0001298675 false 8-K 2022-03-07 5 Old Lancaster Road Malvern PA 19355 610 535-5000 false false false false 0001300485 false 0001298675 cube:CubesmartL.p.Member 2022-03-07 2022-03-07 0001298675 2022-03-07 2022-03-07

​

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

​

FORM 8-K

​

CURRENT REPORT PURSUANT TO

SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

​

Date of report (Date of earliest event reported): March 7, 2022

​

CUBESMART

CUBESMART, L.P.

(Exact Name of Registrant as Specified in Its Charter)

​

Maryland (CubeSmart) | 001-32324 | 20-1024732
Delaware (CubeSmart, L.P.) | 000-54462 | 34-1837021
(State or Other Jurisdiction of Incorporation) ​ | (Commission File Number) | (IRS Employer Identification No.)

​

​

​
5 Old Lancaster Road
Malvern,
Pennsylvania
19355
(Address of Principal
Executive Offices)

​

(610) 535-5000

(Registrant’s telephone number, including area code)

​

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

​

Securities registered pursuant to Section 12(b) of the Act:

​

Title of Each Class |  | Trading Symbol(s) |  | Name of Each Exchange on Which Registered
Common Shares, $0.01 par value per share, of CubeSmart | ​ | CUBE | ​ | New York Stock Exchange

​

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

​

☐ | Written communications 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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

​

Emerging Growth Company (CubeSmart) ☐

Emerging Growth Company (CubeSmart, L.P.) ☐

​

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.

​

CubeSmart ☐

CubeSmart, L.P. ☐

​

​

​

​

Item 2.02 Results of Operations and Financial Condition.

​

We are furnishing with this report a slide presentation (attached as Exhibit 99.1) that may be used in presentations to investors from time to time.

​

Item 7.01 Regulation FD Disclosure.

​

The information disclosed in Item 2.02 above is incorporated into this Item 7.01.

​

The information included in this Current Report on Form 8-K (including the exhibit hereto) is being furnished under Item 2.02, “Results of Operations and Financial Condition,” Item 7.01, “Regulation FD Disclosure” and Item 9.01 “Financial Statements and Exhibits” of Form 8-K. As such, the information (including the exhibit) herein shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such a filing. This Current Report (including the exhibit hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

​

Item 9.01 Financial Statements and Exhibits.

​

(a) Not applicable.

​

(b) Not applicable.

​

(c) Not applicable.

​

(d) Exhibits.

​

Exhibit No. |  | Description
99.1 | ​ | Slide Presentation dated March 2022
​ | ​ | ​
104 | ​ | Cover Page Interactive Data File – the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

​

​

​

2

SIGNATURES

​

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

​

​ | CUBESMART
​ | ​
​ | By: | /s/ Jeffrey P. Foster
​ | Name: | Jeffrey P. Foster
​ | Title: | Chief Legal Officer and Secretary
Date: March 7, 2022 | ​
​ | ​
​ | CUBESMART, L.P.
​ | ​
​ | By CUBESMART, its general partner
​ | ​
​ | By: | /s/ Jeffrey P. Foster
​ | Name: | Jeffrey P. Foster
​ | Title: | Chief Legal Officer and Secretary
​ | ​ | ​
Date: March 7, 2022 | ​ | ​

​

​

​

3

​

​

4

​