exr-20260330

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934 (Amendment No. )


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x			Definitive Proxy Statement

o			Definitive Additional Materials

o			Soliciting Material Pursuant to §240.14a-12

Extra Space Storage Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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April 1, 2026

Dear Fellow Stockholder:

On behalf of the board of directors and officers of Extra Space Storage Inc., we are pleased to invite you to the 2026 Annual Meeting of Stockholders of Extra Space Storage Inc., which will be held virtually on May 14, 2026 at 9:00 a.m. Mountain Time.

In 2025, we delivered positive FFO per share growth and maintained positive same-store revenue growth despite facing the headwinds of a difficult supply cycle – a testament to our operational resilience and the strength of our diversified portfolio and storage related businesses. Existing customer behavior also remained strong in 2025. We have experienced low levels of vacates and bad debt, while being able to improve new and existing customer rental rates. These are not temporary wins. They are evidence that our customer acquisition and service, revenue management and data analytics platforms, refined over years and enhanced with machine learning, are converting improving market conditions into tangible performance.

As we enter 2026, we are increasingly confident in our long-term growth potential. Our large and diverse portfolio provides Extra Space data and scale advantages. We leverage our data in our digital marketing infrastructure to efficiently drive customers to our website, call center, and stores, while our revenue management systems use data from millions of rental transactions to continuously evolve pricing to optimize conversion. Using sophisticated data-driven pricing and promotions, we strive to capture maximum value from every customer interaction. We are thoughtfully integrating artificial intelligence and machine learning where it delivers tangible benefits, whether enhancing operational efficiency, sharpening execution, or elevating the customer experience. These are not experiments but data-driven decisions based on years of testing that position us as the sector's strongest operator.

Our strong execution is possible due to the depth and quality of talent across Extra Space Storage. Our executive team brings deep tenure and a proven track record, while our focus on attracting, developing, and retaining diverse talent ensures we are building tomorrow's leaders today. We have thrived across cycles, through booms and downturns, supply waves and supply droughts, rising and falling interest rates and cap rates. Our disciplined yet opportunistic approach to capital allocation has consistently driven value creation. As we look ahead, we are optimistic: the operational momentum we built in 2025, combined with declining new supply and our platform's proven strengths, positions us to unlock sustained growth and lasting shareholder value.

This year we are again furnishing proxy materials and voting instructions to our stockholders through mail and over the internet, as allowed by the Securities and Exchange Commission. On or about April 1, 2026, we intend to provide access to our digital proxy materials and to mail the Notice Regarding the Availability of Proxy Materials. Some stockholders may, if they have previously requested, receive paper copies by mail. We believe that this notice and access process expedites stockholders' receipt of proxy materials, while lowering costs of delivery and reducing the environmental impact of our annual meeting.

Your vote is important. Even if you plan to attend the meeting virtually, we urge you to vote your shares electronically through the internet or, if you have requested and received a paper copy of the proxy statement, by completing, signing and returning the paper proxy card enclosed with the proxy statement according to the instructions.

Thank you for your continued support, interest and investment in Extra Space Storage Inc.

Warmest regards,


Kenneth M. Woolley,						Joseph D. Margolis,
Chairman						Chief Executive Officer

TABLE OF CONTENTS


Proxy Summary			1


Information About the Board of Directors and Its Committees			6



The Board of Directors and Certain Governance Matters			11















Leadership Structure, Risk Oversight and Committees of the Board			16









Director Compensation			22



Executive Officers			23


Executive Compensation			24







Security Ownership of Directors and Officers			42



Matters That May be Brought Before the Annual Meeting			43

Item 1. Election of Directors			43

Item 2. Ratification of the Engagement of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for 2026			43

Item 3. Advisory Vote to Approve the Compensation of the Company's Named Executive Officers			44



Other Matters			46























Appendix A — Reconciliation of Non-GAAP Financial Measures			49

PROXY SUMMARY

The following is a summary that highlights information contained elsewhere in this proxy statement. This summary does not contain all the information you should consider, and you are urged to read the entire proxy statement carefully before voting.

Meeting Information


Date and Time:	Virtual Location:	This summary highlights information that should assist you in ensuring that your vote at the annual meeting is counted. We intend to mail proxy materials to a majority of our stockholders and provide access to our proxy materials over the internet on or about April 1, 2026. The notice also provides instructions on how you can request a paper copy of these documents if you desire and how you can enroll in e-delivery. If you received your annual meeting materials via email, the email contains voting instructions and links to our annual report and proxy statement on the internet.
Thursday, May 14, 2026, at 9:00 a.m., MT	www.virtualshareholdermeeting.com/EXR2026

VIRTUAL MEETING

INTERNET

MAIL

The Annual Meeting will be a virtual meeting of stockholders, conducted via live audio webcast. You are entitled to participate in the Annual Meeting only if you were a holder of our common stock as of the close of business on the Record Date or if you hold a valid proxy for the Annual Meeting.

You will be able to attend the Annual Meeting by visiting www.virtualshareholdermeeting.com/EXR2026. You also will be able to vote your shares electronically at the Annual Meeting. To participate in the Annual Meeting, you will need the control number included on your Notice or proxy card.

You may vote your shares through the internet by signing on to the website identified on the proxy card and following the procedures described on the website. Internet voting is available 24 hours a day until 11:59 p.m. ET on the day before the annual meeting. If you vote through the internet, you should not return your proxy card.

If you choose to vote by mail, simply complete the accompanying proxy card, date and sign it, and return it in the postage-paid envelope provided.

Proposals & Voting Recommendations


			Extra Space Storage			1

2025 Business Highlights

During 2025, we outpaced our self-storage peers in same-store revenue growth, and we have maintained our leadership position in occupancy, bridge loan activity, and third-party management services every year since 2022, demonstrating our sustained operational excellence and strategic advantages across our sector.

Sustainability

At Extra Space, we believe that part of doing well is acting as good corporate citizens and running a company that is built to last. With a focus on the future, we plan to benefit our stockholders today and over the long term. We do so by taking care of our customers, our employees, and our real estate holdings and by reducing our overall impact on the environment. In an effort to communicate better with our stockholders and be transparent about our sustainability practices, the Company has published a sustainability report, which can be found at https://ir.extraspace.com/sustainability.

Environmental

As a public real estate investment trust ("REIT") and owner and manager of real estate, we are not only stewards of our stockholders’ capital, but also of the environment. As stewards, we seek to reduce our carbon impact, with positive returns on such initiatives. We do this through energy-saving initiatives such as installing solar panels, installing motion activated systems to turn lights on and off automatically, replacing older fixtures with modern energy-saving fixtures and bulbs, and retrofitting HVAC to higher efficiency systems. We also sell products made with recycled materials.

Environmental highlights for 2025 include the following:

•Highly rated by the Global Real Estate Sustainability Benchmark (GRESB), with an "A" public disclosure score

•Completed solar installation projects at 154 of our stores, investing $30.1 million

•Over 1,000 REIT owned stores have solar panel systems

•Completed LED lighting retrofit projects at 96 of our stores, investing $1.6 million

•Invested $25.9 million in HVAC retrofits to higher efficiency heating and cooling systems


2			Extra Space Storage

Social Responsibility

Our greatest asset is our people. We strongly believe in training and retaining talented employees from all backgrounds and having management at all levels engage with our employees, our customers, our board and other stakeholders. At Extra Space, we believe that as we take care of our employees, they will take care of our customers and our facilities. We do so by focusing on employee engagement, inclusion, safety and wellness.

Social highlights for 2025 include the following:

•Ranked on U.S. News Best Companies to Work for, 2025

•Sponsored paid volunteer hours by our employees, benefiting both local and national nonprofit organizations

•Named as one of Time Magazine's "Best Midsize Companies," "World's Best Companies" and "America's Growth Leaders"

•Named by Newsweek on their "Excellence Index," "Best Customer Service," "Greatest Workplaces for Women," "America's Greatest Companies," and "Best of the Best" lists

•Continued investing in training, development and career planning programs for employees that enables Extra Space to attract and retain top talent

•Focused on embedding our company values--Integrity, Excellence, Innovation, Teamwork and Passion-in all our programs and ensure they guide the way we work, interact with customers and behave in communities

•Expanded participation in our Employee Resource Groups and focused on providing career planning resources and community-based mentorships

•Awarded "There's Space for Everyone" scholarships to eight college students

•Chosen as one of Forbes "America's Best Companies to Work for and Invest in," 2025

•Published EEO-1 data regarding employee demographics

Governance

We are committed to strong corporate governance to promote the long-term interests of our stockholders, strengthen management accountability and help maintain public trust in Extra Space. We encourage open communication and positive working relationships among the members of our board. Our directors have access to and regularly meet with senior management and other employees. We actively seek input from our stockholders through our stockholder engagement programs and regular meetings with management. The Corporate Governance section below describes our governance framework which includes the following highlights:


• Independent Lead Director and Independent Director-led Audit, Compensation & Human Capital, and Nominating, Governance & Corporate Responsibility Committees			• Code of Business Conduct & Ethics (signed by all directors, officers and employees)
• Separate Chairman and Chief Executive Officer			• Whistleblowing and whistleblower protection policy
• Nine out of ten directors are independent			• Annual evaluations of our board and committees
• Claw-back policy covering all incentive compensation			• Annual election of all directors and majority voting in uncontested elections
• Double-trigger provisions in the event of change in control			• Stockholder ability to amend bylaws
• Regular succession planning and strong mentoring culture			• Proxy access provision in bylaws
• No employment agreements with officers			• Data protection and privacy policy
• No stockholder rights plan (poison pill)			• Annual advisory vote to approve executive compensation
• Quarterly and annual review of enterprise risk management plan and performance			• Prohibition against hedging and stringent limitations on pledging for officers and directors
• Robust director and executive officer stock ownership guidelines			• Policy on political and charitable contributions publicly available on website
• Regular risk oversight and mitigation review, including cybersecurity


			Extra Space Storage			3

Board Expertise and Composition

We are asking stockholders to elect ten directors to serve for a one-year term that will expire at the Company’s 2027 annual meeting. Each director nominee is elected annually by the affirmative vote of at least a majority of the stockholders present in person or represented by proxy and entitled to vote for the election of directors.

Our director nominees bring a balance of experience and perspective. We believe that our board’s expertise allows the board to effectively oversee management to ensure that the interests of the board of directors and management align with the interests of our stockholders.

Kenneth M. Woolley

Joseph D. Margolis

Mark G. Barberio

Joseph J. Bonner

Gary L. Crittenden

Susan Harnett

Crystal Call Maggelet (2)

R.J. Pittman (2)

Joseph V. Saffire

Julia Vander Ploeg

Skills and Experience

Real Estate Expert

REIT/Storage Industry Expert

Financial Literacy

M&A and Capital Markets

Technology Expertise, including cyber security

Digital Marketing, AI Strategy

Operational Strategy Development

Corporate Governance & Compensation

Public Company Executive Experience

Public Company Board Experience (1)

Financial, Accounting and/or Tax Expertise

Human Capital Management

Risk Management

Tenure and Independence

Age

Tenure

Independence

Gender

Male

Female

Ethnicity

African American/Black

Middle Eastern/North African

White

(1) Excluding Extra Space Storage Inc.

(2) Nominee for Director

All our directors have risk management experience and are financially literate. In addition to the diversity of our directors' skills sets set forth above, our nominees for director come from a wide range of backgrounds and experience, including manufacturing, real estate, technology, hospitality, and financial services, which we believe allows our board of directors to better serve our stockholders, customers and employees.


4			Extra Space Storage

Executive Compensation Highlights

We are requesting your non-binding vote to approve the compensation of our named executive officers (“NEOs”) as described in the "Executive Compensation" section of this proxy statement. The goals for our executive compensation program are to (i) attract, retain and motivate effective executive officers, (ii) align the interests of our executive officers with the interests of the Company and our stockholders and (iii) align market competitive compensation with our short-term and long-term performance. At the Company’s 2025 Annual Meeting of Stockholders, an advisory vote was held to approve executive compensation, thereby affording stockholders the opportunity to cast a vote on the compensation programs for our named executive officers. The result of this vote indicated 94% approval of the compensation paid to our named executive officers.

Executive Compensation

We believe that our 2025 executive compensation was aligned with the Company's performance during a strong year. The following is a summary of the key components of the 2025 compensation program for our NEOs. The majority of compensation of our NEOs is performance related to ensure that our executive officers are closely aligned with maximizing stockholder value, as reflected in the charts below. Ninety-three percent of our CEO’s compensation and 86% of our other NEOs’ compensation is variable depending on meeting or exceeding certain goals or targets or based on total shareholder return of the Company.


			Extra Space Storage			5

INFORMATION ABOUT THE

BOARD OF DIRECTORS AND ITS COMMITTEES

Nominees for Directors

KENNETH M. WOOLLEY

AGE: 79

NON-EXECUTIVE CHAIRMAN OF THE BOARD

JOSEPH D. MARGOLIS

AGE: 65

CEO AND DIRECTOR

Experience:

Kenneth M. Woolley is the founder of our Company, served as our Executive Chairman and CEO from our formation through March 2009, and Chief Investment Officer from July 2012 to July 2013. Since July 2012, Mr. Woolley has served as Executive Chairman (July 2012 - May 2018) and Chairman (May 2018 - present) of the board of directors. Mr. Woolley resigned from his position as Chairman and CEO of the Company effective April 1, 2009, to serve a voluntary three-year mission for his church, during which time he remained a director. Mr. Woolley has been involved in the self-storage industry since 1977. He has been directly responsible for developing over 280 properties and acquiring over 800 self-storage properties throughout the United States. Early in his career he was a management consultant with the Boston Consulting Group. From 1979 to 1998, he was an Associate Professor and later an Adjunct Associate Professor of Business Administration at Brigham Young University, where he taught undergraduate and M.B.A. classes in Corporate Strategy and Real Estate. Mr. Woolley has also developed more than 17,000 apartment units through his Las Vegas entity, Nevada West Partners. He is also a partner in New York based Gaia Real Estate, which owns 3,000 apartment units. He has also founded several companies in the retail, electronics, food manufacturing and natural resources industries. Mr. Woolley holds a B.A. in physics from Brigham Young University and an M.B.A. and Ph.D. in business administration from the Stanford Graduate School of Business. Mr. Woolley has been a member of our board of directors since August 2004.

Qualifications:

Mr. Woolley was selected to serve as Chairman based on his experience and knowledge of our Company and his extensive experience in the real estate and self-storage industry.

Experience:

Joseph D. Margolis has served as our Chief Executive Officer since January 1, 2017. Previously, he served as our Executive Vice President and Chief Investment Officer from July 2015 until December 31, 2016. From 2011 until July 2015, he also was Senior Managing Director and Partner at Penzance Properties, a vertically integrated owner, operator and developer of office and other properties in the Washington, D.C. metro area. Previously, Mr. Margolis was a co-founding partner of Arsenal Real Estate Funds, a private real estate investment management firm, from 2004 through 2011. Before forming Arsenal in 2004, Mr. Margolis held senior positions from 1992 to 2004 at Prudential Real Estate Investors in portfolio management, capital markets and as General Counsel. Before that, Mr. Margolis worked for The Prudential Insurance Company of America as in-house real estate counsel from 1988 through 1992, and as a real estate associate at the law firm of Nutter, McClennen & Fish from 1986 through 1988. Mr. Margolis has served as a director since May 2020 and is currently a member of the Compensation and Investment and Finance Committees for Invitation Homes, a publicly traded REIT. Mr. Margolis is a graduate of Harvard College and Columbia University School of Law. Mr. Margolis served as a member of our board of directors from February 2005 until July 2015 and rejoined our board on May 18, 2017 after his appointment as Chief Executive Officer.

Qualifications:

Mr. Margolis was selected to serve as a member on our board based on his knowledge of our Company and his extensive finance and real estate experience.


6			Extra Space Storage

INFORMATION ABOUT THE BOARD OF DIRECTORS AND ITS COMMITTEES

MARK G. BARBERIO

AGE: 63

LEAD INDEPENDENT DIRECTOR

COMMITTEES:

Audit, Nominating, Governance & Corporate Responsibility

JOSEPH J. BONNER

AGE: 70

DIRECTOR

COMMITTEES:

Compensation & Human Capital, Nominating, Governance & Corporate Responsibility

Experience:

Mark G. Barberio has served as a Principal at Markapital, LLC, a business and M&A consulting firm, since 2013. From 2009-2013, Mr. Barberio served as the Co-Chief Executive Officer of Mark IV, LLC, a global diversified manufacturing company. Mr. Barberio also served as the Chief Financial Officer of Mark IV, LLC from 2004-2013. Mr. Barberio served as the Non-executive Chair of Life Storage, Inc. from 2015 until its acquisition by the Company in 2023. He has served as a director of Gibraltar Industries, Inc. since 2018. He is a trustee serving on the board of Rochester Institute of Technology. Mr. Barberio is a member of National Association of Corporate Directors ("NACD"). Mr. Barberio previously served as the Non-executive Chair of Endo International plc from 2020 to 2024 and as a director of Exide Technologies from 2015 to 2020, Life Storage, Inc. from 2015 to 2023 and Paragon Offshore Limited from 2017 to 2018. Mr. Barberio holds a B.S. in Business-accounting from Rochester Institute of Technology, and an M.B.A. from the State University of New York at Buffalo. Mr. Barberio has been a member of our board of directors since July 2023.

Qualifications:

Mr. Barberio was selected to serve as a member of our board based on his experience with finance and capital markets as well as his years of leadership experience on several major public company boards.

Experience:

Joseph J. Bonner has served as the President & CEO of Solana Beach Capital LLC since January 2015, where he is responsible for advising Owner/Operator/Developer clients on finding solutions for their real estate capital needs. He was previously the Chief Investment Officer of the UAE based company Mubadala Pramerica Real Estate Investors from 2010 to 2014. Mr. Bonner was responsible for executing the investment strategy of the company regionally as well as globally. From 1989 to 2010, Mr. Bonner held senior positions at Prudential Real Estate Investors in asset management and transactions where he was responsible for all real estate acquisitions in the Mid-Atlantic and Northeast Regions of the United States and the Eastern and Mid-Western Regions of Canada. From 1981 to 1987, Mr. Bonner was a senior engineer at Exxon Chemical Company, responsible for providing project management service to Exxon’s worldwide affiliates. Prior to joining Exxon, Mr. Bonner served as a Project Manager for IBM, where he was responsible for the design and construction of corporate office facilities. Mr. Bonner served as a Director at USAA Real Estate Company through June 2018. Mr. Bonner also formerly served on the Investment Committee of Rethink Community, a social impact community development firm. He is currently an Independent Director for a series of mutual funds managed by The Capital Group. Mr. Bonner is a member of the Council on Foreign Relations. Mr. Bonner holds a B.A. in architecture from The Cooper Union, an M.S. in civil engineering from MIT, and an M.B.A. from Harvard University. Mr. Bonner has been a member of our board of directors since May 2019.

Qualifications:

Mr. Bonner was selected to serve as a member on our board based on his extensive experience in real estate investing, global capital markets, acquisitions and finance.


2026 Proxy Statement			7

INFORMATION ABOUT THE BOARD OF DIRECTORS AND ITS COMMITTEES

GARY L. CRITTENDEN

AGE: 72

DIRECTOR

COMMITTEES:

Audit (Chair), Compensation & Human Capital

SUSAN HARNETT

AGE: 69

DIRECTOR

COMMITTEES: Compensation & Human Capital, Nominating, Governance & Corporate Responsibility

Experience:

Gary L. Crittenden is a private investor and since January 2017 has served as an Executive Director at HGGC, LLC, a private equity firm. Mr. Crittenden previously served as the Chairman and Managing Partner of HGGC, LLC from December 2013 to December 2016, as its Chief Executive Officer from April 2012 to December 2013, and as its Managing Partner from 2009 to April 2012. Mr. Crittenden previously served as chairman of Citi Holdings, and as Chief Financial Officer at Citigroup, American Express Company, Monsanto, Sears Roebuck, Melville Corporation, and Filene’s Basement. Mr. Crittenden has served as a director of Primerica, Inc. since July 2013 and Zions Bancorporation since 2016. Mr. Crittenden holds a B.S. in Management from Brigham Young University, and an M.B.A. from the Harvard Business School. Mr. Crittenden has been a member of our board of directors since February 2020.

Qualifications:

Mr. Crittenden was selected to serve as a member of our board and as our Audit Committee chair based on his public company operating experience, financial and accounting expertise and his leadership experience within large enterprises.

Experience:

Susan Harnett has served as a mentor to digital startups at the FinTech Innovation Lab since 2015. Ms. Harnett is a founding limited partner of How Women Invest. Previously, Ms. Harnett served as the Chief Operating Officer (North America) with QBE Insurance Group from 2012-2015. Ms. Harnett has served as a director of OFG Bancorp since 2019, GoalSetter since April 2021, and Sphere 3D since November 2022. Ms. Harnett previously served as a director of Life Storage, Inc. from February 2021 to July 2023, Wellabe Insurance from 2021 to 2023 and First Niagara Financial Group from 2015 to 2016. Ms. Harnett spent most of her career in a variety of global leadership roles at Citigroup. Ms. Harnett is a Certified Director with the NACD and a DCRO Qualified Risk Director. Ms. Harnett holds an M.B.A. from Northwestern University and a Bachelor of Arts degree from Marquette University. Ms. Harnett has been a member of our board of directors since July 2023.

Qualifications:

Ms. Harnett was selected to serve as a member of our board based on her depth of experience with corporate finance and corporate governance as well as her years of experience working with various boards of publicly traded and private companies.


8			Extra Space Storage

INFORMATION ABOUT THE BOARD OF DIRECTORS AND ITS COMMITTEES

CRYSTAL CALL MAGGELET

AGE: 61

NOMINEE FOR DIRECTOR

R.J. PITTMAN

AGE: 56

NOMINEE FOR DIRECTOR

Experience:

Crystal Call Maggelet has served as the CEO and Chairperson of FJ Management Inc., a diversified family business that includes wholly-owned subsidiaries: Big West Oil, a petroleum refinery and Maverik, an 850+ c-store chain and two fuel transportation divisions, Maverik Logistics, TAB Bank, a community bank, and Solar Transport since December 2008. She has also served as the CEO of Maverik since March 2024, overseeing its operations and strategic direction. In 1993, Ms. Maggelet founded Crystal Inn, a small chain of hotels, where Ms. Maggelet has served as the Managing Director since October 1993. In addition to her current board role as Chairperson of FJ Management, she serves on the Wake Robin board, the Organizing Committee for the Utah 2034 Olympic and Paralympic Games, the Great Salt Lake Rising board, and the Zions Bank Advisory board. Her previous board experience includes serving on the boards of Pilot Flying J, Savage Services, Intermountain Health, Liv Communities, the Federal Reserve Economic Advisory Council, and the Utah State Board of Higher Education. In 2018, Ms. Maggelet was named the national Ernst and Young Entrepreneur of the Year for Family Business. In addition, Ms. Maggelet is actively involved in managing the family’s charitable giving through the Call Foundation and the Call to Action Foundation. Ms. Maggelet received a bachelor’s degree in Business Administration, from Pepperdine University and an M.B.A. from Harvard Business School and has Honorary Doctorate Degrees in Business from Utah State University, Weber State University, and Utah Valley University. Ms. Maggelet is a nominee to our board of directors at our annual meeting on May 14, 2026.

Qualifications:

Ms. Maggelet has been nominated to our board based on her experience leading a company with multi-unit retail properties and her expertise related to developing and implementing operational strategies.

Experience:

R.J. Pittman served as Chief Executive Officer of Matterport and as the Chairman of its board of directors from July 2021 to February 2025 and previously served as Chief Executive Officer and as a member of the board of directors of Legacy Matterport since December 2018. He has held senior leadership positions at eBay, Apple, and Google, advancing artificial intelligence, machine learning, and data science to define the next generation of customer experiences. Prior to Matterport, Mr. Pittman served as eBay's first Chief Product Officer from July 2013 to July 2018, leading global product strategy and brand for the company’s marketplace. His prior experience includes leading Apple’s worldwide e-commerce platform, where he rebuilt digital commerce to support the exponential growth of iPhone and iPad, and growing a portfolio of web search properties at Google to several hundred million users. Earlier in his career, Mr. Pittman founded and led several technology startups during the formative years of the internet economy, including Digital Courier Technologies, Inc., a publicly traded e-commerce and digital payments company. He holds a B.S. in Computer Engineering from the University of Michigan and an M.S. in Engineering-Economic Systems from Stanford University. Mr. Pittman is a nominee to our board of directors at our annual meeting on May 14, 2026.

Qualifications:

Mr. Pittman has been nominated to our board based on his experience leading large-scale technology businesses, his expertise in artificial intelligence and digital commerce, and his public company board and leadership experience.


2026 Proxy Statement			9

INFORMATION ABOUT THE BOARD OF DIRECTORS AND ITS COMMITTEES

JOSEPH V. SAFFIRE

AGE: 56

DIRECTOR

JULIA VANDER PLOEG

AGE: 56

DIRECTOR

COMMITTEES:

Compensation & Human Capital (Chair), Audit

Experience:

Joseph V. Saffire served as the Chief Executive Officer for Life Storage, Inc. from March 2019 through July 2023. Mr. Saffire previously served as the Chief Investment Officer of Life Storage, Inc. from March 2017 to March 2019. Prior to joining Life Storage, Inc., Mr. Saffire served as the Executive Vice President and Head of Commercial Banking for First Niagara Bank from 2014 to 2016. Mr. Saffire also served as the Executive Vice President and Head of Global Banking for Europe, the Middle East and Africa for Wells Fargo Bank from 2012 to 2014 and the Chief Operating Officer and Head of International Corporate and Commercial Banking in Germany for HSBC Bank from 2010 to 2012. Mr. Saffire previously served as a Director of Life Storage, Inc. from March 2019 to July 2023 and has served on the board of Broadstone Net Lease Inc. since February 2025. Mr. Saffire received an M.B.A. from the University at Buffalo and a Bachelors of Science degree in Finance from Boston College. Mr. Saffire has been a member of our board of directors since July 2023.

Qualifications:

Mr. Saffire was selected to serve as a member of our board based on his deep self-storage operational strategy experience as well as his years of public company executive experience, including experience with investor relations.

Experience:

Julia Vander Ploeg has over 25 years of experience leading digital, e-commerce, and technology operations for complex global businesses across diverse industries, including hospitality, automotive, entertainment and retail. Ms. Vander Ploeg brings experience to our Board on capital allocation, innovation, AI, data monetization and customer experience, as well as risk management, ranging from operations to cyber. Ms. Vander Ploeg's experience is sought after across the Fortune 500 today through her current work lecturing in Executive Education at the Kellogg School of Management of Northwestern University. Ms. Vander Ploeg previously served as Global Head of Digital and Technology for Hyatt Hotels Corporation from 2018 to 2022, where she led all e-commerce, digital, and IT to advance Hyatt's guest experience across 1200 hotels in 75 countries through seamless, personalized digital innovation. Ms. Vander Ploeg also served as Vice President of Digital and Business Transformation for Volvo Car Corporation form 2017 through 2018 where she led a significant digital transformation for the corporation, re-shaping the company's digital technology governance during a time of rapid growth. From 2014 through 2017, Ms. Vander Ploeg led digital for McDonald's USA, building complete new digital capability centers that drove the launch of McDonald's first mobile app and mobile ordering at 14,000 restaurants in North America. Julia currently serves as an independent director of Neighborly Inc., the world's largest home services franchise company owning 30 different brands, as well as Suntex Marinas, one of the largest owners and developers of premier marina properties in the United States. Ms. Vander Ploeg received her bachelor's degree from Michigan State University and an MBA from Northwestern University's Kellogg School of Management. She is certified by the National Association of Corporate Directors in Cyber-Risk Oversight. Ms. Vander Ploeg has been a member of our board since November 2020.

Qualifications:

Ms. Vander Ploeg was selected to serve as a member of our board and as our Compensation Committee chair based on her experience with digital marketing, e-commerce, technology, and cyber security.


10			Extra Space Storage

THE BOARD OF DIRECTORS AND CERTAIN GOVERNANCE MATTERS

Overview

The board of directors believes that the purpose of good corporate governance is to ensure that the board of directors is independent from management, adequately oversees management, and ensures that the interests of management and the board of directors align with the interests of our stockholders in order to maximize stockholder value in a manner consistent with all applicable legal requirements. The Company is committed to strong corporate governance that promotes the long-term interests of its stockholders, strengthens management accountability, and helps maintain public trust in the Company. Consequently, we have adopted corporate governance guidelines, which are available at www.extraspace.com under Company Info—Investor Relations—Governance—Governance Documents.

2025

NAME

TITLE

2026 Nominee

Director

Independent

Audit
Committee

Compensation & Human Capital Committee

Nom., Gov. & Corp. Resp. Committee

Kenneth M. Woolley

Chairman

Joseph D. Margolis

Director and CEO

Mark G. Barberio (1)

Lead Independent Director

Joseph J. Bonner

Director

Gary L. Crittenden

Director

Susan Harnett

Director

Spencer F. Kirk (2)

Director

Crystal Call Maggelet (3)

Director Nominee

Diane Olmstead (4)

Director

R.J. Pittman (5)

Director Nominee

Joseph V. Saffire

Director

Julia Vander Ploeg

Director

C - Committee Chair

(1) The board anticipates appointing Mr. Barberio as the chair of the Nominating, Governance & Corporate Responsibility Committee.

(2) Mr. Kirk is not standing for re-election at the 2026 Annual Meeting. Mr. Kirk will remain as an unpaid special advisor to the board.

(3) The board anticipates nominating Ms. Maggelet to the Nominating, Governance & Corporate Responsibility Committee following the 2026 Annual Meeting.

(4) Current Nominating, Governance & Corporate Responsibility Committee chair. Ms. Olmstead is not standing for re-election at the 2026 Annual Meeting.

(5) The board anticipates nominating Mr. Pittman to the Audit Committee following the 2026 Annual Meeting.

Director Independence

We require that a majority of the board of directors, and all members of the Audit Committee, the Compensation and Human Capital Committee and the Nominating, Governance and Corporate Responsibility Committee, be independent in accordance with the New York Stock Exchange (“NYSE”) rules. In order to determine whether a director is independent, the board of directors affirmatively determines that there is no direct or indirect material relationship between the Company and the director. If all ten of the nominated directors in 2026 are elected, the board of directors has determined that nine of ten directors will be independent. The board reached this determination after considering all relevant facts and circumstances, responses to director questionnaires and considering transactions and relationships, if any, between us, our affiliates, our executive officers and their affiliates, and each of the directors and applicable affiliates. The board also determined that all members of the Audit Committee, the Compensation and Human Capital Committee and the Nominating, Governance and Corporate Responsibility Committee are independent in accordance with NYSE and Securities and Exchange Commission ("SEC") rules.

Nomination of Directors

Nominees for director are selected by the Nominating, Governance and Corporate Responsibility Committee. The board of directors has developed criteria that are designed to describe the qualities and characteristics desirable for the board of directors as a whole. The Nominating, Governance and Corporate Responsibility Committee aims to identify nominees who will contribute to the range of attributes, skills, experiences, backgrounds, and perspectives, with a view to identify nominees that can assist the board of directors with its decision making. The Nominating, Governance and Corporate Responsibility Committee places primary emphasis on (i) judgment, character, expertise, skills and knowledge useful to the oversight of the Company’s business; (ii) diversity of perspectives, backgrounds, experiences and other perspectives; (iii) business or other relevant experience; and (iv) the extent to which the interplay of the nominee’s expertise, skills, knowledge and experience with that of other members of the board of directors will build a board that is active, collegial and responsive to the needs of the Company. In addition, the Nominating, Governance and Corporate Responsibility


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THE BOARD OF DIRECTORS AND CERTAIN GOVERNANCE MATTERS

Committee aims for the pool of candidates that the committee considers to incorporate qualified individuals from a variety of backgrounds, including demographic backgrounds.

The criteria and the effectiveness of our nomination policies are reviewed annually by the Nominating, Governance and Corporate Responsibility Committee and the board of directors. In general, they require that each director or nominee:

• possesses a high level of personal and professional ethics;

• has sound business judgment and integrity;

• has financial literacy or other business or professional experience relevant to understanding our business;

• has experience with businesses and other organizations of comparable size and complexity;

• has the ability to think and act independently; and

• has demonstrated the capacity to work constructively with others.

The Nominating, Governance and Corporate Responsibility Committee will consider nominees recommended by stockholders. Stockholder recommendations of directors must be made in writing and include the candidate's written consent to be nominated and sufficient background information on the candidate to enable the committee to assess his or her qualifications. Stockholder recommendations should be addressed to our Corporate Secretary at the following address:

Extra Space Storage Inc.

Attn: Corporate Secretary

2795 East Cottonwood Parkway, Suite 300

Salt Lake City, Utah 84121

Recommendations received from stockholders will be considered and processed subject to the same criteria as candidates nominated by the Nominating, Governance and Corporate Responsibility Committee, as discussed above.

Board Orientation and Education

Each new director participates in a rigorous orientation program wherein such director meets members of our senior management, and attends presentations concerning the Company’s core disciplines, including marketing, sales, revenue management, investments, security and risk mitigation.

In addition to new director orientation, our directors regularly participate in continuing education to maintain the skills necessary to perform their duties and responsibilities and to keep abreast of industry trends, legal and regulatory developments and corporate governance practices. These include various presentations by outside advisors and consultants at board meetings and retreats, regular discussions with management and the opportunity to attend various external board education programs.

Communications with the Board and its Committees

Any stockholder or other interested party may communicate with the board of directors, the independent board members, any of the committees of the board of directors, or one or more of its individual members, by directing correspondence to any such individual or group of individuals in care of the Corporate Secretary, Extra Space Storage Inc., 2795 East Cottonwood Parkway, Suite 300, Salt Lake City, Utah 84121 or by referring to the “Stockholder Communication Policy” at www.extraspace.com under Company Info—Investor Relations—Governance—Governance Documents.

Board Evaluations

Each year the board conducts a self-evaluation. These evaluations have included a written survey completed by each director, an interview process in which the Lead Independent Director talks to each director individually regarding his or her view of how the board overall and each of our directors is performing, and utilizing an independent consultant to interview each director individually to gather information on the functionality of the board, its committees and its directors. In 2025, the board engaged an independent consultant to evaluate the board, its directors and its governance policies and intends to continue to engage an independent evaluator on a regular basis as needed, but no less than every three years. Generally, the evaluations address issues such as whether there are additional items that should be added to agendas, whether management is providing the board with the information it needs to effectively review the Company’s performance and risks, whether meetings feature a healthy level of debate and participation, whether the composition of the board is appropriate, feedback on individual directors, whether the board is adequately monitoring the Company’s strategic direction, and the performance and development of management. This feedback is then discussed in the Nominating, Governance and Corporate Responsibility Committee, which takes the feedback into consideration in its ongoing evaluation of potential new director candidates when recommending a slate of nominees for election to the board at each annual meeting of the stockholders. In addition, the evaluations are discussed in depth at an executive session of the board.


12			Extra Space Storage

THE BOARD OF DIRECTORS AND CERTAIN GOVERNANCE MATTERS

In addition, each of the board’s committees annually conducts a review of its charter and a self-assessment of the performance of committee duties under its charter over the previous year. The review generally includes:

•the role of the committee within Extra Space,

•the committee’s structure, function and risk management role,

•the committee’s charter and fulfillment of delegated responsibilities, and

•the committee’s follow-through.

During 2025, the board and its committees reviewed the committee charters to ensure that the charters clearly state the purposes and responsibilities of each committee. As a part of that review, the Compensation Committee determined to change the name of the committee to the Compensation and Human Capital Committee to better reflect the duties and responsibilities of the committee.

Board Service Limitations

The Company expects our directors to have enough time to dedicate to their role as a director to ensure appropriate oversight of the Company. As a result, our Nominating, Governance and Corporate Responsibility Committee has adopted a policy limiting the board service of our directors as follows:

•executive directors may serve on no more than one board in addition to the Company board; and

•non-executive directors may serve on no more than three boards in addition to the Company board.

When determining the number of boards on which a director serves, the Company does not include private company boards, subsidiary boards for which a director already serves as either an officer or director, or charitable organizations, trade associations or other similar organizations.

Stockholder Rights and Accountability

•Our board is not classified, and each of our directors is subject to annual reelection, except for board actions to fill vacancies arising between stockholder elections. Our Corporate Governance Guidelines prohibit a classified board as well as staggered terms.

•Stockholders holding a majority of outstanding shares have the right to call special meetings.

•Stockholders holding a majority of outstanding shares have the right to amend, alter or repeal our Bylaws, or adopt new Bylaws.

•Stockholders possess the right to nominate candidates to the Board through the proxy access provisions of our Bylaws.

•Stockholders may act by written consent.

•We do not have a stockholder rights plan, and we will not adopt a stockholder rights plan in the future without stockholder approval.

•We actively engage with our stockholders, seek input, address questions and concerns, and provide perspective on Company policies and practices through our direct outreach to investors, our annual meetings of stockholders and regular detailed investor presentations.

Code of Business Conduct and Ethics

Our Code of Business Conduct and Ethics (the “Code”) outlines the principles of conduct and ethics to be followed by our employees, officers and directors, including our principal executive officer, principal financial officer and principal accounting officer. The purpose of the Code is to:

• promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

• avoid conflicts of interest, including disclosure to an appropriate person or committee of any material transaction or relationship that reasonably could be expected to give rise to such a conflict;

• promote full, fair, accurate, timely and understandable disclosure in reports and documents that we file with, or submit to, the SEC and in other public communications made by the Company;

• comply with applicable governmental laws, rules and regulations;

• promote prompt internal reporting to an appropriate person or committee of violations of the Code;

• promote accountability for adherence to the Code;

• provide guidance to employees, officers and directors to help them recognize and deal with ethical issues; and

• provide mechanisms to report unethical conduct and help foster our longstanding culture of honesty and accountability.

A copy of the Code has been provided to, and signed by, each of our directors, officers and employees. A copy of the Code is available on our website at www.extraspace.com under Company Info—Investor Relations—Governance—Governance Documents.


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Stockholder Engagement

During 2025, members of executive management and board leadership continued their active engagement with stockholders. In addition, stockholders may also contact members of our board or management through our website or by regular mail. We host quarterly earnings conference calls to which all stockholders have access. We continue to adopt governance changes as a result of outreach to our stockholders for their views. Based on that outreach, we believe the combination of actions we have taken present an overall governance structure responsive to their views.

Claw-backs to Recoup Compensation

In compliance with the SEC's adoption of final rules related to claw-backs under the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act") and the corresponding NYSE listing standards, we have adopted a policy (the "Claw-back Policy") that provides that for each covered executive, including each NEO, the Company is entitled to recover any incentive-based compensation (cash or equity) received by the covered executive based on the achievement of financial reporting measurements during the three completed fiscal years immediately before the date the restatement determination is made, to the extent that the amount of the annual or long-term incentive compensation is greater than what the covered executive would have received based on the restated financial results. Recovery of these amounts is required, regardless of whether the covered executive was responsible for the restatement, with only limited exceptions. The requirements of the Claw-back Policy are incorporated into our incentive compensation programs, and each covered executive is required to acknowledge the applicability of the Claw-back Policy to the executive's incentive compensation awards received after the Claw-back Policy's effective date.

The policy is administered by the Compensation and Human Capital Committee. The Company will disclose actions taken under the Policy in its proxy materials when required by, and in compliance with, SEC rules and regulations and other applicable laws.

Political and Charitable Contributions

Our Nominating, Governance and Corporate Responsibility Committee oversees the Company’s political and charitable contributions and other public policy matters. In order to facilitate accountability and informed decision-making with respect to the Company’s political contributions, the board has adopted Political and Charitable Contributions Guidelines that apply to contributions or expenditures of corporate funds to various political entities, charitable organizations, and certain causes. Contributions subject to the Guidelines must be approved by a management committee and/or the Nominating, Governance and Corporate Responsibility Committee. All contributions are required to be reported quarterly to the Nominating, Governance and Corporate Responsibility Committee.

Insider Trading Policy

We have a robust policy to ensure that neither our employees or directors violate insider trading rules, including 90 day cooling off periods for Rule 10b5-1 trading plans and a prohibition on overlapping and single-trade plans.

Succession Planning

We continue to focus on our own governance, including succession planning for our board with a commitment to ensure our board has a variety of backgrounds, experiences and perspectives. We strive to maintain an appropriate and comprehensive mix of skills and backgrounds on our board. Rather than imposing arbitrary age or tenure limits on service, the Nominating, Governance and Corporate Responsibility Committee regularly reviews each director’s continued role on the board and the need for periodic board refreshment. We have nominated two new directors to join our board this year, and three out of eight of the directors standing for reelection this year have joined the board in the last five years.

Pledging Limitations & Hedging Prohibitions

The Company has adopted a policy that limits pledging transactions by our directors and senior executives. Such pledges are only allowed with respect to shares held in excess of stock ownership requirements and only after obtaining the written permission of the Compensation & Human Capital Committee. The Compensation & Human Capital Committee believes that allowing pledges in excess of the stock ownership requirements is unlikely to result in adverse effects to stockholders. The Compensation & Human Capital Committee also recognizes that by allowing such pledging arrangements, directors and senior executives are able to pursue their respective business interests without the need to sell Company shares to raise additional capital.

The Company has adopted a policy that applies to our directors and senior executives that prohibits all hedging and similar monetization transactions.


14			Extra Space Storage

THE BOARD OF DIRECTORS AND CERTAIN GOVERNANCE MATTERS

Social Responsibility

Extra Space Storage believes in helping people build a better tomorrow. This vision is realized through an inclusive culture that values and celebrates the unique attributes and characteristics of each employee. The Company focuses on building a diverse and talented workforce by investing in training, development, and career planning, ensuring long-term success for years to come. We believe that having the best people on the team, regardless of background, leads to the best results, and we have seen our employee engagement efforts pay off. In 2025, U.S. News listed Extra Space as one of the “Best Companies to Work For” and Forbes chose us as one of the “Best Companies to Work for and Invest in.” Both of these awards along with many others awarded to the Company in 2025 are a testament to the integrity upheld by the team every day. In addition, based on our own employee engagement survey, we achieved an overall satisfaction score of 76% with 93% of our employees participating in our survey.

In order to attract and retain top talent from all backgrounds, we invest in comprehensive development opportunities across the organization, including our flagship programs such as LDP, EDP, LAUNCH, GPS, SEED, and DMIT. In 2025, our investment in training and development included structured leadership development, communication training, individual development plans, site manager training, mentorship experiences, the launch of a new Learning Management System (Axonify), and the rollout of a new District Manager onboarding program. In addition, our store employees received an average of 48 hours of training in 2025, and each new hire received an average of 82 hours of training, reinforcing our focus on equipping employees with the skills, tools, and support needed to thrive.

We believe that promoting the health and well-being of our employees through their own personal wellness plans leads to an increase in employee productivity, improves morale, creates a positive and healthy work environment and reduces healthcare costs. We offer competitive health benefits and encourage our employees to participate in employee health and wellness programs. We offer our employees a health concierge service that helps them navigate their healthcare, from finding providers, comparing costs and resolving complex claims issues. 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. The Company has always valued the safety of our employees and provides regular training for our employees to increase safety at our sites. 

We sponsor volunteer hours by our employees, benefiting both local and national nonprofit organizations. Included among these organizations are USANA Kids Eat, Ticket to Dream, Wreaths Across America, various food banks across the country, and more. Outside of employer sponsored volunteer hours, we also have a program that recognizes employees who spend their free time making a difference in their local communities with both a personal bonus and a charitable donation from Extra Space. 

As part of our dedication to giving back, at the end of each year, we host a donation drive for Feeding America. In 2025, through employee donations and a company match, this initiative resulted in 166,000 meals donated to Feeding America. To further amplify our team's personal desire to give back to our communities, we also offer the benefit of donation matching, where Extra Space matches employee contributions to the charitable organizations of their choice. Organizations that we donated to in 2025 as part of the program include American Heart Association, Wasatch Trails Foundation, Special Olympics, Best Friends Animal Society, and many more. By allowing our team to give back in the format of their choice, we increase employee engagement while doing good within our communities. We also awarded eight scholarships to college students as part of our "There's Space for Everyone" scholarships program.

The Company is committed to fostering an inclusive culture and living its core values, integrity, teamwork, excellence, passion and innovation. In 2025, we continued to expand participation in our employee resource groups, which provide all employees with opportunities to build connections, celebrate culture, and engage in educational initiatives that strengthen our workplace community. Inclusion is central to our values and culture at Extra Space. We believe that excellence and innovation stem from diverse perspectives, integrity is sustained through treating our employees fairly, and teamwork thrives in an environment where every individual feels valued. 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 prioritizing employee development, health and safety, and overall well-being, while staying true to our core values, strengthens engagement and helps us attract and retain talented individuals from all backgrounds. These efforts create a positive work environment where people can thrive and contribute to long-term success.

Environmental Sustainability

Our goal with environmental sustainability is to be the provider of choice for energy efficient and sustainable self-storage facilities nationwide. Our board recognizes that sustainability and energy efficiency are important to Extra Space’s business strategy. Our efforts in promoting sustainability and energy efficiency are backed by a record of action. Across our portfolio we focus on the following:

•Improving energy efficiency through lighting retrofits. At December 31, 2025, 100% of our wholly owned stores have been upgraded, or are scheduled to be updated, to LED or T-8 lighting systems, with LED fixtures used on all projects since 2017. These lighting retrofit initiatives result in cumulative estimated savings of over 39 million kilowatt-hours.

•Installing solar panels. We commissioned solar projects at 154 of our stores in 2025. We have generated 390 gigawatt-hours through on-site solar panels since we initiated our solar initiative in 2010. In 2025, our clean energy production offset the equivalent carbon dioxide emissions of 51 million pounds of coal being burned according to U.S. Environmental Protection Agency Metrics. To date, our solar program has offset the equivalent carbon dioxide emissions of 291 million pounds of coal being burned.


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THE BOARD OF DIRECTORS AND CERTAIN GOVERNANCE MATTERS

•Decreasing heating and air-conditioning expenses by controlling temperatures and updating to more energy efficient systems. In 2025, we invested $26 million in high-efficiency HVAC systems.

•Reducing water consumption with efficient plumbing devices and irrigation systems.

•Recycling 9,414 pounds of obsolete computer and electronic equipment.

•Using recycled materials in the products we sell in our stores and incorporating products that have been certified by third-parties, such as the Sustainable Forestry Initiative (SFI), demonstrating that they have been produced by responsible sources.

We also participated in the GRESB Real Estate Assessment in 2025, receiving a score of 70. The self-storage peer group average was 57. We continued to receive the highest possible public disclosure score of “A”, scoring a 97/100. The global average score was a "B". We have joined GRESB as a full member and will continue to participate in the GRESB Real Estate Assessment annually. We will continue to participate in other industry related surveys focused on sustainability reporting.

For additional information on our environmental initiatives and to see our sustainability reports, visit our sustainability web page at the following address: http://ir.extraspace.com/sustainability.

For the avoidance of doubt, neither these reports nor any other information on our website is incorporated herein by reference. Moreover, certain of the disclosures here and elsewhere, including on our website, are informed by third-party frameworks or other stakeholder expectations and, therefore, may not be material for purposes of our securities filings, even if we use terms such as “material” or “materiality.” Particularly in the ESG context, “materiality” is subject to various definitions that differ from, and are often more expansive than, the definition under U.S. federal securities laws.

LEADERSHIP STRUCTURE, RISK OVERSIGHT AND COMMITTEES OF THE BOARD

Leadership Structure

Independent directors and management have different perspectives and roles in strategy development and execution. Our independent directors bring experience, oversight and expertise from outside the Company and across various industries and disciplines, including real estate, technology and financial services. Our Chairman and our CEO bring extensive company-specific and industry experience and expertise to their roles.

Our board of directors has separated the positions of Chairman of the board and CEO. Mr. Woolley serves as our Chairman, and Mr. Margolis serves as our CEO and director. Our board of directors has determined that this leadership structure is appropriate at this time as it allows the CEO to focus on our day-to-day business, while allowing the Chairman of the board of directors to lead the board in its fundamental role of providing advice to and independent oversight of management.

The board has a governance structure that includes regular meetings of the independent directors in executive session and with our internal auditors, external auditors and other consultants. Our Lead Independent Director helps to facilitate and strengthen the role of the independent directors. The specific responsibilities of the Lead Independent Director are as follows:


Executive Sessions/ Committee Meetings			• Presides at all meetings of the board at which the Chairman is not present
Meetings of Independent Directors			• Calls meetings of the independent directors, if needed, and sets the agenda
Board Processes and Information			• Helps ensure the quality, quantity, appropriateness and timeliness of information provided to the board and meeting agendas • Ensures feedback is properly communicated to the board and Chairman
Retention of Outside Advisors and Consultants			• Retains outside advisors and consultants who report directly to the board
Board Review and Assessment			• Assists the Nominating, Governance and Corporate Responsibility Committee in conducting regular interviews with each director regarding his/her assessment of the effectiveness of the board and the committees


16			Extra Space Storage

LEADERSHIP STRUCTURE, RISK OVERSIGHT AND COMMITTEES OF THE BOARD

Risk Oversight

The board is responsible for overseeing our company-wide approach to the identification, assessment and management of major risks. Both our board and management have key responsibilities in managing risk throughout the Company. Our board provides overall risk oversight, both directly and through its committees, to identify and assess the major risks our Company faces and to oversee the policies and procedures for monitoring and controlling such risks. The table below shows the board’s governance responsibilities and management’s key responsibilities managing and overseeing risk throughout the Company.


Board • Oversees business strategy, major resource allocation, and overall oversight of business conduct • Provides overall oversight of the risk management process, exercised through its standing committees • On an annual basis, management reports to the board on top enterprise risks and the steps management has taken to mitigate these risks • Our Senior Vice President of Technology provides quarterly updates to the board on technology and cybersecurity • Our Executive Vice President and Chief Legal Officer provides quarterly updates to the board on material legal and regulatory matters • Our Executive Vice President and Chief Digital Officer reports to the board quarterly on AI, including the continued adoption of AI and risk oversight of the use of AI at the Company • Management provides regular reports for board discussion regarding recent operations, finance, acquisitions, human capital and other developments impacting the Company

Audit Committee Oversees risks related to our enterprise risk management framework, including and/or in addition to: • Financial statements, accounting, financial reporting and internal controls, including working with auditors; • Compliance with legal and regulatory requirements and ethics programs; • Performance of internal audit function and effectiveness of internal controls; and • Oversees SEC disclosures in the event of a cybersecurity breach.	Compensation & Human Capital Committee Oversees risks related to compensation and human capital management, including: • Overall compensation policies, practices and philosophy; • Incentive and equity-based compensation plans; • Regulatory compliance with respect to compensation matters; and • Compensation recovery policy.	Nominating, Governance & Corporate Responsibility Committee Oversees risks related to our overall corporate governance, including: • Board nominations, evaluations and effectiveness; • Board and committee composition, skills tenure and diversity; • Board and management succession planning; and • ESG strategy, initiatives and policies and ESG-related risks.

Management • Identifies and assesses material risks • Develops and implements appropriate risk management strategies • Integrates risk management into decision-making process • Ensures that information with respect to material risks is transmitted to the board and its committees, as appropriate


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LEADERSHIP STRUCTURE, RISK OVERSIGHT AND COMMITTEES OF THE BOARD

Cybersecurity Risk Management and Strategy

The Company has developed and implemented a cybersecurity risk management program intended to protect the confidentiality, integrity, and availability of our critical systems and information. Our cybersecurity risk management program is integrated into our overall risk 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.

Cybersecurity Risk Identification and Management

We design and assess our program based on the Center for Internet Security Critical Security Controls Version 8 (CIS V8). This does not imply that we meet any particular technical standards, specifications, or requirements, only that we use the CIS V8 controls as a guide to help us identify, assess, and manage cybersecurity risks relevant to our business.

Key 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 board, employees, 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; 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.

We have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected or are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition.

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. 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. 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. 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. 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.

Our management team supervises 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 the IT environment. The Company has not experienced an information security breach in the last three years nor is it aware of a security breach by a third-party that has included any of the Company's sensitive information.

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. In addition, management updates the Board, where it deems appropriate, regarding any cybersecurity incidents it considers to be significant, or potentially significant.

The Board receives briefings from management on our cyber risk management program on a quarterly basis. 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.

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.


18			Extra Space Storage

LEADERSHIP STRUCTURE, RISK OVERSIGHT AND COMMITTEES OF THE BOARD

Attendance at Meetings of the Board and its Committees

The board of directors holds at least four regularly scheduled meetings per year and additional special meetings as necessary. Each director is expected to attend all regularly scheduled and special meetings, unless unusual circumstances make attendance impractical. The board of directors may also take action from time to time by written or electronic consent. For the year ended December 31, 2025, our board and its committees maintained strong oversight over our management and business, with the board holding a total of five meetings on financial and operational results, corporate strategy, governance, compensation and other topics. During the time such director served on our board during 2025, each director attended at least 90% of the meetings of the board of directors and of any committees on which he or she served during this period.

Committees of the Board of Directors

The committees on which each director serves are listed above in “Information about the Board of Directors and its Committees—Nominees for Directors.”

AUDIT COMMITTEE

The Audit Committee operates under a written charter adopted by the board of directors, a copy of which is posted on the Company’s website at www.extraspace.com under Company Info—Investor Relations—Governance—Governance Documents. The Audit Committee has direct responsibility for the appointment, compensation, retention and oversight of the independent auditors for the Company, and sole authority to establish pre-approval policies and procedures for audit and non-audit engagements with the independent auditors. The Audit Committee also oversees the operation of a comprehensive system of internal controls designed to ensure the integrity of the financial statements and reports and compliance with laws, regulations and corporate policies of the Company. Additionally, the Audit Committee oversees the independent auditor’s qualifications, performance and independence; monitors communications with the independent auditor; and monitors the performance of the internal audit function at the Company. In accordance with the rules of the NYSE, the board of directors has determined that each of the current members of the Audit Committee is independent as defined by the Audit Committee’s charter and Section 303A of the NYSE Listing Standards.

As set forth in the Audit Committee’s charter, management of the Company is responsible for the preparation, presentation and integrity of our financial statements. Management is also responsible for maintaining appropriate accounting and financial reporting principles and policies, and internal controls and procedures that provide for compliance with accounting standards and applicable laws and regulations. The internal auditors are responsible for independently assessing the principles, policies, internal controls and procedures surrounding the financial statements as well as monitoring management’s follow-up to any internal audit reports. The external auditors are responsible for planning and carrying out a proper audit of our annual financial statements, reviews of our quarterly financial statements prior to the filing of each Quarterly Report on Form 10-Q, and annually auditing the effectiveness of our internal controls over financial reporting and other procedures. The members of the Audit Committee are not full-time employees of the Company and are not performing the functions of auditors or accountants. As such, it is not the duty or responsibility of the Audit Committee or its members to conduct “field work” or other types of auditing or accounting reviews or procedures or to set auditor independence standards.

Mr. Crittenden, Mr. Barberio and Ms. Olmstead have each been designated as an “audit committee financial expert” as defined in the SEC’s Regulation S-K, Item 407(d)(5).

REPORT OF THE AUDIT COMMITTEE

The Audit Committee assists the board of directors in fulfilling its responsibility for oversight of the quality and integrity of the accounting, auditing and financial reporting practices of the Company, as well as the Company’s compliance with corporate policies and legal and regulatory requirements, including the Sarbanes-Oxley Act of 2002. During fiscal year 2025, the Audit Committee met eight times and discussed with the CEO, Chief Financial Officer (“CFO”), Principal Accounting Officer, internal auditors and independent registered public accounting firm (external auditors) the SEC filings that contained financial information, prior to their public release. The Audit Committee’s meetings include executive sessions with the Company’s external and internal auditors, in each case without the presence of the Company’s management.

In discharging its oversight responsibility, the Audit Committee received from the external auditors a formal written statement describing all relationships between the external auditors and the Company that might bear on the external auditors’ independence and discussed with the external auditors their independence and any relationships that may impact their objectivity and independence. The Audit Committee also discussed with management, internal auditors and external auditors the quality and adequacy of the Company’s internal controls and the internal audit function’s organization and responsibilities. The Audit Committee reviewed both with the external and internal auditors their audit plans, audit scope and identification of audit risks. After careful consideration of the best interests of our stockholders, the Audit Committee has chosen Ernst & Young LLP as our independent public accountants for fiscal year 2026.

In carrying out its responsibilities, the Audit Committee, among other things:

• monitors preparation of quarterly and annual financial reports by the Company’s management;


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LEADERSHIP STRUCTURE, RISK OVERSIGHT AND COMMITTEES OF THE BOARD

• supervises the relationship between the Company and its external auditors, including having direct responsibility for their appointment, compensation and retention; reviewing the scope of their audit services; approving audit and non-audit services; and confirming the independence of the external auditors;

• oversees management’s implementation and maintenance of effective systems of internal and disclosure controls, including review of the Company’s policies relating to legal and regulatory compliance, ethics and conflicts of interests and review of the Company’s internal auditing program;

•oversees required SEC disclosures in the event of a cybersecurity breach;

•oversees the Company’s Senior Director of Internal Audit and monitors the scope and adequacy of the Company’s internal auditing program, reviewing internal audit department staffing levels and steps taken to implement recommended improvements in internal procedures and controls; and

• reviews, approves and/or ratifies related-party transactions for which such approval is required under applicable law, including SEC and NYSE rules.

During fiscal year 2025, management advised the Audit Committee that each set of financial statements reviewed and discussed by management with the committee had been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). In addition, management reviewed significant accounting and disclosure issues with the Audit Committee. These reviews included discussion with the external auditors of matters required to be discussed pursuant to AS 1301(Communications with Audit Committees), as adopted by the Public Company Accounting Oversight Board (“PCAOB”) including the quality of the Company’s accounting principles, the reasonableness of significant judgments and the clarity of disclosures in the financial statements. The Audit Committee also discussed with Ernst & Young LLP matters relating to its independence, including a review of audit and non-audit fees and the written disclosures and letter from Ernst & Young LLP to the Audit Committee pursuant to Rule 3526 of the PCAOB (Communication with Audit Committees Concerning Independence).

In addition, the Audit Committee reviewed key initiatives and programs aimed at strengthening the effectiveness of the Company’s internal and external disclosure control structure. The Audit Committee conducted a performance self-evaluation for review with the board of directors that included a comparison of the performance of the Audit Committee with the requirements of its charter.

Taking all of these reviews and discussions into account, the Audit Committee members listed below recommended to the board of directors that the Company’s audited financial statements be included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, for filing with the SEC.

During 2025, the Audit Committee held eight meetings.

Submitted by the Audit Committee,

Gary L Crittenden, Chair

Mark Barberio

Diane Olmstead

Julia Vander Ploeg

COMPENSATION & HUMAN CAPITAL COMMITTEE

The Compensation & Human Capital Committee operates under a written charter adopted by the board of directors, a copy of which is posted on the Company’s website at www.extraspace.com under Company Info—Investor Relations—Governance—Governance Documents. The Compensation & Human Capital Committee assesses the adequacy of its charter annually. The charter, which reflects the standards set forth in the SEC and NYSE rules and regulations, identifies the Compensation & Human Capital Committee’s primary responsibilities with respect to compensation as follows:

• examine periodically the philosophy and structure of the Company’s compensation programs;

• oversee and act on behalf of the board of directors with respect to the benefit and compensation plans of the Company;

• establish the Company’s total compensation philosophy, and ensure that the compensation programs of the Company reflect that philosophy;

• evaluate the CEO's performance in light of clearly established goals and objectives and establish the compensation of the CEO;

• review and approve the CEO’s compensation recommendations with respect to other executives;

• monitor awards under the Company’s equity compensation plans;

•administer the Company's compensation recovery policy; and

• report to the board of directors in its meetings and executive sessions.

In performing its duties, the Compensation & Human Capital Committee has the authority to take such action as it deems appropriate to implement the purposes of the Compensation & Human Capital Committee. The Compensation & Human Capital Committee may retain


20			Extra Space Storage

LEADERSHIP STRUCTURE, RISK OVERSIGHT AND COMMITTEES OF THE BOARD

legal, accounting or other consultants, and meet in separate executive sessions with the Company’s management and employees and its compensation consultant.

During 2025, the Compensation & Human Capital Committee retained Meridian Compensation Partners ("Meridian") as its independent compensation consultant to advise the Compensation and Human Capital Committee in connection with matters pertaining to executive compensation, including advising as to market levels and practices, plan design and implementation, comparable company data, consulting best practices and governance principles. The Compensation and Human Capital Committee has determined that Meridian is independent. In reaching these conclusions, the Compensation & Human Capital Committee considered the factors set forth in Exchange Act Rule 10C-1 and NYSE listing standards. During 2025, the Compensation & Human Capital Committee held seven meetings.

COMPENSATION & HUMAN CAPITAL COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

All members of the Compensation & Human Capital Committee are independent under NYSE listing standards. During 2025, none of the executive officers of the Company served on the board of directors or compensation committee of any entity whose officers served either on the board of directors of the Company or on the Compensation & Human Capital Committee of the board of directors. No member of the Compensation & Human Capital Committee has ever been an officer or employee of the Company or any of its subsidiaries. No interlocking relationships existed during the year ended December 31, 2025, between any member of the board or the Compensation & Human Capital Committee and an executive officer of the Company.

NOMINATING, GOVERNANCE AND CORPORATE RESPONSIBILITY COMMITTEE

The Nominating, Governance and Corporate Responsibility Committee operates under a written charter adopted by the board of directors, a copy of which is posted on the Company’s website at www.extraspace.com under Company Info—Investor Relations—Governance—Governance Documents. The Nominating, Governance and Corporate Responsibility Committee assesses the adequacy of its charter annually. The charter, which reflects the standards set forth in the SEC and NYSE rules and regulations, identifies the Nominating, Governance and Corporate Responsibility Committee’s primary duties and responsibilities as follows:

• identify potential board members and recommend to the board a slate of nominees for election to the board and recommend directors to serve on the committees of the board;

• develop and recommend to the board corporate governance guidelines applicable to the Company, including a code of ethics and monitor Company's compliance with such guidelines;

• engage in succession planning for the CEO and other key executives;

• oversee the board of directors’ annual evaluation of itself and its committees;

•oversee board education and training; and

•monitor and oversee management's efforts and activities on sustainability initiatives, including environmental, social and governance matters, including an annual in-depth review of the Company's progress regarding such initiatives.

The Nominating, Governance and Corporate Responsibility Committee reviews communications from stockholders and responds directly or through the Chief Legal Officer. In performing its duties, the Nominating, Governance and Corporate Responsibility Committee has the authority to take such action as it deems appropriate to implement the purposes of the Nominating, Governance and Corporate Responsibility Committee. The Nominating, Governance and Corporate Responsibility Committee may retain legal, accounting or other consultants, and meet in separate executive sessions with the Company’s management and employees and its consultants.

During 2025, the Nominating, Governance and Corporate Responsibility Committee held three meetings.

POLICY REGARDING BOARD ATTENDANCE AT STOCKHOLDERS MEETINGS

We encourage attendance at stockholders meetings by members of the board of directors and senior executives so that stockholders will have the opportunity to meet our directors and senior executives. All of our then-current board members attended the 2025 Annual Meeting of Stockholders.


2026 Proxy Statement			21

DIRECTOR COMPENSATION

All non-employee directors receive compensation for their service. The board determines the form and amount of compensation for non-management directors after consideration of the recommendation of the Compensation and Human Capital Committee. The board approved the mix of cash and equity compensation described below.

Retainers are paid quarterly in cash and are prorated when a director joins the board. Below are the annual retainers that non-employee directors were entitled to receive beginning on May 21, 2025 for board service:


Compensation			Amount ($)
Chairman Cash Retainer			340,000
Director Cash Retainer			90,000
Lead Independent Director, supplemental			35,000
Audit Committee Chair, supplemental			30,000
Compensation and Human Capital Committee Chair, supplemental			25,000
Nominating, Governance and Corporate Responsibility Committee Chair, supplemental			20,000
Non-Chair Committee Member, supplemental			10,000

In addition, all non-employee directors receive an award on the date of each annual meeting of shares of common stock equivalent in value to $200,000 (to the nearest share), with the number of shares determined by the closing price of our common stock on the date of the annual meeting. These shares vest on the first anniversary of the date of grant, subject to a director’s continued service through the vesting date. The following table presents the compensation paid to our non-employee directors in 2025:


Name	Fees earned or paid in cash ($)	Stock awards (1) ($)	All other compensation (2) ($)	Total ($)
Kenneth M. Woolley	340,000	200,000	8,954	548,954
Joseph J. Bonner	110,000	200,000	8,954	318,954
Gary Crittenden	130,000	200,000	8,954	338,954
Spencer F. Kirk (3)	90,000	200,000	8,954	298,954
Diane Olmstead (3)	120,000	200,000	8,954	328,954
Julia Vander Ploeg	125,000	200,000	8,954	333,954
Mark Barberio	145,000	200,000	8,954	353,954
Susan Harnett	110,000	200,000	8,954	318,954
Joseph V. Saffire	90,000	200,000	8,954	298,954
Total	1,260,000	1,800,000	80,586	3,140,586

(1) Each non-employee director listed in the table above received 1,375 shares of common stock on May 21, 2025. Dollar amounts represent grant date fair value of such grants as determined in accordance with Accounting Standards Codification 718, "Stock Compensation" ("ASC 718") using the assumptions to value such awards reported in the notes to our financial statements in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 20, 2026. As of December 31, 2025, each of our non-employee directors listed in the table above held 1,375 shares of restricted stock.

(2) All other compensation represents dividends paid to non-employee directors on unvested common stock.

(3) Mr. Kirk and Ms. Olmstead are not standing for re-election at the 2026 annual meeting. Mr. Kirk will remain as an unpaid special advisor to the board.

During 2025, Mr. Margolis served as a director and was also our CEO. As an employee, he did not receive any additional compensation for his services as a director. In accordance with SEC rules, we have not included Mr. Margolis in the table above.

Stock Ownership Guidelines for Directors

We have stock ownership guidelines that require each of our non-employee directors, within five years after appointment to the board, to hold shares of our common stock or restricted stock (whether or not vested) with a value equal to the sum of five times the annual cash portion of the board retainer. These stock ownership guidelines align our directors’ interests with those of our stockholders by ensuring non-employee directors hold equity in the Company. Each non-employee director has met these guidelines as of December 31, 2025 or has additional time within which to come into compliance in accordance with the guidelines.


22			Extra Space Storage

EXECUTIVE OFFICERS

Information for Joseph D. Margolis is contained previously under the heading “Information about the Board of Directors and its Committees—Nominees for Directors.” Information with regard to our other named executive officers is presented below. All executive officers are elected as officers at the annual organizational meeting of the board of directors held following each annual meeting of stockholders.


ZACH DICKENS AGE: 51 TITLE: Executive Vice President and Chief Investment Officer			Zach Dickens has served as our Chief Investment Officer since December 2020. Mr. Dickens has been with the Company since 2002, and he has served in various roles in the real estate department, including currently as Executive Vice President of Investments. Mr. Dickens has been instrumental in the Company's investments, structuring transactions with joint venture partners, preferred equity investments and growing the Company’s bridge lending program. Prior to joining Extra Space Storage, Mr. Dickens oversaw a technical support team at eBay. Mr. Dickens has a Master of International Management from Thunderbird School of Global Management, an M.B.A. from Arizona State University and a Bachelor's in Russian Language from the University of Utah.

MATTHEW HERRINGTON AGE: 45 TITLE: Executive Vice President and Chief Operations Officer			Matt Herrington has served as our Chief Operations Officer since June 2020. In addition to leading operations, Mr. Herrington oversees facilities management and construction. Mr. Herrington has been a member of the Company’s senior management team for over a decade, most recently serving as the Senior Vice President of Operations from 2015-2020. Mr. Herrington has been with the Company since 2007 in various roles including Divisional Vice President of Operations and Senior District Manager, Operations. Mr. Herrington holds a Master's of Science in Management from Baker University and a Bachelor's in Business Administration from the University of Nebraska - Kearney.

GWYN G. MCNEAL AGE: 57 TITLE: Executive Vice President and Chief Legal Officer			Gwyn G. McNeal has served as our Chief Legal Officer since July 2013. Ms. McNeal has been with the Company since 2005. Prior to her current role she was the Vice President and Associate General Counsel of the Company, providing legal support to the Company’s operations team along with overseeing litigation, employment law matters and intellectual property. Ms. McNeal began her career practicing law with Latham & Watkins LLP, San Diego from 1992 to 2000. She then served as General Counsel for 3form, Inc. from 2000 to 2003. Prior to joining the Company, Ms. McNeal represented the Company as external counsel with Nelson Christensen & Helsten. Ms. McNeal holds a B.A. from Brigham Young University and a J.D. from the University of Southern California.

JEFF NORMAN AGE: 45 TITLE: Executive Vice President and Chief Financial Officer			Jeff Norman has served as our Chief Financial Officer since July 2025. Mr. Norman has been with Extra Space Storage since 2012, and has served on the Company's senior management team since 2014, operating in various roles including Director of Financing, Vice President Investor Relations, and Senior Vice President of Capital Markets and Treasury. Mr. Norman was instrumental in establishing the Company's bridge lending platform, Extra Space Capital LLC, as well as its sustainability program. Mr. Norman was also central in obtaining and maintaining the Company's public credit ratings and has managed the Company's risk management function since 2022. Prior to joining the Company, Mr. Norman worked for over eight years at Zions Bank's National Real Estate Group in multiple roles concluding as a Vice President. Mr. Norman holds a B.A. in Finance and an M.B.A. degree from the University of Utah.

SAMRAT SONDHI AGE: 51 TITLE: Executive Vice President and Chief Digital Officer			Samrat Sondhi has served as our Chief Digital Officer since January 2025. Previously, he served as the Chief Marketing Officer since June 2020. Prior to this, Mr. Sondhi was Chief Operations Officer from January 2013 to June 2020, a member of the Company’s senior management team since 2008 and has been with the Company since 2003. He has served in various roles including Divisional Vice President, covering core markets across the United States, and Senior Vice President Revenue Management, playing a key role in the evolution of pricing strategy and execution for the self-storage industry. Prior to joining the Company, Mr. Sondhi served as the Vice President Revenue Management for Storage USA for two years. Prior to joining Storage USA, Mr. Sondhi worked as a consultant with Deloitte Consulting from 2001 to 2002. Mr. Sondhi holds an M.B.A. degree from Carnegie Mellon University and a B.S. in electronics from Pune University, India.

NOAH SPRINGER AGE: 47 TITLE: President			Noah Springer has served as our President since January 2026 and previously served as our Chief Strategy and Partnership Officer since December 2020. Mr. Springer has been with the Company since 2006 and has served in various roles in acquisitions, third-party management and asset management. Mr. Springer helped create Management Plus, Extra Space Storage’s third-party management platform, and continues to lead that business, as well as the Company's joint venture platforms. In addition, Mr. Springer leads our human resources team. Prior to joining Extra Space, Mr. Springer worked for a number of years in banking. He has a B.A. in Finance and an M.B.A. degree from the University of Utah. On January 5, 2026 Mr. Springer's title changed to President, maintaining his previous duties and taking on responsibility for the Company’s operations function.


2026 Proxy Statement			23

EXECUTIVE COMPENSATION

Compensation Discussion and Analysis

This section provides an overview and analysis of our compensation program and policies, the material compensation decisions we have made under those programs and policies with respect to our named executive officers in 2025, and the material factors that we considered in making those decisions. For 2025, our named executive officers (also referred to as our NEOs) included the following:

•Joseph D. Margolis, Chief Executive Officer and member of the board

•Jeff Norman, Executive Vice President and Chief Financial Officer

•Scott Stubbs, former Chief Financial Officer

•Zachary Dickens, Executive Vice President and Chief Investment Officer

•Samrat Sondhi, Executive Vice President and Chief Digital Officer

•Noah Springer, President

LEADERSHIP TRANSITIONS

•Mr. Stubbs transitioned from Executive Vice President and Chief Financial Officer to Executive Vice President on July 1, 2025 and subsequently retired from the Company on December 31, 2025

•Mr. Norman was appointed Chief Financial Officer, effective July 1, 2025

•Mr. Springer was promoted to President, effective January 5, 2026

GENERAL PHILOSOPHY

The Compensation and Human Capital Committee is made up of four independent directors, who determine our executive compensation policies in order to align management’s incentives with the long-term interests of stockholders and to be competitive with comparable employers. Accordingly, our compensation program reflects the following key features to ensure management's incentives are appropriately aligned with our stockholders:

•Pay for performance emphasis;

•A high percentage of executive total annual target compensation in the form of performance-based stock units which are "at risk" and subject to a three-year performance period to assess long-term performance;

•A market-based approach for evaluating and reviewing executive pay;

•Caps on annual and long-term incentive payouts;

•No employment agreements for executive officers;

•Claw-back policy on incentive compensation;

•No excessive perquisites;

•No tax gross ups; and

•Robust stock ownership requirements for executives.

SETTING EXECUTIVE COMPENSATION

Based on our philosophy underlying executive compensation, we place significant emphasis on annual and long-term performance-based incentive compensation. In addition to base salaries for our executives, annual cash incentives and long-term equity based incentive awards are designed to reward our executives based on the achievement of predetermined Company and individual goals. We also consider historical compensation levels as well as other industry conditions and the overall effectiveness of our compensation program when determining executive pay.

In order to ensure the fulfillment of our compensation philosophy and to assist in establishing the Company’s aggregate level of compensation, the Compensation and Human Capital Committee engages a nationally recognized compensation consulting firm. Meridian provided executive compensation advisory services in 2025.

Working with Meridian for the purpose of evaluating and setting 2025 compensation for our NEOs, the Compensation and Human Capital Committee developed a benchmarking comparator group of 18 companies that are similar to the Company in total enterprise


24			Extra Space Storage

EXECUTIVE COMPENSATION

value and FFO, number of employees and number of properties, that included all direct competitors. The following companies are used in the comparator group:


• AvalonBay Communities, Inc.	• Equity Residential	• SBA Communications Corporation
• Boston Properties, Inc.	• Essex Property Trust, Inc.	• Simon Property Group, Inc.
• Chipotle Mexican Grill, Inc.	• Hilton Worldwide Holdings Inc.	• Sun Communities, Inc.
• Crown Castle Inc.	• Invitation Homes, Inc.	• Welltower Inc.
• CubeSmart	• Mid America Apartment Communities, Inc
• Digital Realty Trust, Inc.	• Public Storage
• Equinix, Inc.	• Realty Income Corporation

This group is unchanged from 2025. As of December 31, 2025, the Company was positioned near the median of the comparator group for enterprise value (48th percentile).

The Compensation and Human Capital Committee uses compensation data compiled from our comparator group as the beginning reference point for their assessment of pay positioning and as an indicator of competitive market trends. In addition, the Compensation and Human Capital Committee considers analyses prepared by Meridian that includes additional industry data.

The Compensation and Human Capital Committee does not have a pre-established policy for the allocation of compensation between cash, non-cash compensation and long-term incentive compensation. In setting executive compensation, the Compensation and Human Capital Committee considers Company performance, the data provided by Meridian, the level and nature of the executive's responsibility, the executives' experience and Company and individual performance. In making these determinations, the Compensation and Human Capital Committee also considers our Chief Executive Officer's recommendations regarding his direct reports. None of the executive officers are present during Compensation and Human Capital Committee deliberations or decisions regarding such executive’s compensation.

The following describes each element of our executive compensation program, along with a discussion of the decisions made by the Compensation and Human Capital Committee with respect to that aspect of compensation for 2025.

ELEMENTS OF EXECUTIVE OFFICER COMPENSATION AND BENEFITS FOR 2025

In 2025, named executive officers’ total target compensation was comprised of the following elements designed to complement each other:

•base salary;

•annual incentive bonus;

•long-term incentives through performance-based stock unit awards and restricted stock; and

•other benefits.

BASE SALARY

Base salary is a critical element of executive compensation as it provides executives with assured monthly cash compensation. In determining base salaries, the Compensation and Human Capital Committee based its evaluation on a variety of factors, including:

•the executive’s qualifications, experience and past performance;

•the nature and responsibility of the position; and

•the salaries paid to the position within the comparator group and other information about similarly-situated executives in the comparable company data.


2026 Proxy Statement			25

EXECUTIVE COMPENSATION

In making the decision on changes to annual base salaries, the Compensation and Human Capital Committee reviewed changes in job responsibility, historical salary levels, performance and contributions made to the Company, the impact on total compensation, competitive conditions and the relationship of compensation to that of other of the Company’s officers and determined the compensation awarded was appropriate to reward performance, ensure retention and maintain appropriate compensation differentials among the Company’s officers. The base salary increases for our NEOs for 2025 are reflected in the table below:


Executive	2025 Annual Salary ($)	2024 Annual Salary ($)	% Increase
Joseph D. Margolis	940,000	900,000	4.4	%
Jeff Norman (1)	392,375	—	—	%
Scott Stubbs (2)	520,000	520,000	—	%

SEC Form DEF 14A filed by Extra Space Storage Inc