Material Agreement - Form 8-K

Item 1.01. Entry into a Material Definitive Agreement.

On April 26, 2024, SmartStop Self Storage REIT, Inc. (the "Company") amended the Note Purchase Agreement dated April 19, 2022 (the "NPA Amendment"). The primary purpose of the NPA Amendment was to make certain conforming changes between the Note Purchase Agreement and the Company's recently amended and restated revolving credit facility dated February 22, 2024 (the "Credit Facility"). In particular, the NPA Amendment conformed certain of the definitions related to the financial tests that the Company is required to maintain, as well as certain of the property pool covenants the Company is required to satisfy, in the Note Purchase Agreement during the term thereof to those in the Credit Facility.

The foregoing description of the NPA Amendment does not purport to be complete and is subject to, and qualified in its entirety by, reference to the full text of the Note Purchase Agreement, as amended by the NPA Amendment, which is filed herewith as Exhibit 10.1 and incorporated herein by this reference.