Adds Two New Independent Trustees in Cooperation with Elliott Management
Establishes New Long-Term Planning Committee Focused on Strategy and Growth
GLENDALE, CA (STL.News) Public Storage (NYSE:PSA) (the “Company”) today announced that it has appointed Michelle (“Meka”) Millstone-Shroff and Rebecca Owen to its Board of Trustees (the “Board”) and has named David Neithercut as Lead Independent Trustee. In addition, Public Storage announced the establishment of an advisory Long-Term Planning Committee (the “Committee”) of its Board of Trustees focused on Public Storage’s long-term planning, strategy, growth, capital allocation priorities and capital structure management.
- Ms. Millstone-Shroff formerly served as the Chief Customer Experience Officer at Bed Bath & Beyond and President and Chief Operating Officer for buybuy BABY.
- Ms. Owen most recently served in various roles at Clark Enterprises, Inc. (“Clark Enterprises”) and its affiliated companies, including as Senior Vice President, Chief Legal Officer, and Chief Investment Officer.
These actions follow substantive engagement with the Company’s shareholders, including funds advised by Elliott Investment Management, L.P. (“Elliott”). In connection with today’s announcements, Public Storage and Elliott have also entered into a Cooperation Agreement, Elliott has withdrawn its nominees to the Board and related nomination and cumulative voting notices and will be supporting the Board’s Trustee nominees at Public Storage’s upcoming Annual Meeting of Shareholders. Public Storage and Elliott have also entered into an information sharing agreement to facilitate continued dialogue in preparation for the Company’s previously announced Investor Day that will be held on May 3, 2021.
In connection with today’s Trustee appointments, lead independent trustee Gary E. Pruitt has retired from the Board.
With respect to the new Long-Term Planning Committee, Joe Russell, President and Chief Executive Officer of Public Storage, will chair the Committee, which will initially comprise: Leslie Heisz, Michelle Millstone-Shroff, Shankh Mitra, David Neithercut, Rebecca Owen, and Joe Russell.
The appointments of Ms. Millstone-Shroff and Ms. Owen as independent Trustees will advance the Company’s Board refreshment efforts and further foster a diverse Board with a combination of skills, experience, and personal qualities that will best serve the Company’s shareholders. The Board also considered Elliott’s input regarding the benefits of Board enhancements and skill-sets of potential nominees in its appointment of highly qualified independent Trustees Shankh Mitra, David Neithercut, and Paul Williams in December 2020.
“We welcome Meka and Becky to the Board and look forward to working with them as we take action to drive long-term value creation,” said Ronald L. Havner, Jr., Chairman of the Board. “Today’s actions will accelerate our company’s ongoing, comprehensive process to refresh the Board and further improve corporate governance. We are pleased to have collaborated with Elliott and other shareholders in connection with these actions. We also expect the new Committee to build on the progress Joe and his team have made since he took on the CEO role to reinvest in the Company’s existing portfolio, implement new technology to enhance customer experience, drive organic growth, accelerate external growth, and expand third party management.”
“At Public Storage, we value the views of our shareholders, and welcome their input toward our common goal of enhancing long-term value,” said Mr. Russell. “The Company has strategic priorities focused on growth and is executing a clear strategy to drive sustainable value creation. We are reinvesting in our existing portfolio and delivering innovations to improve the customer experience and reduce costs. We are well-positioned to capitalize on our growth opportunities, and the Board and management team will continue to work together to deliver enhanced shareholder value.”
“Public Storage has the best platform in the self-storage industry, and we share the Board and management team’s conviction in the Company’s ability to capitalize on its leading franchise,” said Johannes Weber, Portfolio Manager at Elliott. “We believe the changes announced today will position the Company for significant growth and are pleased to have helped the Company identify corporate governance improvements and to have worked constructively with the Board and management to reach this result. We look forward to the Company’s Investor Day and its strategy to drive sustainable value creation.”
“On behalf of the Board, I would like to thank Gary for his many contributions to Public Storage throughout his tenure,” continued Mr. Havner. “We appreciate his leadership and wish him the very best in his future endeavors.”
Goldman Sachs & Co. LLC is acting as financial advisor to Public Storage, and Wachtell, Lipton, Rosen & Katz is acting as legal counsel.