formation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
6467 Main Street
Williamsville, New York 14221
(Address of Principal Executive Offices, Zip Code)
Registrant’s telephone number, including area code: (716)
633-1850 
 
 
Check the appropriate box below if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
 
Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
 
Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Life Storage, Inc.
Title of each class
  
Trading
Symbol
  
Name of each exchange
on which registered
Common Stock, par value $0.01 per share    LSI    The New York Stock Exchange
Life Storage LP
Title of each class
 
Trading
Symbol
 
Name of each exchange
on which registered
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Life Storage, Inc.:
Emerging Growth Company  ☐
Life Storage LP:
Emerging Growth Company  ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Life Storage, Inc.  ☐
Life Storage, Inc.  ☐
 
 
 

Item 5.07.
Submission of Matters to a Vote of Security Holders.
The 2023 Annual Meeting of Shareholders of Life Storage, Inc. (the “Company”) was held on May 18, 2023. Proxies were solicited pursuant to the Company’s proxy statement filed on April 13, 2023 with the Securities and Exchange Commission under Section 14(a) of the Securities Exchange Act of 1934. There was no solicitation in opposition to the Company’s solicitation. As of the record date of April 10, 2023, there were 85,087,900 shares of the Company’s common stock issued and outstanding. 78,241,987 shares were represented in person or by proxy at the meeting, or approximately 91.95% of the total shares issued and outstanding. Set forth below is a brief description of each matter voted on at the meeting and the final voting results.
P
roposal 1.
    The election of eight directors of the Company to hold office until the next Annual Meeting of Shareholders and until their successors are elected and qualified. In accordance with the results below, each nominee as listed in the proxy statement was elected to serve as a director.
 
    
Votes For
    
Votes
Against
    
Votes
Withheld
    
Broker
Non-Votes
 
Mark G. Barberio
     72,588,604        2,160,057      54,215        3,439,111  
Joseph V. Saffire
     74,259,629        479,054      64,193        3,439,111  
Stephen R. Rusmisel
     72,192,592        2,558,135      52,149        3,439,111  
Arthur L. Havener, Jr.
     73,178,365        1,567,376      57,135        3,439,111  
Dana Hamilton
     73,877,801        872,154      52,921        3,439,111  
Edward J. Pettinella
     63,139,482        11,607,813      55,581        3,439,111  
David L. Rogers
     74,268,398        478,945      55,533        3,439,111  
Susan Harnett
     73,865,925        885,365      51,586        3,439,111  
Proposal 2.
    The ratification of the appointment by the Board of Directors of Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2023. In accordance with the results below, the appointment of Ernst & Young LLP was ratified and approved.
 
Votes For
 
Votes Against
 
Abstentions
 
Broker
Non-Votes
74,708,656   3,482,808   50,523   0
Proposal 3.
    Proposal to approve (on a
non-binding
basis) the compensation of the Company’s executive officers.
In accordance with the results below, the compensation was approved (on a
non-binding
basis).
 
Votes For
 
Votes Against
 
Abstentions
 
Broker
Non- Votes
71,991,407   2,689,851   121,618   3,439,111
Proposal 4.
    Proposal (on a non-binding basis) on the frequency of holding future votes on the compensation of the Company’s executive officers. The results of the vote were as follows:
 
Every Year
 
Every Two Years
 
Every Three Years
 
Abstentions
 
Broker
Non-Votes
73,141,391   43,133   1,558,806   59,546   3,439,111
The results of the shareholder vote with respect to the frequency of the advisory vote on executive compensation were consistent with the recommendation of the Company’s Board of Directors that such vote be held every year. Accordingly, the Company will hold an annual advisory say-on-pay vote until the next required vote on the frequency of shareholder votes on the compensation of executives.

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrants have duly caused this Report to be signed on their behalf by the undersigned, thereunto duly authorized.
 
   
LIFE STORAGE, INC.
Date: May 2
4
, 2023
   
   
By
 
/s/ Joseph V. Saffire
   
Name:
 
Joseph V. Saffire
   
Title:
 
Chief Executive Officer
   
LIFE STORAGE LP
Date: May 2
4
, 2023
   
By:
 
LIFE STORAGE HOLDINGS, INC., as General Partner
   
By
 
/s/ Joseph V. Saffire
   
Name:
 
Joseph V. Saffire
   
Title:
 
Chief Executive Officer
Life Storage (NYSE:LSI)
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