Lineage, Inc.

(13)Stock-based compensation

Amended and Restated Lineage 2024 Incentive Award Plan

The Amended and Restated Lineage 2024 Incentive Award Plan (the “2024 Plan”) is administered by certain committees of the Board and provides for the award of RSUs, performance share awards, LTIP Units, stock options, stock appreciation rights, restricted stock, stock payments, dividend equivalents, and other incentive awards, each as defined in the 2024 Plan, to eligible employees, consultants, and members of the Board (collectively, “Plan participants”).

Certain Plan participants were granted awards of RSUs covering shares of the Company’s common stock or interests in the Operating Partnership in the form of LTIP Units. LTIP Units are a class of partnership interests in the Operating Partnership which may be issued to eligible Plan participants for the performance of services to or for benefit of the Company and Operating Partnership. Further description of LTIP Units is available in Note 2, Capital structure and noncontrolling interests. Stock-based compensation in the form of LTIP Units is recorded in Noncontrolling interests in the condensed consolidated statements of redeemable noncontrolling interests and equity.

Certain RSUs and LTIP Units contain only a service vesting condition (“time-based”). Performance-based RSUs and performance-based LTIP Units vest based on the achievement of Company performance metrics over the applicable performance period, which vary by grant year and award population. Awards granted in 2024 and 2025 are subject to performance targets based on Same Warehouse NOI Growth (“SS NOI Growth”) and cumulative Adjusted Funds from Operations per share (“AFFO per share”) over the performance period. Awards granted in 2026 are subject to performance targets based on a cumulative Same Warehouse NOI target and a cumulative AFFO per share target. Certain performance-based RSUs granted to executive, corporate, and operations leaders are instead subject to a performance target based on Adjusted EBITDA, as defined in the applicable award agreement. No performance-based LTIP Units are subject to an Adjusted EBITDA-based performance target. Certain performance-based RSUs and performance-based LTIP Units are also subject to a modifier based on the Company's relative total shareholder return (“TSR”) measured against a specified peer group or index over the same performance period, which can increase or decrease the number of units ultimately earned.

For performance-based RSUs and performance-based LTIP Units that include a relative TSR modifier, the grant date fair value of the TSR component is estimated using a Monte Carlo simulation model, incorporating assumptions for expected stock price volatility, risk-free interest rate, expected term, and dividend yield, consistent with ASC 718, Compensation—Stock Compensation. Because the TSR modifier is a market condition reflected in the grant date fair value of the award, compensation cost attributable to the TSR modifier is not subsequently reassessed for probability of achievement and continues to be recognized over the requisite service period, provided the requisite service is rendered, regardless of whether the TSR condition is ultimately satisfied.

The following are details of grants and related expenses recognized during the three and nine months ended September 30, 2026.

(a)Restricted stock units

Time-based stock units granted during the nine months ended September 30, 2026 consisted of the following: a)1,040,883 units with athree-year vesting period and a grant date fair value of $34 million in connection with the annual grant for executive, corporate, and operations leaders; b)794,759 units with a grant date fair value of $35 million in connection with broad-based awards with athree-year vesting period for all eligible employees under the director level, referred to as Lineage Legacies; c)41,347 units with a grant date fair value of $2 million in off-cycle grants with athree-year vesting period; and d)21,632 units with aone-year vesting period and a grant date fair value of $1 million in connection with the annual grant for Board members.

Performance-based stock units granted during the nine months ended September 30, 2026 consisted of the following: a)245,072 units with aone-year vesting period and a grant date fair value of $10 million in connection with the annual grant for executive, corporate, and operations leaders; and b)75,123 units with athree-year vesting period and a grant date fair value of $3 million in connection with the annual grant for executive, corporate, and operations leaders.

During the three months ended June 30, 2026, the Company reassessed the probability of achieving the performance conditions associated with its outstanding performance-based RSU awards granted in 2025 and determined that it was no longer probable that the applicable SS NOI Growth and cumulative AFFO per share targets would be fully achieved by the end of the respective performance period. Accordingly, the Company reversed $5 million of previously recognized stock-based compensation expense related to these awards.

During the three months ended September 30, 2026, the Company reassessed the probability of achieving the performance conditions associated with its outstanding performance-based RSU awards, resulting in no material impact to the condensed consolidated financial statements.

The following represents a summary of RSUs activity for the nine months ended September 30, 2026:

As of September 30, 2026, there was $103 million of unrecognized stock-based compensation expense related to unvested time-based RSUs that is expected to be recognized over a weighted-average period of 1.5 years.

As of September 30, 2026, there was $5 million of unrecognized stock-based compensation expense related to unvested performance-based RSUs that is expected to be recognized over a weighted-average period of 1.0 years.

(b)LTIP Units

Time-based LTIP Units granted during the nine months ended September 30, 2026 consisted of the following: a)147,472 units with athree-year vesting period and a grant date fair value of $5 million in connection with the annual grant for executive, corporate, and operations leaders; and b)63,637 units with aone-year vesting period and a grant date fair value of $2 million in connection with the annual grant for executive, corporate, and operations leaders.

Performance-based LTIP Units granted during the nine months ended September 30, 2026 consisted of the following: a)239,056 units with athree-year vesting period and a grant date fair value of $8 million in connection with the annual grant for executive, corporate, and operations leaders; and b)224,319 units with aone-year vesting period and a grant date fair value of $7 million in connection with the annual grant for executive, corporate, and operations leaders.

Consistent with the performance-based RSUs, during the three months ended June 30, 2026, the Company reassessed the probability of achieving the performance conditions associated with its outstanding 2025 performance-based LTIP awards and concluded that it was no longer probable that the applicable performance targets for SS NOI Growth and AFFO per share would be fully achieved by the end of the performance period. As a result, during the three months ended June 30, 2026, the Company reversed previously recognized stock-based compensation expense of $5 million related to these awards.

During the three months ended September 30, 2026, the Company reevaluated the likelihood of achieving certain performance conditions associated with outstanding performance-based LTIP awards, resulting in no material impact to the condensed consolidated financial statements.

The following represents a summary of LTIP Units activity for the nine months ended September 30, 2026:

As of September 30, 2026, there was $27 million of unrecognized stock-based compensation cost related to unvested time-based LTIP Units that is expected to be recognized over a weighted-average period of 0.8 years.

As of September 30, 2026, there was $7 million of unrecognized stock-based compensation cost related to unvested performance-based LTIP Units that is expected to be recognized over a weighted-average period of 1.2 years.

Stock-Based Compensation Expense

The following table summarizes the Company’s stock-based compensation expense by line item in the condensed consolidated statements of operations and comprehensive income (loss):

The following table summarizes the Company’s stock-based compensation expense by award type: