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

March 1, 2019

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 March 1, 2019, David L. Rogers retired as Chief Executive Officer of Life Storage, Inc. (the “Company”) and Joseph V. Saffire succeeded Mr. Rogers as Chief Executive Officer of the Company. Mr. Rogers’ status as a director of the Company remains unchanged. Mr. Rogers’ retirement and Mr. Saffire’s appointment as his successor had been previously announced by the Company on September 12, 2018.

Mr. Saffire, age 49, 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.

In connection with Mr. Saffire’s appointment as Chief Executive Officer his annual salary has been changed to $525,000 effective March 1, 2019. The other terms of his employment remain unchanged. The Company and Mr. Saffire entered into a letter agreement related to the foregoing which is included herein as Exhibit 10.1, which exhibit is incorporated by reference.

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 $2,108,141 in 2018.

 

Item 7.01

Regulation FD Disclosure.

On February 28, 2019, 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    Letter Agreement between Joseph V. Saffire and Life Storage, Inc.
99.1    Press Release

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: March 1, 2019      
    By  

/s/ Andrew J. Gregoire

    Name:   Andrew J. Gregoire
    Title:   Chief Financial Officer
    LIFE STORAGE LP
Date: March 1, 2019     By: LIFE STORAGE HOLDINGS, INC., as General Partner
    By  

/s/ Andrew J. Gregoire

    Name:   Andrew J. Gregoire
    Title:   Chief Financial Officer

Exhibit 10.1

March 1, 2019

Life Storage, Inc.

Life Storage LP

6467 Main Street

Williamsville, New York 14221

Attn: Joseph V. Saffire

 

  Re:

Employment Agreement by and among Life Storage, Inc. (the “Corporation”), Life Storage LP (the “Partnership”) and Joseph Saffire (the “Executive”) dated as of November 1, 2017 (the “Employment Agreement”)

Dear Joe:

Reference is hereby made to the Employment Agreement. Capitalized terms not defined herein shall have such meanings as set forth in the Employment Agreement.

This letter will confirm that as of March 1, 2019, your employment position with the Company shall be changed from Chief Investment Officer to Chief Executive Officer. Also, effective on March 1, 2019, your annual salary will be changed to $525,000. The other terms of your Employment Agreement remain unchanged.

 

LIFE STORAGE, INC.
By:  

/s/ Mark G. Barberio

  Mark G. Barberio, Chairman

 

Acknowledged and Agreed:

/s/ Joseph V. Saffire

Joseph V. Saffire

Exhibit 99.1

 

LOGO

FOR IMMEDIATE RELEASE

February 28, 2019

Life Storage, Inc. Completes Planned CEO Succession

Buffalo, NY, February  28, 2019 – Life Storage, Inc . (NYSE:LSI) a leading national owner and operator of self storage properties, stated today, pursuant to its succession plan announced in September of last year, that Joseph V. Saffire has been appointed the Company’s Chief Executive Officer effective March 1, 2019. He replaces David Rogers, who is retiring after serving in that capacity since 2012.

Mr. Saffire has been the Company’s Chief Investment Officer since 2017. Prior to that, he held various executive leadership positions over a 20-year banking career with HSBC, Wells Fargo and First Niagara Financial Group, with extensive experience in commercial real estate, including self storage.

Mr. Rogers is one of four co-founders of the Company and has held various executive positions for 35 years. He is, and will remain, on the Company’s Board of Directors.

He commented “Joe, Andy (Andrew Gregoire, CFO) and Ed (Edward Killeen, COO) form a great leadership team, and have the talent and experience to continue to grow our Company’s portfolio and build value for our shareholders. I look forward to watching Life Storage thrive on their watch”.

ABOUT LIFE STORAGE, INC:

Life Storage, Inc. is a self-administered and self-managed equity REIT that is in the business of acquiring and managing self storage facilities. Located in Buffalo, New York, the Company operates more than 750 storage facilities in 28 states and Ontario, Canada. The Company serves both residential and commercial storage customers with storage units rented by month. Life Storage consistently provides responsive service to its 400,000-plus customers, making it a leader in the industry. For more information visit http://invest.lifestorage.com/ .

Contact:

Life Storage, Inc.

David Dodman

(716) 229-8284

ddodman@lifestorage.com