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EX-99.1 - EX-99.1 - LIFE STORAGE, INC.d615504dex991.htm
EX-10.1 - EX-10.1 - LIFE STORAGE, INC.d615504dex101.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON , D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

September 12, 2018

Date of Report (Date of Earliest Event Reported)

 

 

LIFE STORAGE, INC.

LIFE STORAGE LP

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Maryland

(Life Storage, Inc.)

  1-13820   16-1194043
Delaware
(Life Storage LP)
  0-24071   16-1481551
(State or Other Jurisdiction
Of Incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification Number)

6467 Main Street

Williamsville, New York 14221

(Address of Principal Executive Offices)

(716) 633-1850

(Registrants’ Telephone Number, Including Area Code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions (see General Instruction A.2. below):

 

 

Written Communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Life Storage, Inc.:

Emerging growth company  ☐

Life Storage LP:

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Life Storage, Inc.  ☐

Life Storage LP  ☐

 

 

 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 12, 2018, Life Storage, Inc. (the “Company”) announced that David L. Rogers, the Chief Executive Officer of the Company, will retire effective March 1, 2019 and that Joseph V. Saffire, the Company’s current Chief Investment Officer, will succeed Mr. Rogers as Chief Executive Officer of the Company effective upon Mr. Rogers’ retirement.

In connection with Mr. Rogers’ retirement as Chief Executive Officer of the Company, the Company and Mr. Rogers entered into an Amendment to Employment Agreement and Separation Agreement (the “Amendment”). Pursuant to the Amendment, the parties agreed that Mr. Rogers will retire as of March 1, 2019 and will continue to receive his current salary and bonus through his retirement date. He will also remain eligible for a bonus, if any, for 2018 service under the Company’s annual incentive compensation plan and the performance metrics of such plan, vest in certain previously issued restricted stock upon his retirement, and be entitled to receive performance shares under previously issued performance-based share awards as if he had remained in the employment of the Company through end of the applicable performance period. Also, the Company’s severance obligations applicable to Mr. Rogers were deleted from his existing employment agreement. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full Amendment, which is attached as Exhibit 10.1 hereto and incorporated herein by reference.

Mr. Saffire, age 48, has served as Chief Investment Officer of the Company since November 1, 2017. Prior to joining the Company, Mr. Saffire served as Executive Vice President and Head of Commercial Banking of First Niagara Bank from April 2014 until September 2016 and served as an Executive Vice President and Head of Global Banking for Europe, the Middle East and Africa of Wells Fargo Bank from 2012 to 2014. Prior to 2012, Mr. Saffire served in various management capacities for over 20 years with HSBC Bank, including serving as Chief Operating Officer and Head of International Corporate and Commercial Banking from 2010 to 2012 and Executive Vice President and Regional President - Corporate and Commercial Banking from 2007 to 2010.

Except for the change in Mr. Saffire’s position with the Company, the terms of his employment remain unchanged.

The law firm of Phillips Lytle LLP has represented the Company since its inception and is currently representing the Company and various joint ventures in which the Company has an ownership interest. Mr. Frederick G. Attea, a partner of Phillips Lytle LLP, married Mr. Saffire’s mother-in-law in September 2017. Phillips Lytle LLP’s legal fees for services rendered to the Company and to the various joint ventures in which the Company has an ownership interest totaled $2,385,739 in 2017.

 

Item 7.01

Regulation FD Disclosure.

On September 12, 2018, the Company issued a press release with respect to the matters set forth herein, a copy of which press release is furnished as Exhibit 99.1 to this Report on Form 8-K.


The information in this Item 7.01 and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
No.
  

Description

10.1    Amendment to Employment Agreement and Separation Agreement by and among Life Storage, Inc., Life Storage LP and David L. Rogers, dated September 12, 2018
99.1    Press Release issued on September 12, 2018


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrants have duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    LIFE STORAGE, INC.
Date: September 12, 2018     By  

/s/ Andrew J. Gregoire

    Name:   Andrew J. Gregoire
    Title:   Chief Financial Officer

 

    LIFE STORAGE LP
Date: September 12, 2018     By: LIFE STORAGE HOLDINGS, INC., as General Partner
    By  

/s/ Andrew J. Gregoire

    Name:   Andrew J. Gregoire
    Title:   Chief Financial Officer