Item 3.02. Unregistered Sales of Equity Securities.




The information required by this Item 3.02 with respect to the issuance of
unregistered equity securities is incorporated by reference from Item 8.01 of
this Current Report on Form
8-K.
The unregistered equity securities were issued in private placements in reliance
on Section 4(a)(2) of the Securities Act of 1933, as amended, and the rules and
regulations promulgated thereunder.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal


           Year.

On August 19, 2021, in connection with its acquisition of 22 self-storage facilities, Life Storage LP (the "Operating Partnership"), the operating partnership of Life Storage, Inc. (the "Parent Company"), adopted a Certificate of Designation of 4.5% Series A Preferred Limited Partnership Units (the "Certificate of Designation"), which Certificate of Designation was adopted and approved by the Operating Partnership prior to closing of such transaction. The Certificate of Designation was adopted pursuant to the terms of the Amended and Restated Agreement of Limited Partnership of the Operating Partnership dated as of June 4, 2021. Information related to such Certificate of Designation is set forth in Item 8.01 of this Current Report on Form

8-K

and such information is incorporated in this Item 5.03 by reference from Item 8.01 of this Current Report on Form



8-K.


Item 8.01. Other Events.

On August 19, 2021, the Operating Partnership closed the previously announced acquisition of 22 self-storage facilities (the "Properties"). The Properties are located in Alabama (7), Colorado (1), Florida (2), Georgia (4), Kentucky (1), Ohio (1), Oklahoma (2), South Carolina (2) and Texas (2) and were acquired pursuant to contribution and purchase agreements dated as of August 6, 2021


with certain third parties (the "Contributors"). Certain of the Properties were
contributed to the Operating Partnership subject to third party mortgage
indebtedness, which was paid off at closing. The aggregate consideration for the
Properties was approximately $228.0 million, of which approximately
$136.7 million was paid in cash. The remaining aggregate consideration of
approximately $91.3 million was paid (A) by the issuance of common units of the
Operating Partnership ("Common Units") valued at $1,500,000 and (B) by the
issuance of newly designated Series A Preferred Units of the Operating
Partnership (the "Series A Preferred Units"), valued at $89,765,075. The value
of each Common Unit issued to the Contributors was determined based upon the
average closing price as reported on the New York Stock Exchange of the Parent
Company's common stock over the 30 consecutive trading days ending 2 trading
days before the closing, i.e. $116.44. The value of each Series A Preferred Unit
issued to the Contributors was based upon its stated/liquidation value of
$25.00. As such, at closing, the Operating Partnership issued a total
of 12,882.17 Common Units and 3,590,603 Series A Preferred Units.
The terms of the Series A Preferred Units are governed by the Amended and
Restated Agreement of Limited Partnership of the Operating Partnership dated as
of June 4, 2021 and the Certificate of Designation of 4.5% Series A Preferred
Limited Partnership Units, which Certificate of Designation was adopted and
approved by the Operating Partnership prior to closing of the transaction. The
Series A Preferred Units rank senior to all other partnership interests with
respect to distributions and liquidation. The Series A Preferred Units have a
fixed priority return of 4.5% and a stated/liquidation value of $25.00 per
Series A Preferred Unit.
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The Series A Preferred Units are convertible at the option of the holders after
the earlier of (i) the first anniversary of the date of issuance, (ii) the date
of death of an initial holder who is a natural person or (iii) the sale, lease
or conveyance of all or substantially all of the assets of the Operating
Partnership, into Common Units. Upon any conversion, each Series A Preferred
Unit being converted shall be convertible into a number of Common Units equal to
the quotient of (i) the stated value of the Series A Preferred Units being
converted plus any accrued and unpaid distributions, divided by (ii) the average
closing price of Parent Company's common stock over the ninety (90) consecutive
trading days ending the trading day preceding the date of conversion.
The Series A Preferred Units are redeemable at the option of the holders after
the earlier of (i) the first anniversary of the date of issuance or (ii) the
date of death of an initial holder who is a natural person. The Operating
Partnership has the right to redeem the Series A Preferred Units after the tenth
anniversary of the date of issuance. The redemption price will be equal to the
stated value of a Series A Preferred Unit plus any accrued and unpaid
distributions and shall be paid in cash.
The Common Units are redeemable at the option of the holders after a period of
one year following the closing for cash or, at the option of the Parent Company,
an equivalent number of shares of its common stock.
The Series A Preferred Units and Common Units were issued in private placements
in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended, and
the rules and regulations promulgated thereunder.
The foregoing descriptions of the Certificate of Designation and the terms of
the Series A Preferred Units does not purport to be complete and are qualified
in its entirety by reference to the complete text of the Certificate of
Designation, which is filed as Exhibit 3.1 to this Current Report on Form
8-K
and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.





   (d)  The following exhibits are filed herewith:



Exhibit
  No.       Description

3.1           Certificate of Designation of 4.5% Series A Preferred Limited
            Partnership Units

104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document).

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