SMA 10-K & 10-Q changes, risk factors and insider trading

WeIf havewe paid, and may continue to pay,pay distributions from sources other than our cash flowflows from operations; therefore,operations, we willmay not be able to sustain our distribution rate, we may have fewer funds available for theinvestment acquisitionin ofreal properties,estate and other assets and our stockholders’ overall returnreturns may be reduced.

We are a self-managed and fully-integrated self storage real estate investment trust (“REIT”). Our year end is December 31. As used in this report, “we,” “us,” “our,” and “Company” refer to SmartStop Self Storage REIT, Inc. and each of our subsidiaries. Our Common Stock began trading on the New York Stock Exchange (the “NYSE”) under the ticker symbol “SMA” on April 2, 2025.

We focus on the acquisition, ownership, and operation of self storage properties located primarily within the top 100 metropolitan statistical areas, or MSAs, throughout the United States and Canada. Based on the Inside Self Storage Top-Operators List ranking for 2024,2025, and after accounting for recent market transactions, we are the 10th largest owner and operator of self storage properties in the United States based on rentable square footage. As of December 31, 2024,2025, our wholly-owned portfolio consisted of 161177 operating self storage properties diversified across 19 states, the District of Columbia, and Canada comprising approximately 110,000122,000 units and 12.613.9 million net rentable square feet. Additionally, we owned a 50% equity interest in eleven13 unconsolidated real estate ventures located in Canada, which consisted of ten10 operating self storage properties,properties and onethree other property,properties which wewere planbeing to convertdeveloped into a self storage property. Further, through our Managed REIT Platform (as defined below), we served as the sponsor of Strategic Storage Trust VI, Inc., a publicly-registered non-traded REIT ("SST VI"), and Strategic Storage Growth Trust III, Inc., a private REIT ("SSGT III" and together with SST VI, the "Managed REITs"); additionally, we manage one other self storage property for an affiliated entity, which pays us fees, as applicable, to manage such property. In total,properties as of December 31, 2024, we managed 37 operating self storage properties.2025.

Our primary business model is focused on owning and operating high quality self storage properties in high growth markets in the United States and Canada. We finance our portfolio through a diverse capital strategy which includes cash generated from operations, borrowings under our syndicated revolving line of credit, secured and unsecured debt financing, equity offerings and joint ventures. Our business model is designed to maximize cash flow available for distribution to our stockholders and to achieve sustainable long-term growth in cash flow in order to maximize long-term stockholder value at acceptable levels of risk. We execute our organic growth strategy by pursuing revenue-optimizing and expense-minimizing opportunities in the operations of our existing portfolio. We execute our external growth strategy by developing, redeveloping, acquiring and managing self storage facilities in the United States and Canada both internally and through our Managed REITs,Platform, and we look to acquire properties that are physically stabilized, recently developed, in various stages of lease up or at certificate of occupancy. We seek to acquire undermanaged facilities that are not operated by institutional operators, where we can implement our proprietary management and technology to maximize net operating income.

As discussed herein, we, through our subsidiaries, currently serve as the sponsor of SST VI, SSGT III, and Strategic Storage Trust X, a private REIT ("SST X"). We also served as the sponsor of Strategic Storage Growth Trust II, Inc., a private REIT (“SSGT II”) through June 1, 2022. Prior to June 1, 2022, SSGT II was also included in the “Managed REITs” for purposes of this Annual Report. We operate the properties owned by the Managed REITs, which together with one other self storage property we manage consist of, as of December 31, 2024, 37 operating properties and approximately 29,000 units and approximately 3.2 million rentable square feet. In addition, we have the internal capability to originate, structure and manage additional self storage investment programs (theor “Managed REIT Platform”)REITs, which would be sponsored by SmartStop REIT Advisors, LLC (“SRA”), our indirect subsidiary. We acquired thesuch Managed REIT Platformcapability in 2019 from Strategic Asset Management I, LLC (f/k/a SmartStop Asset Management, LLC), our former sponsor ("“SAM"”). We generate asset management fees, property management fees, acquisition fees,fees and other fees and also receive substantially all of the tenant protection program revenue earned by our Managed REITs.REITs, as applicable. For the property management and advisory services that we provide, we are reimbursed for certain expenses that otherwise helpshelp to offset our net operating expense burden. We primarily generate property management fees and receive a portion of the tenant protection program revenue from our third party owners and are reimbursed for certain costs incurred by our Third Party Platform, as applicable.

We believe that our critical accounting policies include the following: real estate acquisition valuation; the evaluation of whether any of our long-lived assets have been impaired; the valuation of goodwill and related impairment considerations, the valuation of our trademarks and related impairment considerations, the determination of the useful lives of our long-lived assetsconsiderations; and the evaluation of the consolidation of our interests in joint ventures. The following discussion of these policies supplements, but does not supplant the description of our significant accounting policies, as contained in Note 2 – Summary of Significant Accounting Policies of the Notes to the Consolidated Financial Statements contained in this report,Statements, and is intended to present our analysis of the uncertainties involved in arriving upon and applying each policy.

We account for asset acquisitions in accordance with GAAP which requires that we allocate the purchase price of a property to the tangible and intangible assets acquired and the liabilities assumed based on their relative fair values.values as of the date of acquisition. This guidance requires us to make significant estimates and assumptions, including fair value estimates, which requires the use of significant unobservable inputs as of the acquisition date. We engage independent third-party valuation specialists to assist in the determination of significant estimates and market-based assumptions used in the valuation models. Our allocations of purchase prices are based on certain significant estimates and assumptions, variations in such estimates and assumptions could result in a materially different presentation of the consolidated financial statements or materially different amounts being reported in the consolidated financial statements.

The value of the tangible assets, consisting of land and buildingsbuildings, is determined as if vacant. Because we believe that substantiallySubstantially all of the leases in place at acquired properties we will acquire will beare at market rates, as the majority of the leases are month-to-month contracts, we do not expect to allocate any portion of the purchase prices to above or below market leases.contracts. We also consider whether in-place, market leases represent an intangible asset. Acquisitions of portfolios of facilities are allocated to the individual facilities based upon an income approach or a cash flow analysis using appropriate risk adjusted capitalization rates which take into account the relative size, age, and location of the individual facility along with current and projected occupancy and rental rate levels or appraised values, if available.

WeManagement evaluate our real property assets for impairment based onmonitors events and changes in circumstances that maycould arise in the future andindicate that may impact the carrying amounts of suchour assets.real property assets may not be recoverable. When indicators of potential impairment are present,present that indicate that the carrying amounts of the assets may not be recoverable, we will assess the recoverability of the particular assetassets by determining whether the carrying value of the assetreal property assets will be recovered,recovered through an evaluation of the undiscounted future operating cash flows expected from the use of the asset and its eventual disposition. ThisIn evaluationthe isevent based on a number of estimates and assumptions,that such as, but not limited to, comparative sales, estimated cash flow, and other similar valuation techniques. Based on this evaluation, if the expected undiscounted future cash flows do not exceed the carrying value, we will adjust the value of the real property assetassets to the fair value and recognize an impairment loss. Our evaluation of the impairment of real property assets could result in a materially different presentation of the financial statements or materially different amounts being reported in the financial statements, as the amount of impairment loss, if any, recognized may vary based on the estimates and assumptions we use.

In connection with the acquisition of the selfThird storageParty advisory, asset management and property management businesses and certain joint venture interests of Strategic Asset Management I, LLC (f/k/a SmartStop Asset Management, LLC), our former sponsor (“SAM”), along with certain other assets of SAM (collectively, the “Self Administration Transaction”),Platform, we allocated a portion of the consideration to thean contractsintangible that we acquiredasset related to the Managedproperty REITsmanagement contracts and the related customer relationshipsrelationships. related to our tenant insurance, tenant protection plans or similar programs (the “Tenant Protection Programs”). For these intangibles, weWe are amortizing such amountsintangible asset on a straight-line basis over the estimated benefit period of the property management contracts and related customer relationships. We evaluate thesesuch intangible assetsasset for impairment when an event occurs or circumstances change that indicate the carrying value may not be recoverable. In such an event, an impairment charge iswould be recognized and the intangible asset iswould be marked down to its fair value.

Goodwill is recorded as the difference, if any, between the aggregate consideration paid for an acquisition and the fair value of the net tangible assets and other intangible assets acquired. Goodwill is allocated to various reporting units, as applicable, and is not amortized. We perform an annual qualitative impairment assessment as of December 31 for goodwill; between annual testsassessments, we evaluate the recoverability of goodwill whenever events or changes in circumstances indicate that the carrying amount of goodwill may not be fully recoverable. If circumstances indicate the carrying amount may not be fully recoverable, we perform a quantitative impairment test of goodwillanalysis to compare the fair value of each reporting unit to its respective carrying amount. If the carrying amount of goodwill exceeds its fair value, an impairment charge will be recognized. No impairment charges to goodwill were recognized during the years ended December 31, 2024, 2023 or 2022.

Trademarks are based on the value of our brands. Trademarks are valued using the relief from royalty method, which presumes that without ownership of such trademarks, we would have to make a stream of payments to a brand or franchise owner in return for the right to use their name. By virtue of this asset, we avoid any such payments and record the related intangible fair value of our ownership of the brand name.

We qualitatively evaluate whether any triggering events or changes in circumstances have occurred subsequentin addition to our annual impairment test that would indicate an impairment condition may exist. If any change in circumstance or triggering event occurs, and results in a significant impact to our revenue and profitability projections, or any significant assumption in our valuation methods is adversely impacted, the impact could result in a material impairment charge in the future.

We derive revenues principally from: (i) rents received from our self storage tenant leases; (ii) fees generated from our Managed REITsPlatform; (iii) our Tenant Protection Programs; and (iv) sales of packing and storage-related supplies at our storage facilities. Therefore, our operating results depend significantly on our ability to retain our existing tenants and lease our available self storage units to new tenants, while maintaining and, where possible, increasing the prices for our self storage units.units and those that we manage.

As of December 31, 2024 and 2023, we wholly-owned 161 and 154 operating self storage facilities, respectively. Our operating results for the year ended December 31, 2024 included full year period results for 153 operating self storage facilities. During the year ended December 31, 2024, our operating results included partial period results for nine self storage facilities, eight of which were acquired during the year ended December 31, 2024, and one of which became non-operational prior to yearDecember end,31, 2024, as it sustained damage in September 2024 caused by Hurricane Helene. Please see Note 3 – Real Estate of the Notes to the Consolidated Financial Statements for additional detail. Our operating results for the year ended December 31, 2023 included full year period results for 153 operating self storage facilities and partial period results for one operating self storage facility acquired during the year ended December 31, 2023. Operating results in future periods will depend on the results of operations of these properties and of the real estate properties that we acquire in the future.

Total self storage related revenues for the years ended December 31, 20242025 and 20232024 were approximately $219.0$249.5 million and $215.3$219.0 million, respectively. The increase in total self storage revenues of approximately $3.7$30.5 million, or 2%14%, was primarily attributable to an increase in non same-store revenues of approximately $2.3$25.8 million, largely as a result of eight17 property acquisitions during the year ended December 31, 2025, the operating results of which were not included during the year ended December 31, 2024. Additionally, our same-store revenues were up approximately $3.3 million, or approximately 1.6%, and our tenant protection program revenues across all of our stores were up approximately $1.5 million, or approximately 17.5%.

We expect self storage revenues to fluctuate in future periods primarily based on the performance of our same-store pool, which will be influenced by the overall economic environment and increases in self storage supply, amongst other things. Additionally, we expect toour seenon increases in self storagesame-store revenues fromto ourgrow, recentgiven andmany anyof futurethese acquisitions.properties were not owned for the full period.

Managed REIT Platform Revenues

We expect Managed REITPlatform revenues to increase next year as the Third Party Platform Revenuewill tocontribute a full year of revenues and it will otherwise fluctuate commensurate with our Managed REITs'Platform’s increase in operations and assets under management, offsetas bywell as additional reductions recorded to such revenue in connection with the Sponsor Funding Agreement as SST VI continues to sell shares in its public offering and such reductions increase commensurately.Agreement.

Reimbursable Costs from Managed REITsPlatform

Reimbursable costs from Managed REITsPlatform for the years ended December 31, 20242025 and 20232024 were approximately $6.6$12.5 million and $5.8$6.6 million, respectively. Such revenues consistconsisted of costs incurred by us as we provide property management and advisory services to the owners of the properties we manage through our Managed REITs,Platform, which are reimbursed by thesuch Managed REITs,owners, pursuant to our related contracts with the Managedowners, REITs.as applicable. The increase in reimbursable costs from the Managed REITsPlatform of approximately $5.9 million was primarily related to our newly acquired Third Party Platform, which contributed approximately $3.8 million of the reimbursable costs from Managed Platform during the year ended December 31, 2025. The remaining increase in reimbursable costs from Managed Platform was attributable to growth in the Managed REITsREITs’ assets under management. We expect reimbursable costs from Managed REITs to increase in future periods as a result of additional acquisitions by our Managed REITs. We further expect reimbursable costs from Managed REITs to generally fluctuate commensurate with our Managed REITs' increase in operations as we receive reimbursement for providing such services.

Property operating expenses for the years ended December 31, 20242025 and 20232024 were approximately $70.7$86.4 million (or 32%35% of self storage revenue) and $65.4$70.7 million (or 30%32% of self storage revenue), respectively. Property operating expenses includeincludes the costs to operate our facilities including compensation related expenses, utilities, insurance, real estate taxes, and property related marketing. The increase in property operating expenses of approximately $5.3$15.7 million was largely attributable to increased property operating expenses of approximately $1.5$9.8 million related to our non same-store properties,properties and an additional $3.6 million of stock based compensation and related costs due to the balanceIPO Grant related to store level employees, and, to a lesser extent, increased insurance costs, property taxes, payroll costs,costs and repairs and maintenance expenses, and advertising expenses onat our same-store properties. WeThe expectmajority propertyof operatingthe expensesstore tolevel fluctuateIPO commensurateGrants withbecame inflationaryfully pressuresvested andon anyOctober future1, acquisitions.2025.

Managed REIT Platform Expenses

Managed REIT Platform expenses for the years ended December 31, 20242025 and 20232024 were approximately $4.0$9.8 million and $3.4$4.0 million, respectively. Such expenses primarily consisted of expenses related to non-reimbursable costs associated with the operation of the Managed REIT Platform, some of which were incurred directly and indirectly through the Administrative Services Agreement (as discussed in Note 10 – Related Party Transactions, of the notes to consolidated financial statements contained in this report). The increase inPlatform. Managed REIT Platform Expenses is primarily related to growth in the Managed REITs' assets under management. We expect Managed REIT Platform expenses toincreased fluctuateby inapproximately future$5.8 periodsmillion commensurateas with our level of activity relatedcompared to the Managedprior REITs.year.

Reimbursable Costs from Managed REITsPlatform

As of MarchJune 31,30, 2026, our wholly-owned portfolio consisted of 177180 operating self storage properties diversified across 19 states, the District of Columbia, and Canada, comprising approximately 122,000124,000 units and 13.914.1 million net rentable square feet.

Additionally, as of MarchJune 31,30, 2026, we owned a 50% equity interest in 14 unconsolidated real estate ventures located in Canada, which consisted of 10 operating self storage properties and four properties whichthat were being developed into self storage properties.

Through our Managed Platform (as defined below), we serve as the sponsor of Strategic Storage Trust VI, Inc., a publicly-registered non-traded REIT (“SST VI”), Strategic Storage Growth Trust III, Inc., a private REIT (“SSGT III”), and Strategic Storage Trust X, a private net asset value REIT, (“SST X” and together with SST VI and SSGT III, the “Managed REITs”). We manage the properties owned by the Managed REITs and the properties owned by the Delaware statutory trusts (“DSTs”) sponsored by one of the Managed REITs. As of MarchJune 31,30, 2026, we managed 5352 of such operating self storage properties, consisting of approximately 42,00043,000 units and 4.6 million rentable square feet.

On October 1, 2025, we acquired Argus Professional Storage Management, LLC (“Argus”), a third-party manager of self storage properties (the “Third Party Platform Acquisition”). See Note 4 – Third Party Platform Acquisition of the Notes to the Consolidated Financial Statements for additional information. As of MarchJune 31,30, 2026, we managed moreapproximately than 225220 of such operating self storage properties, consisting of more than approximately 102,000100,000 units and 16.315.7 million rentable square feet (the “Third Party Platform”).

The Third Party Platform, the Managed REITs,REITs and the other properties operated but not owned by us,the asDSTs mentionedsponsored above,by one of the Managed REITs are collectively referred to as the “Managed Platform.” In total, as of MarchJune 31,30, 2026, we managed moreapproximately than 275270 operating self storage properties, which we did not own, consisting of more than approximately 144,000143,000 units and 20.920.3 million rentable square feet through our Managed Platform.

On October 1, 2025, pursuant to a contribution agreement (the “Contribution Agreement”), we acquired Argus. The principal assets acquired were property management contracts covering the management of more than 220 properties and 400 employees (as of October 1, 2025),employees, and an operating lease for Argus'Argus’ corporate headquarters in Tucson, Arizona and other intellectual and personal property.

We have provided financing to the Managed REITs in the form of mezzanine loans, bridge loans, promissory notes, and preferred equity as applicable. We intend to continue in this practice going forward, if necessary. We continue to look to further expand our lending practice to self storage facilities outside of the Managed REITs, potentially to third party managed properties or joint venture properties. We may enter into joint ventures or other forms of co-investments in order to scale our overall property count and diversify our portfolio of properties. Joint ventures may also allow us to acquire an interest in a property without requiring that we fund the entire purchase price, but for which we would target being the property manager, both in the U.S. and Canada.

In addition, we have the internal capability to originate, structure and manage additional self storage investment programs or Managed REITs, which would be sponsored by SmartStop REIT Advisors, LLC (“SRA”), our indirect subsidiary. We acquired such capability in 2019 from Strategic Asset Management I, LLC, our former sponsor (“SAM”). We generate asset management fees, property management fees, acquisition fees, and other fees and also receive substantially all of the tenant protection program revenue earned by our Managed REITs, as applicable. For the property management and advisory services that we provide, we are reimbursed for certain expenses that otherwise helps to offset our net operating expense burden. We primarily generate property management fees and receive a portion of the tenant protection program revenue from our third partythird-party owners and are reimbursed for certain costs incurred by our Third Party Platform, as applicable.

As of MarchJune 31,30, 2026, our wholly-owned operating self storage portfolio was composed as follows:

Represents the occupied square feet of all facilities we owned in a state or province divided by total rentable square feet of all the facilities we owned in such state or area as of MarchJune 31,30, 2026.

Represents rental income (excludes administrative fees, late fees, and other ancillary income) for all facilities we owned in a state or province divided by our total rental income for the threesix months ended MarchJune 31,30, 2026.

As of MarchJune 31,30, 2026, we had ownership interests in the Canadian JV Properties (defined below) and the Nantucket Joint Venture (defined below and together with the Canadian JV Properties, the “JV Properties”). We account for these investments using the equity method of accounting and they are stated at cost and adjusted for our share of net earnings or losses and reduced by distributions and increased for contributions. Equity in earnings (loss) will generally be recognized based on our ownership interest in the earnings (loss) of each of the unconsolidated investments.

On July 18, 2024, we entered into a joint venture arrangement with an unaffiliated third party to develop a self storage property in Nantucket, Massachusetts (the “Nantucket Joint Venture”). This property became operational in December 20252025, and we serve as the property manager of this self storage property. As of June 30, 2026 and December 31, 2025, the carrying value of this investment was approximately $6.4 million and $7.0 million, respectively, which represented an indirect investment of approximately 42% minority ownership of the property.

We are party to joint venture agreements with a subsidiary of SmartCentres, an unaffiliated third party, to acquire, develop, and operate self storage facilities. In connection with such agreements, as 50% owner and SmartCentres as the other 50% owner of a joint venture subsidiary, we own 14 joint venture properties (the “Canadian JV Properties”), 10 of which were operational and four of which were being developed into self storage properties as of MarchJune 31,30, 2026.

As of MarchJune 31,30, 2026 and December 31, 2025, these operating properties were encumbered by first mortgages pursuant to the RBC JV termTerm loanLoan III.III (defined below).

We own our office located at 10 Terrace Rd,in Ladera Ranch, California, which houses our corporate headquarters.

We have established accounting policies whichthat conform to United States generally accepted accounting principles (“GAAP”). Preparing financial statements in conformity with GAAP requires management to use judgment in the application of accounting policies, including making estimates and assumptions. Following is a discussion of the estimates and assumptions used in setting accounting policies that we consider critical in the presentation of our consolidated financial statements. Many estimates and assumptions involved in the application of GAAP may have a material impact on our financial condition or operating performance, or on the comparability of such information to amounts reported for other periods, because of the subjectivity and judgment required to account for highly uncertain items or the susceptibility of such items to change. These estimates and assumptions affect our reported amounts of assets and liabilities, our disclosure of contingent assets and liabilities at the dates of the financial statements and our reported amounts of revenue and expenses during the period covered by this report. If management’s judgment or interpretation of the facts and circumstances relating to various transactions had been different, it is possible that different accounting policies would have been applied or different amounts of assets, liabilities, revenues and expenses would have been recorded, thus resulting in a materially different presentation of the financial statements or materially different amounts being reported in the financial statements. Additionally, other companies may use different estimates and assumptions that may impact the comparability of our financial condition and results of operations to those companies.

Current accounting guidance provides a framework for identifying a variable interest entity (“VIE”) and determining when a company should include the assets, liabilities, noncontrolling interests, and results of activities of a VIE in its consolidated financial statements. In general, a VIE is an entity or other legal structure used to conduct activities or hold assets that either (1) has an insufficient amount of equity to carry out its principal activities without additional subordinated financial support, (2) has a group of equity owners that are unable to make significant decisions about its activities, or (3) has a group of equity owners that do not have the obligation to absorb losses or the right to receive returns generated by its operations. Generally, a VIE should be consolidated if a party with an ownership, contractual, or other financial interest in the VIE (a variable interest holder) has the power to direct the VIE’s most significant activities and the obligation to absorb losses or right to receive benefits of the VIE that could be significant to the VIE. AAn variableentity interestis holderrequired thatto consolidatesconsolidate thea VIE if it is called the primary beneficiary. Upon consolidation, the primary beneficiary generally must initially record all of the VIE’s assets, liabilities, and noncontrolling interest at fair value and subsequently account for the VIE as if it were consolidated based on majority voting interest.VIE.

We made an election under Section 856(c) of the Internal Revenue Code of 1986 (the “Code”) to be taxed as a REIT under the Code, commencing with the taxable year ended December 31, 2014. By qualifying as a REIT for federal income tax purposes, we generally will not be subject to U.S. federal income tax on income that we distribute to our stockholders. If we fail to qualify as a REIT in any taxable year, we will be subject to U.S. federal income tax on our taxable income at regular corporate rates and will not be permitted to qualify for treatment as a REIT for federal income tax purposes for four years following the year in which our qualification is denied. Such an event could materially and adversely affect our net income and could have a material adverse impact on our financial condition and results of operations. However, we believe that we are organized and operate in a manner that will enable us to continue to qualify for treatment as a REIT for federal income tax purposes, and we intend to continue to operate as to remain qualified as a REIT for federal income tax purposes.

As of MarchJune 31,30, 2026 and 2025, we wholly-ownedwholly 177owned 180 and 164,171, respectively, operating self storage facilities.

Our operating results for the three months ended MarchJune 31,30, 2026 included full period results for 177 self storage facilities. Our operating results for the three months ended March 31, 2025 included full period results for 161 self storage facilities and partial period results for three self storage facilities. Our operating results for the three months ended June 30, 2025 included full period results for 164 self storage facilities and partial period results for seven self storage facilities.

Comparison of the Three Months Ended MarchJune 31,30, 2026 and 2025

Total self storage related revenues for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $64.8$65.8 million and $59.2$60.9 million, respectively. The increase in total self storage revenues of approximately $5.6$4.9 million, or approximately 9%,8%, was primarily attributable to an increase in non same-store revenues of approximately $4.5$4.1 million, largely related to the net increase of 13nine wholly-owned properties acquired after MarchJune 31,30, 2025, the operating results of which were not included during the three months ended MarchJune 31,30, 2025. Additionally, our same-store revenues were up approximately $0.8$0.7 million, or approximately 1.5%,1.3%, and our tenant protection program revenues across all of our stores were up approximately $0.3$0.2 million.

Managed Platform revenues for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $6.6$6.7 million and $4.1$4.0 million, respectively. The increase in Managed Platform revenues of approximately $2.5$2.7 million was primarily related to our newly acquired Third Party Platform and, to a lesser extent, an increase in the other recurring revenues derived from the Managed REITs, generally commensurate with their growth, as compared to the same period in the prior year, offset by a reduction in acquisition fee revenue of approximately $1.2$0.6 million as compared to the same period in the prior year.

Reimbursable costs from Managed Platform for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $6.9$6.7 million and $2.1$1.9 million, respectively. Such revenues consisted of costs incurred by us as we provide property management and advisory services to the owners of the properties we manage through our Managed Platform, which are reimbursed by such owners, pursuant to our related contracts with the owners, as applicable. The increase in reimbursable costs from the Managed Platform of approximately $4.8 million was primarily related to our newly acquired Third Party Platform and growth in the Managed REITs’ assets under management.

Property operating expenses for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $22.2$21.2 million (or 34%32% of self storage revenue) and $20.1$22.1 million (or 34%36% of self storage revenue), respectively. Property operating expenses includes the costs to operate our facilities including compensation related expenses, utilities, insurance, real estate taxes, and property related marketing. The increasereduction in property operating expenses of approximately $2.1$0.9 million was largelyprimarily attributable to reduced equity-based compensation expenses of approximately $1.7 million, as the IPO Grant related expense was fully recognized as of September 30, 2025, partially offset primarily by increased property operating expenses offrom approximatelywholly-owned $1.9properties millionacquired relatedafter June 30, 2026, as compared to ourthe nonsame same-storeperiod propertiesin and,the toprior a lesser extent, increased payroll costs at our same-store properties.year.

Managed Platform expenses for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $4.3$3.7 million and $1.2$3.3 million, respectively. Such expenses primarily consisted of expenses related to non-reimbursable costs associated with the operation of the Managed Platform. The increase in Managed Platform expenses of approximately $3.1$0.4 million was primarily attributable to our newly acquired Third Party Platform, some of which were non-recurring in nature.Platform.

Reimbursable costs from Managed Platform for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $6.9$6.7 million and $2.1$1.9 million, respectively. Such expenses consisted of costs incurred by us as we provide property management and advisory services to the owners of the properties we manage through our Managed Platform, which are reimbursed by such owners, pursuant to our related contracts with the owners, as applicable. The increase in reimbursable costs from the Managed Platform of approximately $4.8 million was primarily related to our newly acquired Third Party Platform and growth in the Managed REITs’ assets under management.

General and administrative expenses for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $9.1$9.9 million and $7.9$11.7 million, respectively. Such expenses consisted primarily of compensation relatedcompensation-related costs, equity-based compensation, marketing relatedmarketing-related costs, legal expenses, accounting expenses, transfer agent fees, directorsdirectors’ and officers’ insurance expense and board of directors related costs. The increasereduction in general and administrative expenses of approximately $1.2$1.8 million was primarily attributable to increasedthe compensationreduction andof stock compensation costs,costs whichassociated in total increased by approximately $1.5 million compared towith the priorIPO period, inclusiveGrant of approximately $0.7 million related to the IPO Grant. Such increases were in part offset by reduced professional services costs of approximately $0.4$1.0 million as compared to the same period in the prior year. Additionally, in the prior year period, we incurred approximately $0.7 million incidental to our Underwritten Public Offering in general and administrative expenses, which was not directly attributable to the offering. Such cost was not incurred in 2026.

Depreciation and intangible amortization expenses for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $20.0$19.8 million and $16.7$17.3 million, respectively. Depreciation expense consisted primarily of depreciation on the buildings and site improvements at our properties. Intangible amortization expense primarily consisted of the amortization of our in place lease intangible assets resulting from our self storage acquisitions, and, to a lesser extent, the amortization of the customer contracts and related relationships intangible asset recorded in connection with our acquisition of the Third Party Platform. The increase in depreciation and intangible amortization expense of approximately $2.5 million was primarily attributable to such increases related to the net increase of nine wholly-owned properties acquired after June 30, 2025, as well as additional depreciation and intangible amortization expense related to the seven properties we acquired during the three months ended June 30, 2025.

Acquisition expenses for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $0.1$0.2 million and $0.2$0.4 million, respectively. The decrease in acquisition expenses of approximately $0.1$0.2 million was due to decreased acquisition volume in the current period.

Contingent earnout adjustment for the three months ended MarchJune 31,30, 2026 and 2025 was approximately $0.6$0.4 million and none, respectively. Such expense represents the adjustment to fair value of the contingent earnout related to the Third Party Platform Acquisition. See Note 4 – Third Party Platform Acquisition of the Notes to the Consolidated Financial Statements for additional information.

Gain on disposition of real estate for the three months ended MarchJune 31,30, 2026 and 2025 was approximately $1.2$0.5 million and none, respectively. OneSuch gain was recorded in connection with the partial taking of our wholly-ownedAsheville propertiesIII suffered fire damageproperty in Marchan 2024;eminent thedomain relatedcase. insuranceSee claimNote was3 fully– settledReal duringEstate the three months ended March 31, 2026 and we recorded a gain for the amountFacilities of the insuranceNotes recovery in excess ofto the insuranceConsolidated recoveryFinancial originallyStatements recorded.for additional information.

Losses from our equity method investments in unconsolidated real estate ventures for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $0.1$0.2 million and $0.2$0.1 million, respectively. Losses from our equity method investments in unconsolidated real estate ventures primarily consisted of our allocation of earnings and losses from our unconsolidated joint ventures.

Losses from our equity method investments in the Managed REITs for the three months ended MarchJune 31,30, 2026 and 2025 were approximately $0.2$0.4 million and $0.2 million, respectively. Losses from our equity method investments in Managed REITs consisted primarily of our allocation of earnings and losses from our investments in the Managed REITs.

Other, net for the three months ended MarchJune 31,30, 2026 and 2025 was approximately $6.1$6.4 million of income and $0.5$1.4 million, respectively,million of income.expense, respectively. Other, net consisted primarily of the impact related to transactions denominated in a currency other than the functional currency of such entity and changes in our net investments not classified as long-term, certain state tax expenses, foreign currency fluctuations, changes in value related to our foreign currency, other miscellaneous items and, in the previous year, interest rate hedges not designated for hedge accounting. The favorable variance as compared to the prior period was primarily attributable to a net favorable foreign currency fluctuation of approximately $5.0$7.3 million, largely driven by our Canadian notes, and to a lesser extent, proceeds received from a legal settlement of approximately $0.9 millionnotes during the three months ended MarchJune 31,30, 2026.

Interest expense for the three months ended MarchJune 31,30, 2026 and 2025 was approximately $13.1$13.3 million and $22.0$12.0 million, respectively. Interest expense included interest expense on our debt, accretion of fair market value of debt, amortization of debt issuance costs, and, in the prior year, the impact of any interest rate derivatives designated for hedge accounting. The decreaseincrease in interest expense of approximately $8.9$1.3 million was primarily due to decreased borrowings as a result of certain of our Underwritten Public Offering proceeds being used to reduce our overallincreased borrowings, aspartially welloffset asby a lower average effective interest rate due to favorable changes in our outstanding debt.

Loss on debt extinguishment for the three months ended MarchJune 31,30, 2026 and 2025 was approximately $0.3 millionnone and $0.8approximately $1.7 million, respectively. Loss on debt extinguishment for the three months ended MarchJune 31,30, 20262025 representedwas aprimarily proportionalrelated amount of the unamortizedto debt issuance costs attributablewritten tooff certainin lendersconnection whowith werea reduction in the lendingtotal syndicatecommitment underon our oldpreviously existing credit facility,facility butfrom not$700 ourmillion newto credit$600 facility.million, Lossthe onpay-off debtof extinguishmentthe for2027 NBC loan and the full repayment of the 2025 KeyBank Acquisition Facility, which were all completed during the three months ended MarchJune 31,30, 2025 was related to the defeasance of our KeyBank Florida CMBS loan.2025.

Income tax expense for the three months ended MarchJune 31,30, 2026 and 2025 was approximately $0.3$0.4 million and $0.6$0.3 million, respectively. Income tax expense consisted primarily of state, federal, and Canadian income tax. The decreaseincrease in income tax expense of approximately $0.3$0.1 million was primarily due to aan decreaseincrease in our deferred tax expense related to our Canadian properties.

Same-Store Facility Results - Three Months Ended MarchJune 31,30, 2026 and 2025

The following table sets forth operating data for our same-store facilities (stabilized and comparable properties that have been included in the consolidated results of operations since January 1, 2025, excluding fourseven other properties) for the three months ended MarchJune 31,30, 2026 and 2025. We consider the following data to be meaningful as this allows generally for the comparison of results without the effects of acquisition, dispositions, eminent domain proceedings, development activity, properties impacted by casualty events, lease up properties or similar other such factors (dollars in thousands, except per occupied square foot amounts):

As of MarchJune 31,30, 2026 and 2025, parking represented approximately 1,070,0001,120,000 and 1,017,0001,068,000 square feet, respectively, of the total rentable square feet. On a same-store basis, for the same periods, parking represented approximately 992,000984,000 square feet. Amounts not in thousands.

Our same-store revenue increased by approximately $0.8$0.7 million, or 1.5%,1.3%, for the three months ended MarchJune 31,30, 2026 compared to the three months ended MarchJune 31,30, 2025 primarily due to an approximately 1.2%1.9% increase in annualized rent per occupied square footfoot, slightly offset by a decrease in occupancy of approximately 0.6%, and increased administrative and late fees. Our same-store property operating expenses increaseddecreased by approximately $0.1$0.6 million, or 0.6%,3.4%, for the three months ended MarchJune 31,30, 2026 compared to the three months ended MarchJune 31,30, 20252025, primarily due to increaseddecreased payrollproperty costs.insurance costs and repairs and maintenance expense.

Net operating income,income or NOI,(“NOI”) is a non-GAAP measure that we define as net income (loss), computed in accordance with GAAP, generated from properties before corporate general and administrative expenses, asset management fees, interest expense, depreciation, amortization, acquisition expenses, tenant protection economics, stock compensation related to our IPO Grant and other non-property related income and expense, as applicable. We believe that NOI is useful for investors as it provides a measure of the operating performance of our operating assets because NOI excludes certain items that are not associated with the ongoing operation of the properties. Additionally, we believe that NOI (sometimes referred to as property operating income) is a widely accepted measure of comparative operating performance in the real estate community. However, our use of the term NOI may not be comparable to that of other real estate companies as they may have different methodologies for computing this amount. In addition, NOI is not a substitute for net income (loss), cash flows from operations, or other related financial measures, in evaluating our operating performance.

Approximately $2.3 million and $2.1$2.2 million of Tenant Protection Program revenue was earned at same-store facilities during the three months ended MarchJune 31,30, 2026 and 2025, respectively, with the remaining approximately $0.3 million and $0.2 million earned at non same-store facilities during the three months ended MarchJune 31,30, 2026 and 2025, respectively.