8-K

CENTERSPACE (CSR)

8-K 2025-02-18 For: 2025-02-18
View Original
Added on April 04, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): February 18, 2025

CENTERSPACE

(Exact name of Registrant as specified in its charter)

North Dakota 001-35624 45-0311232
(State or Other Jurisdiction<br>of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.)

3100 10th Street SW, Post Office Box 1988, Minot, ND 58702-1988

(Address of principal executive offices) (Zip code)

(701) 837-4738

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed from last report)

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:

☐    Written communications pursuant to Rule 425 under the Securities Act

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Shares of Beneficial Interest, no par value CSR New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

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. ☐

Item 2.02. Results of Operations and Financial Condition.

Centerspace (the "Company") issued an earnings release on February 18, 2025, announcing certain financial and operational results for the year ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1 and incorporated herein by reference.

The information in this Item 2.02 and Item 9.01, including the press release furnished as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any Company filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 5.05    Amendments to Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics.

As part of its periodic review of governance documents, on February 18, 2025, the Board of Trustees of Centerspace (the “Company”) approved and adopted updated and revised versions of the Company’s (i) Code of Conduct (the “Code of Conduct”) and (ii) Code of Ethics for Senior Financial Officers (the “Financial Code of Ethics”).

The Code of Conduct applies to all employees, officers, and directors of the Company and its subsidiaries. The revisions to the Code of Conduct reflect the Company’s commitment to ethical practices and compliance with laws and regulations, and clarify its position on gifts and entertainment and fair dealing.

The Financial Code of Ethics applies to the Company’s Chief Executive Officer, President, Chief Operating Officer, Chief Financial Officer, Chief Accounting Officer, and certain other senior financial officers. The revisions to the Financial Code of Ethics underscore the importance of reporting violations of the Financial Code and other unethical behavior and clarify the potential consequences for violating the Financial Code of Ethics.

Additionally, the revisions to the Code of Conduct and the Financial Code of Ethics include various clarifying, stylistic, and non-substantive changes. These revisions do not materially alter the responsibilities and obligations outlined in the previous Code of Conduct or Financial Code of Conduct, and they do not imply any waiver of the provisions therein.

Copies of the Code of Conduct and the Financial Code of Ethics, as amended, are attached as Exhibit 14.1 and 14.2, respectively, to this Current Report on Form 8-K. The amended Code of Conduct and Financial Code of Ethics will also be available on the Company’s website at ir.centerspacehomes.com under the “Corporate Governance” tab. The contents of the Company’s website are not incorporated by reference in this report. The foregoing description of the amendments to the Code of Conduct and Financial Code of Ethics is qualified in its entirety by reference to the full text of the Code of Conduct and Financial Code of Ethics attached as Exhibit 14.1 and 14.2, respectively, which is incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits

(d)Exhibits

Exhibit
Number Description
14.1 Code of Conduct, adoptedFebruary 18, 2025
14.2 Code of Ethics for Senior Financial Officers, adoptedFebruary 18, 2025
99.1 Earnings Release and Supplemental Operating and Financial Data, dated February 18, 2025.
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL Document.

SIGNATURE

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.

Centerspace
By /s/ Anne Olson
Anne Olson
Date: February 18, 2025 President and Chief Executive Officer

Document

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CODE OF CONDUCT

(Adopted by the Board of Trustees of Centerspace

on January 14, 2004, and last amended on February 18, 2025)

Introduction

This Code of Conduct applies to all officers, employees, trustees, directors, and persons holding similar positions of Centerspace (the “Company”) and its subsidiaries (the “Covered Persons”). This Code covers a wide range of business practices and procedures and is designed to deter wrongdoing, to promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest, and to promote compliance with applicable governmental laws, rules, and regulations. It does not cover every issue that may arise, but it sets out basic principles to guide all Covered Persons. All Covered Persons must conduct themselves accordingly and seek to avoid even the appearance of improper behavior. The Code should also be provided to and followed by the Company’s agents, representatives, vendors, suppliers, manufacturers, and other business partners.

The Code may be revised or supplemented from time to time to reflect changing laws and ethical standards. Each Covered Person is responsible for maintaining a working knowledge and understanding of this Code of Conduct as modified from time to time, as well as all other Company policies and procedures, including but not limited to the employee handbook, as the same may be modified from time to time.

Those who violate the standards in this Code will be subject to disciplinary action, including termination of employment in the case of an officer or employee of the Company or any subsidiary, and including, in the case of a director or trustee, removal from the Board of Trustees or Board of Directors.

Compliance with Laws, Rules and Regulations

We expect all employees, as well as our business partners, including our agents, representatives, vendors, suppliers, and manufacturers, to comply with U.S. and local laws and regulatory requirements. Violation of governing laws and regulations subjects the Company and its employees to significant risk in the form of fines, penalties and damaged reputation. Obeying the law, both in letter and spirit, is a fundamental principle of the Company and is the foundation on which the Company’s ethical standards are built.

Conflicts of Interest

Each Covered Person owes a duty of loyalty to the Company and must in the performance of his or her duties, put the interests of the Company ahead of personal interests. Covered Persons are expected to make or participate in business decisions and actions in the course of their association with the Company based on the best interests of the Company as a whole, and not based on personal relationships or benefits. A conflict of interest exists when a person’s private interest

interferes in any way with the interests of the Company. A conflict situation can arise when a Covered Person takes actions or has interests that may make it difficult to perform his or her Company work objectively and effectively. Conflicts of interest may also arise when a Covered Person, or members of his or her family, receives improper personal benefits as a result of his or her position in the Company.

Covered Persons should avoid any relationship that would cause a conflict of interest with their duties and responsibilities at the Company. Employees are expected to disclose to the Company any situations that may involve conflicts of interest affecting them personally or affecting other employees or those with whom we do business. Waivers of conflicts of interest involving executive officers require the approval of the Board of Trustees or an appropriate committee of the Board. Trustees are expected to disclose to their fellow trustees any personal interest they may have in a transaction upon which the Board passes and to recuse themselves from participation in any decision in which there is a conflict between their personal interests and the interest of the Company. See the Company’s Corporate Opportunity and Conflict of Interest Policy.

Insider Trading

Covered Persons who are aware of material non-public information may not trade in Company securities or use the information for any other purpose except the conduct of Company business. To trade in Company securities while aware of material non-public information for personal financial benefit, or to “tip” others who might make an investment decision on the basis of this information, is not only unethical but also illegal. In order to assist with compliance with laws against insider trading, the Company has adopted an Insider Trading Policy, which has been distributed to every Covered Person. See the Company’s Insider Trading Policy.

Corporate Opportunities

Covered Persons are prohibited from taking for themselves personally opportunities that are discovered through the use of Company property, information or position without the consent of the Board of Trustees. No Covered Person may use Company property, information or position for improper personal gain, and no Covered Person may compete with the Company directly or indirectly. Covered Persons owe a duty to the Company to advance its legitimate interests when the opportunity to do so arises. See the Company’s Corporate Opportunity and Conflict of Interest Policy.

Competition and Fair Dealing

Each Covered Person should endeavor to respect the rights of and deal fairly with the Company’s residents, suppliers, competitors and employees. No employee should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts or any other intentional unfair-dealing practice.

The purpose of business entertainment and gifts in a commercial setting is to create good will and sound working relationships, not to gain unfair advantage with customers. No gift or entertainment should ever be offered, given, provided or accepted by any Covered Person, family

member of a Covered Person or agent unless it: (1) is not a cash gift, loan, or stock, (2) is consistent with customary business practices, (3) is of nominal value in the judgment of management, (4) cannot be construed as a bribe or payoff and (5) does not violate any laws or regulations and would not harm the Company’s image or reputation.

Safe and Respectful Workplace

The Company is firmly committed to providing a safe and respectful workplace. It does not tolerate illegal discrimination or harassment of any kind, including unwelcome sexual advances or derogatory comments based on age, race, ethnic background, sexual orientation, gender identity, national origin or religious beliefs. All Covered Persons are expected to comply with wage and hour standards, safety guidelines, laws prohibiting discrimination and harassment, and requirements of equal employment opportunity.

The Company prohibits behavior that undermines employee safety, including acts or threats of violence or other forms of intimidation. It also prohibits weapons or firearms in the Company’s offices. Employees who feel threatened, or observe threatening behavior, should immediately report the situation to building security, if appropriate, and their supervisor or human resources.

Record-Keeping

The Company requires honest and accurate recording and reporting of information in order to make responsible business decisions. All of the Company’s books, records, accounts and financial statements must be maintained in reasonable detail, must appropriately reflect the Company’s transactions and must conform both to applicable legal requirements and to the Company’s system of internal controls. The Company does not condone and will not tolerate any act or omission by any employee that results in materially misleading financial statements.

As a public company, it is of critical importance that the Company’s filings with the Securities and Exchange Commission be accurate and timely. Employees may be called upon to provide information to assure that the Company’s public reports are complete, fair and understandable. The Company expects all of its personnel to take this responsibility very seriously and to provide prompt and accurate answers to inquiries related to the Company’s public disclosure requirements.

Confidentiality

Employees must maintain the confidentiality of non-public information entrusted to them by the Company or its shareholders, residents, customers, suppliers and agents (“Confidential Information”), except when disclosure is authorized by the Company, required by laws and regulations, or permitted by laws and regulations to report possible violations to a government agency. Confidential Information includes all non-public information about the Company or its shareholders, residents, customers, suppliers and agents. Confidential Information includes, without limitation, financial data, plans for acquisitions, plans for sales of Company assets, personal information about employees, material contracts, financing transactions, major management changes and other corporate developments. The obligation to preserve Confidential Information continues even after employment ends. Each employee will be required to sign a

confidentiality agreement at the time he or she begins employment with the Company. Furthermore, Covered Persons have an obligation not to trade in the Company’s securities while aware of material non-public information, in accordance with the Company’s Insider Trading Policy.

Social Media and Communications on Behalf of the Company

The Company expects Covered Persons to use their personal social media accounts in a responsible way that does not reveal the Company’s Confidential Information, expose the Company to reputational risk or legal liability, or otherwise harm the Company or others. Covered Persons may not represent or speak on behalf of the Company on their personal social media accounts. Company social media accounts should be lawful, approved by the marketing department and managed responsibly.

Protection and Proper Use of Company Assets

Every employee is responsible for protecting the Company’s assets and ensuring their efficient use. Employees are personally responsible for safeguarding and accounting for all Company property that is entrusted to their personal control, including, without limitation, cash, checks, company credit cards and similar cash equivalents; tangible and intangible property such as equipment, supplies, records and reports, computer software and data; and each employee’s time at work. Theft, carelessness and waste have a direct impact on the Company’s profitability. Any suspected incident of fraud or theft should be immediately reported for investigation.

Company equipment should not be used for non-Company business, though incidental personal use may be permitted.

Waivers of the Code of Conduct

Any waiver of this Code of Conduct for executive officers or trustees may be made only by the

Board or a Board committee and will be promptly disclosed as required by law or regulation.

Reporting any Illegal or Unethical Behavior

Employees are expected to talk to supervisors, the General Counsel, other Company officers or other appropriate personnel about observed illegal or unethical behavior and, when in doubt, about the best course of action in a particular situation. In addition, Employees may report any suspected illegal or unethical behavior in accordance with the Company’s Whistleblower Policy. If a report of a violation which relates to financial statement disclosures or accounting, internal controls or auditing matters is made to the General Counsel or other Company officer, the General Counsel or other officer shall promptly forward such complaint to the chair of the Company’s Audit Committee. It is the policy of the Company not to allow retaliation for reports of misconduct by others made in good faith by employees. Employees are expected to cooperate in internal investigations of misconduct.

The Company’s applicable Chief Executive Officer, President, Chief Operating Officer, Chief Financial Officer, Chief Accounting Officer and other senior financial officers (the “Senior Financial Officers”) have a special responsibility for ensuring the fair and timely reporting of the Company’s financial results and condition. Because of this special role, the Company’s Senior Financial Officers are bound by the “Code of Ethics for Senior Financial Officers” attached as Appendix A to this Code of Conduct. Violations of this Code of Ethics for Senior Financial Officers by those subject to it will be viewed as a disciplinary matter that may result in personnel action, up to and including termination of employment. If a Covered Person believes that a violation of the Code of Ethics for Senior Financial Officers has occurred, the Company’s General Counsel should be contacted. The Audit Committee of the Board of Trustees may also be contacted. If an employee or officer is concerned about maintaining anonymity, they may contact the Company’s Audit Committee by following the procedures established for the anonymous submission of complaints outlined in the Company’s Whistleblower Policy.

Employees must read the Company’s Whistleblower Policy, which describes the Company’s procedures for the receipt, retention, and treatment of complaints received by the Company regarding accounting, internal accounting controls or auditing matters. Any employee may submit a good faith concern regarding questionable accounting or auditing matters without fear of dismissal or retaliation of any kind.

5

Document

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Appendix A to

Centerspace Code of Conduct

CODE OF ETHICS FOR SENIOR FINANCIAL OFFICERS

(Adopted by the Board of Trustees of Centerspace on

January 14, 2004, and last amended on February 18, 2025

This Code of Ethics for Senior Financial Officers applies to the applicable Chief Executive Officer, President, Chief Operating Officer, Chief Financial Officer, Chief Accounting Officer and other senior financial officers performing similar functions who have been identified by the Chief Executive Officer (collectively, the “Senior Financial Officers”). This Code of Ethics is intended to supplement the Centerspace (the “Company”) Code of Conduct.

Each Senior Financial Officer, in addition to being bound by all provisions of the Centerspace Code of Conduct, is subject to the following standards:

Honest and Ethical Conduct

Senior Financial Officers will exhibit and promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and business relationships (for example, a conflict between what is in the best interests of the Company and what could result in material personal gain for a Senior Financial Officer). In the event that a Senior Financial Officer becomes aware of any such conflict, he or she should promptly report the same to the Company’s General Counsel and the Chair of the Audit Committee of the Company’s Board of Trustees.

Financial Records and Periodic Reporting

The Chief Executive Officer and all Senior Financial Officers are responsible for full, fair, accurate, timely and understandable disclosure in reports and documents that the Company files with or submits to the Securities and Exchange Commission and other regulators, and in other public communications made by the Company. Accordingly, it is the responsibility of Senior Financial Officers promptly to bring to the attention of the General Counsel or the Chief Executive Officer any material information of which he or she may be aware that affects the disclosures made by the Company in such filings and communications.

Compliance with Applicable Laws, Rules and Regulations

Senior Financial Officers will comply with all applicable laws, rules and regulations of federal, state and local governments and other private and public regulatory agencies in the conduct of the Company’s business and the Company’s financial reporting. Senior Financial Officers will promptly report and correct any identified deviations from applicable federal, state or local law, rule or regulation.

Reporting of Violations and Enforcement of the Code of Ethics

Senior Financial Officers will promptly report to the General Counsel and/or the Chief Executive Officer and to the Chair of the Audit Committee of the Company’s Board of Trustees (i) any violation or suspected violation of this Code of Ethics; (ii) significant deficiencies in the design or operation of internal controls which could adversely affect the Company’s ability to record, process, summarize and report financial data; (iii) any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s financial reporting, disclosures or internal controls; or (c) other matters which could compromise the integrity of the Company’s financial statements. The Senior Financial Officers must identify to the Company’s Independent Registered Public Accountant any material weaknesses in internal controls. Senior Financial Officers will be held accountable for their adherence to this Code of Ethics.

The Audit Committee of the Board of Trustees shall consider any requested waivers of this Code of Ethics and any amendments to this Code, and all such waivers or amendments shall be disclosed promptly as required by law.

Violations

In the event that the Audit Committee confirms that a violation of this Code of Ethics has occurred, the Board of Trustees shall determine any appropriate disciplinary and remedial actions. Such actions shall be designed to deter wrongdoing and to promote accountability for adherence to this Code of Ethics, and written notice to the Senior Financial Officer involved shall be sent upon any determination by the Board of Trustees that there has been a violation. In determining what disciplinary action is appropriate in a particular case, the Board of Trustees shall take into account all relevant information, including the nature and severity of the violation, whether the violation was a single occurrence or repeated occurrences, whether the violation appears to have been intentional or inadvertent, whether the officer in question had been advised prior to the violation as to the proper course of action and whether or not the officer in question had committed other violations in the past. Violations of this Code of Ethics may also constitute violations of law and may result in civil and criminal penalties.

2

Document

Exhibit 99.1

q4_2024a.jpg

Earnings Release

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Centerspace Announces Financial and Operating Results for the Year Ended

December 31, 2024 and Provides 2025 Financial Outlook

MINNEAPOLIS, MN, February 18, 2025 – Centerspace (NYSE: CSR) announced today its financial and operating results for the year ended December 31, 2024. The tables below show Net Income (Loss), Funds from Operations (“FFO”)1, and Core FFO1, all on a per diluted share basis, for the year ended December 31, 2024; Same-Store Revenues, Expenses, and Net Operating Income (“NOI”)1 over comparable periods; and Same-Store Weighted Average Occupancy, Lease Rate Growth, and Resident Retention for the three months ended December 31, 2024, September 30, 2024, and December 31, 2023 and the twelve months ended December 31, 2024 and 2023.

Three Months Ended December 31, Twelve Months Ended December 31,
Per Share 2024 2023 2024 2023
Net income (loss) per share - diluted $ (0.31) $ (0.65) $ (1.27) $ 2.32
FFO - diluted(1) $ 1.09 $ 1.11 $ 4.49 $ 4.27
Core FFO - diluted(1) $ 1.21 $ 1.22 $ 4.88 $ 4.78 Year-Over-Year Comparison Sequential<br>Comparison YTD<br>Comparison
--- --- --- --- --- --- ---
Same-Store Results(2) 4Q24 vs 4Q23 4Q24 vs. 3Q24 CY24 vs. CY23
Revenues 3.1 % 0.8 % 3.3 %
Expenses 4.6 % (2.7) % 2.7 %
Net Operating Income (“NOI”)(1) 2.1 % 3.3 % 3.7 % Three months ended Twelve months ended
--- --- --- --- --- --- --- --- --- --- ---
Same-Store Results(2) December 31, 2024 September 30, 2024 December 31, 2023 December 31, 2024 December 31, 2023
Weighted Average Occupancy 95.5 % 95.3 % 94.8 % 95.2 % 94.9 %
New Lease Rate Growth (3.3) % (1.2) % (3.4) % 0.1 % 1.8 %
Renewal Lease Rate Growth 3.2 % 3.2 % 3.6 % 3.3 % 4.6 %
Blended Lease Rate Growth(3) 0.4 % 1.5 % 0.2 % 1.9 % 3.3 %
Retention Rate 54.5 % 58.9 % 53.1 % 56.6 % 59.0 %

(1)NOI, FFO, and Core FFO are non-GAAP financial measures. For more information on their usage and presentation, and a reconciliation to the most directly comparable GAAP measures, refer to “Non-GAAP Financial Measures and Reconciliations” and “Non-GAAP Financial Measures and Other Terms” in the Supplemental Financial and Operating Data below.

(2)Same-store results are updated for disposition activity. Refer to “Non-GAAP Financial Measures and Reconciliations” in Supplemental and Financial Operating Data within.

(3)Blended lease rate growth is weighted by lease count.

Highlights for the Year Ended December 31, 2024

•Net Loss was $1.27 per diluted share for the year ended December 31, 2024, compared to Net Income of $2.32 per diluted share for the year ended December 31, 2023;

•Core FFO(1) increased to $4.88 or 2.1% per diluted share for the year ended December 31, 2024, compared to $4.78 for the year ended December 31, 2023;

•Same-store year-over-year NOI(1) grew 3.7% driven by same-store revenue growth of 3.3%;

•Centerspace issued approximately 1.6 million common shares for net consideration of $112.6 million and an average

price of $71.66 per share under the at-the-market offering program, compared to 87,722 of repurchases at an average price of $53.62 per share, excluding commissions The Company used the issuance proceeds to redeem all of the outstanding Series C preferred shares for $97.0 million, which had a distribution equal to 6.625%;

•Continued to grow our Colorado portfolio through the acquisition of an apartment community in Denver, Colorado consisting of 129 homes for an aggregate purchase price of $54 million which was financed through the assumption of mortgage debt, issuance of common operating partnership units, and cash; and

•Sold two non-core apartment communities for an aggregate sales price of $19.0 million..

Balance Sheet

At December 31, 2024, Centerspace had $224.6 million of total liquidity on its balance sheet, including $212.6 million available on its lines of credit.

Dividend Distributions

Centerspace’s Board of Trustees announced a quarterly distribution of $0.77 per share/unit, payable on April 8, 2025, to common shareholders and unitholders of record at the close of business on March 28, 2025.

2025 Financial Outlook

Centerspace is providing the following guidance for its 2025 performance.

2025 Financial Outlook
Range for 2025
2024 Actual Low High
Net income (loss) per Share - diluted $ (1.27) $ (0.71) $ (0.45)
FFO per Share - diluted $ 4.49 $ 4.73 $ 4.97
Core FFO per Share - diluted $ 4.88 $ 4.86 $ 5.10

Additional assumptions:

•Same-store capital expenditures of $1,125 per home to $1,175 per home

•Value-add expenditures of $16.0 million to $18.0 million

FFO and Core FFO are non-GAAP financial measures. For more information on their usage and presentation, and a reconciliation to the most directly comparable GAAP measures, please refer to "2025 Financial Outlook" in the Supplemental Financial and Operating Data below.

Upcoming Events

Centerspace is attending the Citi Global Property CEO conference March 2-4.

Earnings Call

Live webcast and replay:  https://www.ir.centerspacehomes.com
Live Conference Call Conference Call Replay
Wednesday, February 19, 2025 at 10:00 AM ET Replay available until February 26, 2025
USA Local Number 1-404-975-4839 USA Local Number 1-929-458-6194
USA Toll Free Number 1-833-470-1428 USA Toll Free Number 1-866-813-9403
Canada Toll Free Number 1-833-950-0062
Conference Number 075110 Conference Number 939247

Supplemental Information

Supplemental Operating and Financial Data for the year ended December 31, 2024, is available in the Investors section on Centerspace’s website at https://www.centerspacehomes.com or by calling Investor Relations at 952-401-6600. Non-GAAP financial measures and other capitalized terms, as used in this earnings release, are defined and reconciled in the Supplemental Financial and Operating Data, which accompanies this earnings release.

About Centerspace

Centerspace is an owner and operator of apartment communities committed to providing great homes by focusing on integrity and serving others. Founded in 1970, as of December 31, 2024, Centerspace owned 71 apartment communities consisting of 13,012 homes located in Colorado, Minnesota, Montana, Nebraska, North Dakota, and South Dakota. Centerspace was named a top workplace for the fifth consecutive year in 2024 by the Minneapolis Star Tribune. For more information, please visit www.centerspacehomes.com.

Forward-Looking Statements

Certain statements in this press release and the Supplemental Operating and Financial Data are based on the Company's current expectations and assumptions, and are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements do not discuss historical fact, but instead include statements related to expectations, projections, intentions or other items related to the future. Forward-looking statements are typically identified by the use of terms such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “will,” “assumes,” “may,” “projects,” “outlook,” “future,” and variations of such words and similar expressions. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance, or achievements to be materially different from the results of operations, financial conditions, or plans expressed or implied by the forward-looking statements. Although the Company believes the expectations reflected in its forward-looking statements are based upon reasonable assumptions, it can give no assurance that the expectations will be achieved. Any statements contained herein that are not statements of historical fact should be deemed forward-looking statements. As a result, reliance should not be placed on these forward-looking statements, as these statements are subject to known and unknown risks, uncertainties, and other factors beyond the Company's control and could differ materially from actual results and performance. Such risks and uncertainties are detailed from time to time in filings with the Securities and Exchange Commission (“SEC”), including the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” contained in the Company's Annual Report on Form 10-K, in quarterly reports on Form 10-Q, and in other reports the Company files with the SEC from time to time. The Company assumes no obligation to update or supplement forward-looking statements that become untrue due to subsequent events.

Contact Information

Investor Relations

Josh Klaetsch

Phone: 952-401-6600

E-mail: IR@centerspacehomes.com

Marketing & Media

Kelly Weber

Phone: 952-401-6600

E-mail: kweber@centerspacehomes.com

Supplemental Financial and Operating Data

Table of Contents

December 31, 2024

Page
Common Share Data S-1
Key Financial Data
Condensed Consolidated Statements of Operations S-2
Condensed Consolidated Balance Sheets S-3
Non-GAAP Financial Measures and Reconciliations
Net Operating Income S-5
Same-Store Controllable Expenses S-7
Funds From Operations and Core Funds From Operations S-8
Adjusted EBITDA S-9
Debt and Capital Analysis
Debt Analysis S-10
Capital Analysis S-11
Portfolio Analysis
Same-Store Comparisons S-12
Portfolio Summary S-15
Capital Expenditures S-16
2025Financial Outlook S-17
Non-GAAP Financial Measures and Other Terms S-19

Common Share Data (NYSE: CSR)

Three Months Ended
December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 December 31, 2023
High closing price $ 75.02 $ 75.50 $ 70.93 $ 58.00 $ 59.33
Low closing price $ 64.75 $ 67.04 $ 55.48 $ 52.65 $ 47.82
Average closing price $ 70.30 $ 71.91 $ 65.88 $ 55.68 $ 54.61
Closing price at end of quarter $ 66.15 $ 70.47 $ 67.63 $ 57.14 $ 58.20
Common share distributions—annualized $ 3.00 $ 3.00 $ 3.00 $ 3.00 $ 2.92
Closing price dividend yield—annualized 4.5 % 4.3 % 4.4 % 5.3 % 5.0 %
Closing common shares outstanding (thousands) 16,719 16,568 15,057 14,912 14,963
Closing limited partnership units outstanding (thousands) 980 809 828 844 861
Closing Series E preferred units, as converted (thousands) 1,906 2,038 2,053 2,062 2,078
Total closing common shares, limited partnership units, and Series E preferred units, as converted, outstanding (thousands) 19,605 19,415 17,938 17,818 17,902
Closing market value of outstanding common shares, plus imputed closing market value of outstanding limited partnership units (thousands) $ 1,296,871 $ 1,368,175 $ 1,213,147 $ 1,018,121 $ 1,041,896
S-1
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CENTERSPACE

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

(in thousands, except per share amounts)

Three Months Ended Twelve Months Ended
12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023 12/31/2024 12/31/2023
REVENUE $ 66,409 $ 65,025 $ 65,043 $ 64,506 $ 64,068 $ 260,983 $ 261,309
EXPENSES
Property operating expenses, excluding real estate taxes 19,838 19,628 18,108 18,764 18,237 76,338 77,053
Real estate taxes 6,489 7,031 7,081 6,305 6,861 26,906 28,759
Property management expenses 2,334 2,242 2,222 2,330 2,341 9,128 9,353
Casualty (gain) loss 2,389 (412) 510 820 853 3,307 2,095
Depreciation and amortization 27,640 26,084 25,714 27,012 26,617 106,450 101,678
Impairment of real estate investments 5,218 5,218
General and administrative expenses 4,861 4,102 4,216 4,623 4,363 17,802 20,080
TOTAL EXPENSES $ 63,551 $ 58,675 $ 57,851 $ 59,854 $ 64,490 $ 239,931 $ 244,236
Gain (loss) on sale of real estate and other investments (577) (83) (577) 71,244
Loss on litigation settlement (1,000) (3,864)
Operating income (loss) 2,858 6,350 7,192 4,075 (1,505) 20,475 84,453
Interest expense (9,795) (8,946) (9,332) (9,207) (8,913) (37,280) (36,429)
Interest and other income 1,151 645 477 340 533 2,613 1,207
Net income (loss) $ (5,786) $ (1,951) $ (1,663) $ (4,792) $ (9,885) $ (14,192) $ 49,231
Dividends to Series D preferred unitholders (160) (160) (160) (160) (160) (640) (640)
Net (income) loss attributable to noncontrolling interest – Operating Partnership and Series E preferred units 900 1,095 561 1,079 1,917 3,635 (7,141)
Net income attributable to noncontrolling interests – consolidated real estate entities (33) (32) (34) (32) (29) (131) (125)
Net income (loss) attributable to controlling interests (5,079) (1,048) (1,296) (3,905) (8,157) (11,328) 41,325
Dividends to preferred shareholders (1,607) (1,607) (1,607) (1,607) (4,821) (6,428)
Redemption of preferred shares (3,511) (3,511)
NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS $ (5,079) $ (6,166) $ (2,903) $ (5,512) $ (9,764) $ (19,660) $ 34,897
Net income (loss) per common share – basic $ (0.31) $ (0.40) $ (0.19) $ (0.37) $ (0.65) $ (1.27) $ 2.33
Net income (loss) per common share – diluted $ (0.31) $ (0.40) $ (0.19) $ (0.37) $ (0.65) $ (1.27) $ 2.32 S-2
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CENTERSPACE

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)

(in thousands)

12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023
ASSETS
Real estate investments
Property owned $ 2,480,741 $ 2,438,255 $ 2,428,290 $ 2,413,488 $ 2,420,146
Less accumulated depreciation (625,980) (604,175) (578,691) (553,231) (530,703)
Total real estate investments 1,854,761 1,834,080 1,849,599 1,860,257 1,889,443
Cash and cash equivalents 12,030 14,453 14,328 12,682 8,630
Restricted cash 1,099 2,794 1,084 1,066 639
Other assets 45,817 36,078 34,414 29,468 27,649
TOTAL ASSETS $ 1,913,707 $ 1,887,405 $ 1,899,425 $ 1,903,473 $ 1,926,361
LIABILITIES, MEZZANINE EQUITY, AND EQUITY
LIABILITIES
Accounts payable and accrued expenses $ 59,319 $ 61,000 $ 52,885 $ 54,614 $ 62,754
Revolving line of credit 47,359 39,000 48,000 40,357 30,000
Notes payable, net of unamortized loan costs 299,520 299,506 299,490 299,475 299,459
Mortgages payable, net of unamortized loan costs 608,506 582,760 584,193 585,382 586,563
TOTAL LIABILITIES $ 1,014,704 $ 982,266 $ 984,568 $ 979,828 $ 978,776
SERIES D PREFERRED UNITS $ 16,560 $ 16,560 $ 16,560 $ 16,560 $ 16,560
EQUITY
Series C Preferred Shares of Beneficial Interest 93,530 93,530 93,530
Common Shares of Beneficial Interest 1,269,549 1,270,752 1,167,055 1,160,492 1,165,694
Accumulated distributions in excess of net income (615,242) (597,720) (579,139) (564,951) (548,273)
Accumulated other comprehensive loss (407) (578) (749) (922) (1,119)
Total shareholders’ equity $ 653,900 $ 672,454 $ 680,697 $ 688,149 $ 709,832
Noncontrolling interests – Operating Partnership and Series E preferred units 227,870 215,444 216,901 218,255 220,544
Noncontrolling interests – consolidated real estate entities 673 681 699 681 649
TOTAL EQUITY $ 882,443 $ 888,579 $ 898,297 $ 907,085 $ 931,025
TOTAL LIABILITIES, MEZZANINE EQUITY, AND EQUITY $ 1,913,707 $ 1,887,405 $ 1,899,425 $ 1,903,473 $ 1,926,361 S-3
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CENTERSPACE

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS (unaudited)

This release contains certain non-GAAP financial measures. The non-GAAP financial measures should not be considered a substitute for operating results determined in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The definitions and calculations of these non-GAAP financial measures, as calculated by the Company may not be comparable to non-GAAP measures reported by other REITs that do not define each of the non-GAAP financial measures exactly as Centerspace does. The non-GAAP financial measures are defined and further explained on pages S-19 through S-23, “Non-GAAP Financial Measures and Other Terms.”

The Company provides certain information on a same-store and non-same-store basis. Same-store apartment communities are owned or stabilized for substantially all of the periods being compared, and, in the case of newly-acquired or constructed communities, have achieved a target level of physical occupancy of 90%, or re-positioned communities when they have achieved stabilized operations. Non-same store communities are communities not owned or stabilized as of the beginning of the previous year, including re-positioned communities, and excluding communities held for sale and the non-multifamily components of mixed-use properties.

On the first day of each calendar year, Centerspace determines the composition of its same-store pool for that year as well as adjusts the previous year, which allows the company to evaluate the performance of existing apartment communities and their contribution to net operating income (“NOI”). The company believes that measuring performance on a same-store basis is useful to investors because it enables evaluation of how a fixed pool of its communities are performing year-over-year. Centerspace uses this measure to assess whether or not the company has been successful in increasing NOI (defined and reconciled below), raising average rental revenue, renewing leases on existing residents, controlling operating costs, and making prudent capital improvements.

For the comparison of the years ended December 31, 2024 and 2023, two apartment communities and one apartment community, respectively, were non-same-store. Sold communities are included in “Dispositions,” while “Other properties” includes non-multifamily properties and the non-multifamily components of mixed-use properties.

S-4

CENTERSPACE

RECONCILIATIONS OF OPERATING INCOME TO NET OPERATING INCOME (1)

(dollars in thousands)
Three Months Ended Sequential Year-Over-Year
12/31/2024 9/30/2024 12/31/2023 Change % Change Change % Change
Operating income (loss) $ 2,858 $ 6,350 $ (1,505) (55.0) % (289.9) %
Adjustments:
Property management expenses 2,334 2,242 2,341 92 4.1 % (7) (0.3) %
Casualty (gain) loss 2,389 (412) 853 2,801 (679.9) % 1,536 180.1 %
Depreciation and amortization 27,640 26,084 26,617 1,556 6.0 % 1,023 3.8 %
Impairment of real estate investments 5,218 N/A (5,218) (100.0) %
General and administrative expenses 4,861 4,102 4,363 759 18.5 % 498 11.4 %
Loss on sale of real estate and other investments 83 N/A (83) (100.0) %
Loss on litigation settlement 1,000 N/A (1,000) (100.0) %
Net Operating Income(1) $ 40,082 $ 38,366 $ 38,970 4.5 % 2.9 %
Revenue
Same-store $ 63,127 $ 62,610 $ 61,230 0.8 % 3.1 %
Non-same-store 2,476 1,847 1,526 629 34.1 % 950 *
Other properties 806 568 587 238 41.9 % 219 37.3 %
Dispositions 725 N/A (725) *
Total 66,409 65,025 64,068 1,384 2.1 % 2,341 3.7 %
Property operating expenses, including real estate taxes
Same-store 25,128 25,825 24,013 (697) (2.7) % 1,115 4.6 %
Non-same-store 878 605 449 273 45.1 % 429 *
Other properties 321 229 251 92 40.2 % 70 27.9 %
Dispositions 385 N/A (385) *
Total 26,327 26,659 25,098 (332) (1.2) % 1,229 4.9 %
Net Operating Income(1)
Same-store 37,999 36,785 37,217 1,214 3.3 % 782 2.1 %
Non-same-store 1,598 1,242 1,077 356 28.7 % 521 *
Other properties 485 339 336 146 43.1 % 149 44.3 %
Dispositions 340 N/A (340) *
Total $ 40,082 $ 38,366 $ 38,970 4.5 % 2.9 %

All values are in US Dollars.

*Not a meaningful percentage

(1)Net Operating Income is a non-GAAP measure. Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for additional information.

S-5

CENTERSPACE

RECONCILIATIONS OF OPERATING INCOME TO NET OPERATING INCOME (1)

(dollars in thousands)
Twelve Months Ended December 31,
2024 2023 Change % Change
Operating income $ 20,475 $ 84,453 (75.8) %
Adjustments:
Property management expenses 9,128 9,353 (225) (2.4) %
Casualty loss 3,307 2,095 1,212 57.9 %
Depreciation and amortization 106,450 101,678 4,772 4.7 %
Impairment of real estate investments 5,218 (5,218) (100.0) %
General and administrative expenses 17,802 20,080 (2,278) (11.3) %
(Gain) loss on sale of real estate and other investments 577 (71,244) 71,821 (100.8) %
Loss on litigation settlement 3,864 (3,864) (100.0) %
Net Operating Income(1) $ 157,739 $ 155,497 1.4 %
Revenue
Same-store $ 249,872 $ 241,989 3.3 %
Non-same-store 7,993 1,526 6,467 *
Other properties 2,589 2,600 (11) (0.4) %
Dispositions 529 15,194 (14,665) *
Total 260,983 261,309 (326) (0.1) %
Property operating expenses, including real estate taxes
Same-store 99,365 96,785 2,580 2.7 %
Non-same-store 2,584 448 2,136 *
Other properties 968 797 171 21.5 %
Dispositions 327 7,782 (7,455) *
Total 103,244 105,812 (2,568) (2.4) %
Net Operating Income(1)
Same-store 150,507 145,204 5,303 3.7 %
Non-same-store 5,409 1,078 4,331 *
Other properties 1,621 1,803 (182) (10.1) %
Dispositions 202 7,412 (7,210) *
Total $ 157,739 $ 155,497 1.4 %

All values are in US Dollars.

*Not a meaningful percentage

(1)Net Operating Income is a non-GAAP measure. Refer to pages S-19 through S-23 “Reconciliations of non-GAAP Financial Measures and Other Terms” for additional information.

S-6

CENTERSPACE

RECONCILIATIONS OF SAME-STORE CONTROLLABLE EXPENSES TO TOTAL PROPERTY OPERATING EXPENSES, INCLUDING REAL ESTATE TAXES (1)

(dollars in thousands)
Three Months Ended December 31, Twelve Months Ended December 31,
2024 2023 Change % Change 2024 2023 Change % Change
Same-store controllable expenses(1)
On-site compensation(2) $ 6,644 $ 6,527 1.8 % $ 26,306 $ 25,776 2.1 %
Repairs and maintenance(3) 4,060 3,267 793 24.3 % 14,875 13,922 953 6.8 %
Utilities 3,730 3,508 222 6.3 % 14,850 15,342 (492) (3.2) %
Administrative and marketing 1,912 1,613 299 18.5 % 6,929 5,778 1,151 19.9 %
Total $ 16,346 $ 14,915 9.6 % $ 62,960 $ 60,818 3.5 %
Non-controllable expenses
Real estate taxes $ 6,093 $ 6,471 (5.8) % $ 25,671 $ 26,601 (3.5) %
Insurance 2,689 2,627 62 2.4 % 10,734 9,366 1,368 14.6 %
Total $ 8,782 $ 9,098 (3.5) % $ 36,405 $ 35,967 1.2 %
Total property operating expenses, including real estate taxes - same-store $ 25,128 $ 24,013 4.6 % $ 99,365 $ 96,785 2.7 %
Property operating expenses, including real estate taxes - non-same-store $ 878 $ 449 * $ 2,584 $ 448 *
Property operating expenses, including real estate taxes - other properties 321 251 70 27.9 % 968 797 171 21.5 %
Property operating expenses, including real estate taxes - dispositions 385 (385) * 327 7,782 (7,455) *
Total property operating expenses, including real estate taxes $ 26,327 $ 25,098 4.9 % $ 103,244 $ 105,812 (2.4) %

All values are in US Dollars.

*Not a meaningful percentage

(1)Same-store controllable expenses is a non-GAAP measure. Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for additional information.

(2)On-site compensation for administration, leasing, and maintenance personnel.

(3)Includes turnover expense.

S-7

CENTERSPACE

RECONCILIATIONS OF NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS TO FUNDS FROM OPERATIONS AND CORE FUNDS FROM OPERATIONS (1)

(in thousands, except per share amounts)
Three Months Ended Twelve Months Ended
12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023 12/31/2024 12/31/2023
Funds from Operations:(1)
Net (loss) income available to common shareholders $ (5,079) $ (6,166) $ (2,903) $ (5,512) $ (9,764) $ (19,660) $ 34,897
Adjustments:
Noncontrolling interests - Operating Partnership and Series E preferred units (900) (1,095) (561) (1,079) (1,917) (3,635) 7,141
Depreciation and amortization 27,640 26,084 25,714 27,012 26,617 106,450 101,678
Less depreciation - non real estate (79) (81) (82) (85) (85) (327) (322)
Less depreciation - partially owned entities (24) (25) (25) (24) (22) (98) (80)
Impairment of real estate investments 5,218 5,218
(Gain) loss on sale of real estate 577 82 577 (71,240)
FFO applicable to common shares and Units $ 21,558 $ 18,717 $ 22,143 $ 20,889 $ 20,129 $ 83,307 $ 77,292
Adjustments to Core FFO(1):
Non-cash casualty loss (recovery) 2,171 (632) 191 702 535 2,432 1,350
Interest rate swap amortization 171 171 173 197 315 712 936
Amortization of assumed debt 417 263 263 263 136 1,206 (212)
Severance and transition related costs (10) 3,170
Loss on litigation settlement and associated trial costs(2) 37 1,035 37 4,270
Redemption of preferred shares 3,511 3,511
Other miscellaneous items(3) (454) (61) 31 (42) (35) (526) (132)
Core FFO applicable to common shares and Units $ 23,863 $ 21,969 $ 22,801 $ 22,046 $ 22,105 $ 90,679 $ 86,674
FFO applicable to common shares and Units $ 21,558 $ 18,717 $ 22,143 $ 20,889 $ 20,129 $ 83,307 $ 77,292
Dividends to Series D preferred unitholders 160 160 160 160 160 640 640
FFO applicable to common shares and Units - diluted $ 21,718 $ 18,877 $ 22,303 $ 21,049 $ 20,289 $ 83,947 $ 77,932
Core FFO applicable to common shares and Units $ 23,863 $ 21,969 $ 22,801 $ 22,046 $ 22,105 $ 90,679 $ 86,674
Dividends to Series D preferred unitholders 160 160 160 160 160 640 640
Core FFO applicable to common shares and Units - diluted $ 24,023 $ 22,129 $ 22,961 $ 22,206 $ 22,265 $ 91,319 $ 87,314
Per Share Data
Net income (loss) per share and Unit - diluted $ (0.31) $ (0.40) $ (0.19) $ (0.37) $ (0.65) $ (1.27) $ 2.32
FFO per share and Unit - diluted(1) $ 1.09 $ 1.01 $ 1.23 $ 1.16 $ 1.11 $ 4.49 $ 4.27
Core FFO per share and Unit - diluted(1) $ 1.21 $ 1.18 $ 1.27 $ 1.23 $ 1.22 $ 4.88 $ 4.78
Weighted average shares - basic 16,583 15,528 14,972 14,922 15,013 15,504 14,994
Effect of redeemable operating partnership Units for FFO and Core FFO 939 818 835 854 862 870 925
Effect of Series D preferred units for FFO and Core FFO 228 228 228 228 228 228 228
Effect of Series E preferred units for FFO and Core FFO 2,033 2,053 2,062 2,078 2,087 2,056 2,100
Effect of dilutive restricted stock units and stock options for FFO and Core FFO 56 49 32 20 31 36 24
Weighted average shares and Units for FFO and Core FFO - diluted 19,839 18,676 18,129 18,102 18,221 18,694 18,271

(1)Funds from operations and Core funds from operations are non-GAAP measures. Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for additional information.

(2)Consists of $37,000 in associated trial costs related to the litigation matter for the year ended December 31, 2024. Consists of $3.9 million loss on litigation settlement for a trial judgment entered against the Company and $406,000 in associated trial costs related to the litigation matter during the year ended December 31, 2023.

(3)Consists of (gain) loss on investments and one-time professional fees.

S-8

CENTERSPACE

RECONCILIATIONS OF NET INCOME (LOSS) AVAILABLE TO CONTROLLING INTERESTS

TO ADJUSTED EBITDA(1)

(in thousands)
Three Months Ended Twelve Months Ended
12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023 12/31/2024 12/31/2023
Adjusted EBITDA
Net income (loss) attributable to controlling interests $ (5,079) $ (1,048) $ (1,296) $ (3,905) $ (8,157) $ (11,328) $ 41,326
Adjustments:
Dividends to Series D preferred unitholders 160 160 160 160 160 640 640
Noncontrolling interests – Operating Partnership and Series E preferred units (900) (1,095) (561) (1,079) (1,917) (3,635) 7,140
Income (loss) before noncontrolling interests – Operating Partnership (5,819) (1,983) (1,697) (4,824) (9,914) (14,323) 49,106
Adjustments:
Interest expense 9,782 8,932 9,318 9,193 8,900 37,225 36,373
Depreciation and amortization related to real estate investments 27,616 26,059 25,689 26,988 26,595 106,352 101,592
Impairment of real estate investments 5,218 5,218
Non-cash casualty loss (recovery) 2,171 (632) 191 702 535 2,432 1,350
Interest income (662) (558) (462) (280) (316) (1,962) (843)
(Gain) loss on sale of real estate and other investments 577 83 577 (71,240)
Severance and transition related costs (10) 3,170
Loss on litigation settlement and associated trial costs(2) 37 1,035 37 4,270
Other miscellaneous items(3) (455) (61) 31 (42) (35) (527) (132)
Adjusted EBITDA $ 32,633 $ 31,757 $ 33,070 $ 32,351 $ 32,091 $ 129,811 $ 128,864

(1)Adjusted EBITDA is a non-GAAP measure. Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for additional information.

(2)Consists of $37,000 in associated trial costs related to the litigation matter for the year ended December 31, 2024. Consists of $3.9 million loss on litigation settlement for a trial judgment entered against the Company and $406,000 in associated trial costs related to the litigation matter during the year ended December 31, 2023.

(3)Consists of (gain) loss on investments and one-time professional fees.

S-9

CENTERSPACE

DEBT ANALYSIS

(in thousands)

Debt Maturity Schedule

Annual Expirations

Future Maturities of Debt
Secured Fixed<br>Debt Unsecured Fixed<br>Debt Unsecured Variable Debt Total<br>Debt % of<br>Total Debt Weighted<br>Average Interest Rate(1)
2025 $ 29,517 $ $ 3,359 $ 32,876 3.4 % 3.99 %
2026 101,160 101,160 10.5 % 3.59 %
2027 48,371 48,371 5.0 % 3.47 %
2028 65,676 50,000 44,000 159,676 16.5 % 3.88 %
2029 27,000 75,000 102,000 10.6 % 3.98 %
Thereafter 347,540 175,000 522,540 54.0 % 3.39 %
Subtotal $ 619,264 $ 300,000 $ 47,359 $ 966,623 100.0 % 3.58 %
Premiums and discounts, net $ (7,496) $ $ $ (7,496)
Deferred financing costs, net $ (3,262) $ (480) $ $ (3,742)
Total debt $ 608,506 $ 299,520 $ 47,359 $ 955,385

(1)Weighted average interest rate of debt that matures during the year.

12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023
Debt Balances Outstanding(1)
Secured fixed rate - mortgages payable - other $ 420,414 $ 387,294 $ 389,149 $ 390,746 $ 392,274
Secured fixed rate - mortgages payable - Fannie Mae credit facility 198,850 198,850 198,850 198,850 198,850
Unsecured variable rate line of credit 47,359 39,000 48,000 40,357 30,000
Unsecured senior notes 300,000 300,000 300,000 300,000 300,000
Subtotal(1) $ 966,623 $ 925,144 $ 935,999 $ 929,953 $ 921,124
Premiums and discounts, net (7,496) (345) (608) (871) (1,134)
Deferred financing costs, net (3,742) (3,533) (3,708) (3,867) (3,968)
Debt total $ 955,385 $ 921,266 $ 931,683 $ 925,215 $ 916,022
Mortgages payable - other rate 4.02 % 4.05 % 4.05 % 4.05 % 4.05 %
Mortgages payable - Fannie Mae Credit Facility rate 2.78 % 2.78 % 2.78 % 2.78 % 2.78 %
Lines of credit rate(2) 5.86 % 6.70 % 6.69 % 6.68 % 6.74 %
Unsecured senior notes rate 3.12 % 3.12 % 3.12 % 3.12 % 3.12 %
Total debt 3.58 % 3.59 % 3.62 % 3.59 % 3.54 %

(1)     Excludes premiums, discounts, and deferred financing costs.

(2)     Interest rate excludes any unused facility fees and amounts reclassified from accumulated other comprehensive income into interest expense from terminated interest rate swaps, as shown in the table below.

Three Months Ended
12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023
Reclassified from Accumulated OCI into interest expense $ 171 $ 171 $ 173 $ 197 $ 315 S-10
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CENTERSPACE

CAPITAL ANALYSIS

(in thousands, except per share and unit amounts)

12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023
Equity Capitalization
Common shares outstanding 16,719 16,568 15,057 14,912 14,963
Operating partnership units outstanding 980 809 828 844 861
Series E preferred units (as converted) 1,906 2,038 2,053 2,062 2,078
Total common shares, Units, and Series E preferred units, as converted, outstanding 19,605 19,415 17,938 17,818 17,902
Market price per common share (closing price at end of period) $ 66.15 $ 70.47 $ 67.63 $ 57.14 $ 58.20
Equity capitalization-common shares and Units $ 1,296,871 $ 1,368,175 $ 1,213,147 $ 1,018,121 $ 1,041,896
Recorded book value of preferred shares $ $ $ 93,530 $ 93,530 $ 93,530
Equity capitalization $ 1,296,871 $ 1,368,175 $ 1,306,677 $ 1,111,651 $ 1,135,426
Series D preferred units $ 16,560 $ 16,560 $ 16,560 $ 16,560 16,560
Debt Capitalization
Total debt(1) 966,623 925,144 935,999 929,953 921,124
Total market capitalization $ 2,280,054 $ 2,309,879 $ 2,259,236 $ 2,058,164 $ 2,073,110
Total debt to total market capitalization(2) 42.4 % 40.1 % 41.4 % 45.2 % 44.4 %

(1)Excludes deferred financing costs and debt premiums and discounts.

(2)Total debt to total market capitalization is a non-GAAP financial measure. Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for additional information.

Three Months Ended Twelve Months Ended
12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023 12/31/2024 12/31/2023
Debt service coverage ratio(1) 2.80 x 2.94 x 3.03 x 3.02 x 3.09 x 2.94 x 3.04 x
Adjusted EBITDA/Interest expense plus preferred distributions and principal amortization(1) 2.76 x 2.53 x 2.61 x 2.59 x 2.64 x 2.61 x 2.61 x
Net debt/Adjusted EBITDA(1) 7.31 x 7.17 x 6.97 x 7.09 x 7.10 x 7.35 x 7.08 x
Net debt and preferred equity/Adjusted EBITDA(1) 7.44 x 7.30 x 7.80 x 7.94 x 7.97 x 7.48 x 7.94 x
Distribution Data
Common shares and Units outstanding at record date (in thousands) 17,571 17,377 15,875 15,756 15,824 17,571 15,824
Total common distribution declared (in thousands) $ 13,177 $ 13,022 $ 11,907 $ 11,805 $ 11,551 $ 49,911 $ 46,442
Common distribution per share and Unit $ 0.75 $ 0.75 $ 0.75 $ 0.75 $ 0.73 $ 3.00 $ 2.92
Payout ratio (Core FFO per diluted share and unit basis)(1) 62.0 % 63.6 % 59.1 % 61.0 % 59.8 % 61.5 % 61.1 %

(1)Debt service coverage ratio, adjusted EBITDA divided by interest expense plus preferred distributions and principal amortization, net debt divided by adjusted EBITDA, net debt and preferred equity divided by adjusted EBITDA, and payout ratio are non-GAAP financial measures. Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for additional information.

S-11

CENTERSPACE

SAME-STORE FOURTH QUARTER COMPARISONS

(dollars in thousands)

Apartment Homes Included Revenues Expenses NOI (2)
Regions Q4 2024 Q4 2023 % Change Q4 2024 Q4 2023 % Change Q4 2024 Q4 2023 % Change
Denver, CO 2,104 $ 13,531 $ 13,276 1.9 % $ 4,790 $ 4,584 4.5 % $ 8,741 $ 8,692 0.6 %
Minneapolis, MN 4,711 23,305 23,029 1.2 % 10,718 10,089 6.2 % 12,587 12,940 (2.7) %
North Dakota 1,710 7,463 6,966 7.1 % 2,986 2,653 12.6 % 4,477 4,313 3.8 %
Omaha, NE 872 3,787 3,597 5.3 % 1,042 1,230 (15.3) % 2,745 2,367 16.0 %
Rochester, MN 1,129 6,046 5,744 5.3 % 2,294 2,134 7.5 % 3,752 3,610 3.9 %
St. Cloud, MN 832 3,629 3,461 4.9 % 1,479 1,555 (4.9) % 2,150 1,906 12.8 %
Other Mountain West(1) 1,222 5,366 5,157 4.1 % 1,819 1,768 2.9 % 3,547 3,389 4.7 %
Same-Store Total 12,580 $ 63,127 $ 61,230 3.1 % $ 25,128 $ 24,013 4.6 % $ 37,999 $ 37,217 2.1 %
% of NOI Weighted Average Occupancy (3) Average Monthly<br><br>Rental Rate (3) Average Monthly<br><br>Revenue per Occupied Home (3)
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Regions Q4 2024 Q4 2023 Growth Q4 2024 Q4 2023 % Change Q4 2024 Q4 2023 % Change
Denver, CO 23.0 % 95.3 % 95.3 % % $ 1,989 $ 1,985 0.2 % $ 2,249 $ 2,206 1.9 %
Minneapolis, MN 33.1 % 95.2 % 95.3 % (0.1) % 1,545 1,531 0.9 % 1,733 1,710 1.3 %
North Dakota 11.8 % 96.7 % 95.5 % 1.2 % 1,374 1,295 6.1 % 1,505 1,422 5.8 %
Omaha, NE 7.2 % 96.3 % 94.4 % 1.9 % 1,369 1,324 3.4 % 1,503 1,456 3.2 %
Rochester, MN 9.9 % 96.0 % 93.6 % 2.4 % 1,759 1,734 1.4 % 1,859 1,812 2.6 %
St. Cloud, MN 5.7 % 93.9 % 92.2 % 1.7 % 1,378 1,353 1.8 % 1,549 1,504 3.0 %
Other Mountain West(1) 9.3 % 95.7 % 94.2 % 1.5 % 1,352 1,342 0.7 % 1,530 1,493 2.5 %
Same-Store Total 100.0 % 95.5 % 94.8 % 0.7 % $ 1,573 $ 1,548 1.6 % $ 1,751 $ 1,711 2.3 %

(1)Includes apartment communities in Billings, Montana and Rapid City, South Dakota.

(2)NOI is a non-GAAP financial measure. Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for additional information.

(3)Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for definitions.

S-12

CENTERSPACE

SAME-STORE SEQUENTIAL QUARTER COMPARISONS

(dollars in thousands)

Apartment Homes Included Revenues Expenses NOI (2)
Regions Q4 2024 Q3 2024 % Change Q4 2024 Q3 2024 % Change Q4 2024 Q3 2024 % Change
Denver, CO 2,104 $ 13,531 $ 13,415 0.9 % $ 4,790 $ 4,967 (3.6) % $ 8,741 $ 8,448 3.5 %
Minneapolis, MN 4,711 23,305 23,203 0.4 % 10,718 10,510 2.0 % 12,587 12,693 (0.8) %
North Dakota 1,710 7,463 7,398 0.9 % 2,986 2,759 8.2 % 4,477 4,639 (3.5) %
Omaha, NE 872 3,787 3,704 2.2 % 1,042 1,542 (32.4) % 2,745 2,162 27.0 %
Rochester, MN 1,129 6,046 6,027 0.3 % 2,294 2,428 (5.5) % 3,752 3,599 4.3 %
St. Cloud, MN 832 3,629 3,584 1.3 % 1,479 1,542 (4.1) % 2,150 2,042 5.3 %
Other Mountain West(1) 1,222 5,366 5,279 1.6 % 1,819 2,077 (12.4) % 3,547 3,202 10.8 %
Same-Store Total 12,580 $ 63,127 $ 62,610 0.8 % $ 25,128 $ 25,825 (2.7) % $ 37,999 $ 36,785 3.3 %
% of NOI Weighted Average Occupancy (3) Average Monthly<br><br>Rental Rate (3) Average Monthly<br><br>Revenue per Occupied Home (3)
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Regions Q4 2024 Q3 2024 Growth Q4 2024 Q3 2024 % Change Q4 2024 Q3 2024 % Change
Denver, CO 23.0 % 95.3 % 95.4 % (0.1) % $ 1,989 $ 1,983 0.3 % $ 2,249 $ 2,228 0.9 %
Minneapolis, MN 33.1 % 95.2 % 95.2 % % 1,545 1,544 0.1 % 1,733 1,725 0.5 %
North Dakota 11.8 % 96.7 % 97.1 % (0.4) % 1,374 1,357 1.3 % 1,505 1,485 1.3 %
Omaha, NE 7.2 % 96.3 % 94.2 % 2.2 % 1,369 1,364 0.4 % 1,503 1,504 (0.1) %
Rochester, MN 9.9 % 96.0 % 95.7 % 0.3 % 1,759 1,746 0.7 % 1,859 1,859 %
St. Cloud, MN 5.7 % 93.9 % 92.3 % 1.7 % 1,378 1,379 (0.1) % 1,549 1,556 (0.4) %
Other Mountain West(1) 9.3 % 95.7 % 95.5 % 0.2 % 1,352 1,357 (0.4) % 1,530 1,508 1.5 %
Same-Store Total 100.0 % 95.5 % 95.3 % 0.2 % $ 1,573 $ 1,569 0.3 % $ 1,751 $ 1,741 0.6 %

(1)Includes apartment communities in Billings, Montana and Rapid City, South Dakota.

(2)NOI is a non-GAAP financial measure. Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for additional information.

(3)Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for definitions.

S-13

CENTERSPACE

SAME-STORE YEAR-TO-DATE COMPARISONS

(dollars in thousands)

Apartment Homes Included Revenues Expenses NOI (2)
Regions 2024 2023 % Change 2024 2023 % Change 2024 2023 % Change
Denver, CO 2,104 $ 53,814 $ 52,853 1.8 % $ 18,969 $ 18,112 4.7 % $ 34,845 $ 34,741 0.3 %
Minneapolis, MN 4,711 92,911 90,694 2.4 % 40,689 40,093 1.5 % 52,222 50,601 3.2 %
North Dakota 1,710 29,119 27,155 7.2 % 11,401 10,724 6.3 % 17,718 16,431 7.8 %
Omaha, NE 872 14,622 13,976 4.6 % 5,616 5,589 0.5 % 9,006 8,387 7.4 %
Rochester, MN 1,129 23,952 22,932 4.4 % 8,951 8,744 2.4 % 15,001 14,188 5.7 %
St. Cloud, MN 832 14,476 13,799 4.9 % 6,098 6,172 (1.2) % 8,378 7,627 9.8 %
Other Mountain West(1) 1,222 20,978 20,580 1.9 % 7,641 7,351 3.9 % 13,337 13,229 0.8 %
Same-Store Total 12,580 $ 249,872 $ 241,989 3.3 % $ 99,365 $ 96,785 2.7 % $ 150,507 $ 145,204 3.7 %
% of NOI Weighted Average Occupancy (3) Average Monthly<br><br>Rental Rate (3) Average Monthly<br><br>Revenue per Occupied Home (3)
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Regions 2024 2023 Growth 2024 2023 % Change 2024 2023 % Change
Denver, CO 23.1 % 95.4 % 95.3 % 0.1 % $ 1,983 $ 1,961 1.1 % $ 2,235 $ 2,196 1.8 %
Minneapolis, MN 34.7 % 95.1 % 94.9 % 0.2 % 1,539 1,514 1.7 % 1,728 1,690 2.2 %
North Dakota 11.8 % 96.4 % 96.1 % 0.3 % 1,341 1,257 6.7 % 1,472 1,378 6.8 %
Omaha, NE 6.0 % 94.2 % 94.6 % (0.4) % 1,351 1,280 5.5 % 1,483 1,412 5.0 %
Rochester, MN 10.0 % 95.6 % 94.4 % 1.3 % 1,742 1,699 2.5 % 1,849 1,792 3.2 %
St. Cloud, MN 5.5 % 93.4 % 91.6 % 2.0 % 1,369 1,340 2.2 % 1,552 1,509 2.8 %
Other Mountain West(1) 8.9 % 94.7 % 94.9 % (0.2) % 1,349 1,331 1.4 % 1,511 1,479 2.2 %
Same-Store Total 100.0 % 95.2 % 94.9 % 0.3 % $ 1,562 $ 1,525 2.4 % $ 1,739 $ 1,690 2.9 %

(1)Includes apartment communities in Billings, Montana and Rapid City, South Dakota.

(2)NOI is a non-GAAP financial measure. Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for additional information.

(3)Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for definitions.

S-14

CENTERSPACE

PORTFOLIO SUMMARY (1)

Three Months Ended
12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023
Number of Apartment Homes at Period End
Same-Store 12,580 12,580 12,580 12,580 12,173
Non-Same-Store 432 303 303 303 915
All Communities 13,012 12,883 12,883 12,883 13,088
Average Monthly Rental Rate(2)
Same-Store $ 1,573 $ 1,569 $ 1,558 $ 1,547 $ 1,522
Non-Same-Store 1,892 1,906 1,900 1,885 1,893
All Communities $ 1,584 $ 1,577 $ 1,566 $ 1,555 $ 1,547
Average Monthly Revenue per Occupied Apartment Home(2)
Same-Store $ 1,751 $ 1,741 $ 1,741 $ 1,724 $ 1,683
Non-Same-Store 2,042 2,126 2,125 2,053 2,055
All Communities $ 1,761 $ 1,750 $ 1,750 $ 1,732 $ 1,708
Weighted Average Occupancy(2)
Same-Store 95.5 % 95.3 % 95.3 % 94.6 % 94.8 %
Non-Same-Store 93.6 % 95.5 % 96.7 % 96.6 % 95.8 %
All Communities 95.4 % 95.3 % 95.3 % 94.6 % 94.9 %
Property Operating Expenses as a % of Scheduled Rent(2)
Same-Store 42.3 % 43.6 % 41.5 % 41.1 % 41.5 %
Non-Same-Store 35.8 % 34.9 % 31.1 % 33.0 % 35.7 %
All Communities 42.1 % 43.4 % 41.2 % 40.9 % 41.0 %
Capital Expenditures
Total Recurring Capital Expenditures(2) per Apartment Home – Same-Store $ 238 $ 347 $ 264 $ 209 $ 491

(1)Previously reported amounts are not revised for changes in the composition of the same-store properties pool.

(2)Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for definitions.

S-15

CENTERSPACE

CAPITAL EXPENDITURES

(dollars in thousands, except per home amounts)

Three Months Ended Twelve Months Ended
Capital Expenditures 12/31/2024 12/31/2023 12/31/2024 12/31/2023
Total Same-Store Apartment Homes 12,580 12,580 12,580 12,580
All Properties - Weighted Average Apartment Homes 13,012 13,088 13,045 13,897
Same-Store
Building - Exterior $ 872 $ 426 $ 4,115 $ 1,293
Building - Interior 80 122 211 104
Mechanical, Electrical, & Plumbing 659 1,589 4,486 4,217
Furniture & Equipment 73 63 413 308
Landscaping & Grounds 846 916 2,754 942
Turnover Replacements 977 1,319 4,017 3,983
Work in progress - net change (518) 1,551 (2,690) 3,823
Recurring Capital Expenditures(1) - Same-Store $ 2,989 $ 5,986 $ 13,306 $ 14,670
Recurring Capital Expenditures(1) per Apartment Home - Same-Store $ 238 $ 476 $ 1,058 $ 1,166
Recurring Capital Expenditures(1) - All Properties $ 3,035 $ 6,689 $ 13,476 $ 16,056
Recurring Capital Expenditures(1) per Apartment Home - All Properties $ 233 $ 511 $ 1,033 $ 1,155
Value Add(1)
Same-Store
Interior - Units $ 1,390 $ 3,482 $ 3,081 $ 13,712
Common Areas and Exteriors 2,608 5,814 24,992 10,148
Work in Progress - net change (905) 4,598 (4,373) 5,515
Total Value Add - Same-Store $ 3,093 $ 13,894 $ 23,700 $ 29,375
All Properties
Interior - Units $ 1,390 $ 3,482 $ 3,081 $ 13,712
Common Areas and Exteriors 2,608 5,814 25,553 10,213
Work in Progress - net change (903) 4,591 (4,371) 5,515
Total Value Add - All Properties $ 3,095 $ 13,887 $ 24,263 $ 29,440
Total Same-Store Capital Spend(2)
Capital Spend - Same-Store(2) $ 6,082 $ 19,880 $ 37,006 $ 44,045
Capital Spend per Apartment Home - Same Store(2) $ 483 $ 1,580 $ 2,942 $ 3,501
Acquisition and Other Capital Expenditures(1)
All Properties $ 1,164 $ 3,183 $ 12,161 $ 17,068
Total Capital Spend
Total Capital Spend - All Properties $ 7,294 $ 23,759 $ 49,900 $ 62,564
Total Capital Spend per Apartment Home - All Properties $ 561 $ 1,815 $ 3,825 $ 4,502

(1)Refer to pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for definitions.

(2)Includes value-add and excludes acquisition and other capital expenditures on same-store communities.

S-16

CENTERSPACE

2025 Financial Outlook

(in thousands, except per share amounts)

Centerspace is providing guidance for 2025.

Twelve Months Ended 2025 Full-Year Guidance Range
December 31, 2024 Low High
Actual Amount Amount
Same-store growth (1)
Revenue $ 252,269 1.50 % 3.50 %
Controllable expenses 62,907 1.00 % 3.00 %
Non-controllable expenses 36,468 3.50 % 5.50 %
Total Expenses $ 99,375 2.00 % 4.00 %
Same-store NOI (1)(2) $ 152,894 1.25 % 3.25 %
Components of NOI(1)(2)
Same-store $ 152,894 $ 154,700 $ 157,800
Non-same-store 3,022 $ 4,400 $ 4,600
Other properties 1,621 $ 2,200 $ 2,400
Dispositions 202
Total NOI(2) $ 157,739 $ 161,300 $ 164,800
Other operating income and expenses
General and administrative and property management (26,930) (28,400) (27,900)
Casualty loss (3,307) (1,550) (1,450)
Non-real estate depreciation and amortization (425) (350) (300)
Non-controlling interest (131) (250) (300)
Total other operating income and expenses $ (30,793) $ (30,550) $ (29,950)
Interest expense $ (37,280) (39,400) (38,800)
Interest and other income $ 2,613 2,700 2,900
Dividends to preferred shareholders $ (4,821)
Redemption of preferred shares $ (3,511)
FFO applicable to common shares and Units - diluted(2) $ 83,947 $ 94,050 $ 98,950
Non-core income and expenses
Non-cash casualty loss $ 2,432 $ 525 $ 475
Interest rate swap amortization 712 475 450
Amortization of assumed debt 1,206 1,700 1,650
Redemption of preferred shares 3,511
Other miscellaneous items (489) 50 100
Total non-core income and expenses $ 7,372 $ 2,750 $ 2,675
Core FFO applicable to common shares and Units - diluted(2) $ 91,319 $ 96,800 $ 101,625
Net loss per share - diluted $ (1.27) $ (0.71) $ (0.45)
FFO per diluted share(2) $ 4.49 $ 4.73 $ 4.97
Core FFO per diluted share(2) $ 4.88 $ 4.86 $ 5.10
Weighted average shares outstanding - diluted 18,694 19,900 19,925
Additional Assumptions
Same-store recurring capital expenditures (per home)(1) $ 1,033 $ 1,125 $ 1,175
Value-add expenditures $ 24,263 16,000 18,000

(1)Amounts for the year ended December 31, 2024 reflect the 2025 same-store pool.

(2)NOI, FFO, and Core FFO are non-GAAP financial measures. For more information on their usage and presentation, and a reconciliation to the most directly comparable GAAP measures, refer to "Non-GAAP Financial Measures and Reconciliations" in the Supplemental Financial and Operating Data" above and pages S-19 through S-23 “Non-GAAP Financial Measures and Other Terms” for additional information. .

S-17

Reconciliations of Net Income (Loss) Available to Common Shareholders to FFO and Core FFO

The following table presents reconciliations of net income (loss) available to common shareholders to FFO and Core FFO, which are non-GAAP financial measures described in greater detail under "Non-GAAP Financial Measures and Other Terms." They should not be considered as alternatives to net income or any other GAAP measurement of performance, but rather should be considered as an additional, supplemental measure. FFO and Core FFO also do not represent cash generated from operating activities in accordance with GAAP, nor are they indicative of funds available to fund all cash needs, including the ability to service indebtedness or make distributions to shareholders. The outlook and projections provided below are based on current expectations and are forward-looking statements under applicable U.S. federal securities laws.

Outlook
Twelve Months Ended Twelve Months Ended
December 31, 2024 December 31, 2025
Amount Low High
Net loss available to common shareholders $ (19,660) $ (10,845) $ (5,945)
Noncontrolling interests - Operating Partnership and Series E preferred units (3,635) (3,200) (3,000)
Depreciation and amortization 106,450 108,055 107,855
Less depreciation - non real estate (327) (350) (300)
Less depreciation - partially owned entities (98) (250) (300)
Loss on sale of real estate 577
Dividends to Series D preferred unitholders 640 640 640
FFO applicable to common shares and Units $ 83,947 $ 94,050 $ 98,950
Adjustments to Core FFO:
Non-cash casualty loss 2,432 525 475
Interest rate swap amortization 712 475 450
Amortization of assumed debt 1,206 1,700 1,650
Redemption of preferred shares 3,511
Other miscellaneous items (489) 50 100
Core FFO applicable to common shares and Units $ 91,319 $ 96,800 $ 101,625
Net loss per share - diluted $ (1.27) $ (0.71) $ (0.45)
FFO per share - diluted $ 4.49 $ 4.73 $ 4.97
Core FFO per share - diluted $ 4.88 $ 4.86 $ 5.10

Reconciliations of Operating Income to Net Operating Income

Net operating income, or NOI, is a non-GAAP financial measure which the Company defines as total real estate revenues less property operating expenses, including real estate taxes. Centerspace believes that NOI is an important supplemental measure of operating performance for real estate because it provides a measure of operations that is unaffected by sales of real estate and other investments, impairment, depreciation, amortization, financing, property management expenses, casualty losses, loss on litigation settlement, and general and administrative expenses. NOI does not represent cash generated by operating activities in accordance with GAAP and should not be considered an alternative to net income (loss), net income (loss) available for common shareholders, or cash flow from operating activities as a measure of financial performance.

Outlook
12 Months Ended 12 Months Ended
December 31, 2024 December 31, 2025
Actual Low High
Operating income $ 20,475 $ 23,295 $ 27,595
Adjustments:
General and administrative and property management expenses 26,930 28,400 27,900
Casualty loss 3,307 1,550 1,450
Depreciation and amortization 106,450 108,055 107,855
Loss on sale of real estate and other assets 577
Net operating income $ 157,739 $ 161,300 $ 164,800 S-18
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CENTERSPACE

NON-GAAP FINANCIAL MEASURES AND OTHER TERMS

Acquisition and Other Capital Expenditures

Acquisition and other non-routine capital expenditures represent capital additions contemplated in the underwriting at recently acquired communities. These amounts are considered when determining expected returns. Other capital expenditures includes casualty and other non-routine capital items including, but not limited to, tenant improvements, real estate special assessments, and capital expenditures incurred to dispose of properties. Casualty represents capitalized costs incurred in connection with the restoration of an apartment community after a casualty event.

Adjusted EBITDA

Adjusted EBITDA is earnings before interest, taxes, depreciation, amortization, gain/loss on sale of real estate and other investments, impairment of real estate investments, gain/loss on extinguishment of debt, gain/loss from involuntary conversion; and other non-routine items or items not considered core to business operations. The Company considers Adjusted EBITDA to be an appropriate supplemental performance measure because it permits investors to view income from operations without the effect of depreciation, financing costs, or non-operating gains and losses. Adjusted EBITDA is a non-GAAP financial measure and should not be considered a substitute for operating results determined in accordance with GAAP.

Average Monthly Rental Rate

Average monthly rental rate is scheduled rent divided by the total number of apartment homes.

Average Monthly Revenue per Occupied Home

Average monthly revenue per occupied home is defined as total rental revenues divided by the weighted average occupied apartment homes for the period.

Blended Lease Rate Growth

Blended lease rate growth is the weighted average rate change of new leases signed and renewal leases started within the given timeframe and the previous lease on the same unit.

Debt Service Coverage Ratio

Debt service coverage ratio is computed by dividing Adjusted EBITDA by interest expense and principal amortization. This term is a non-GAAP financial measure and should not be considered a substitute for operating results determined in accordance with GAAP. Refer to the Adjusted EBITDA definition included within this Non-GAAP Financial Measures and Other Terms section.

Three Months Ended Twelve Months Ended
12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023 12/31/2024 12/31/2023
Adjusted EBITDA $ 32,633 $ 31,757 $ 33,070 $ 32,351 $ 32,091 $ 129,811 $ 128,864
Interest Expense 9,782 8,932 9,318 9,193 8,913 37,225 36,429
Principal Amortization 1,881 1,854 1,596 1,529 1,487 6,860 5,932
Total Interest Expense and Principal Amortization 11,663 10,786 10,914 10,722 10,400 44,085 42,361
Distributions paid to Series C preferred shareholders and Series D preferred unitholders 160 1,767 1,767 1,767 1,767 5,461 7,068
Total Interest Expense, Principal Amortization, and preferred distributions 11,823 12,553 12,681 12,489 12,167 49,546 49,429
Debt Service Coverage Ratio 2.80 2.94 3.03 3.02 3.09 2.94 3.04
Adjusted EBITDA/Interest expense plus preferred distributions and principal amortization 2.76 2.53 2.61 2.59 2.64 2.62 2.61 S-19
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Funds From Operations and Core Funds From Operations

The Company believes that FFO, which is a non-GAAP financial measure used as a standard supplemental measure for equity real estate investment trusts, is helpful to investors in understanding its operating performance, primarily because its calculation does not assume that the value of real estate assets diminishes predictably over time, as implied by the historical cost convention of GAAP and the recording of depreciation and amortization.

The Company uses the definition of FFO adopted by the National Association of Real Estate Investment Trusts, Inc. (“Nareit”). Nareit defines FFO as net income or loss calculated in accordance with GAAP, excluding:

•depreciation and amortization related to real estate;

•gains and losses from the sale of certain real estate assets;

•impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity; and

•similar adjustments for partially owned consolidated real estate entities.

The exclusion in Nareit’s definition of FFO of gains and losses from the sale of real estate assets and impairment write-downs helps to identify the operating results of the long-term assets that form the base of the Company's investments, and assists management and investors in comparing those operating results between periods.

Due to the limitations of the Nareit FFO definition, Centerspace has made certain interpretations in applying this definition. The Company believes that all such interpretations not specifically identified in the Nareit definition are consistent with this definition. Nareit’s FFO White Paper 2018 Restatement clarified that impairment write-downs of land related to a REIT’s main business are excluded from FFO and a REIT has the option to exclude impairment write-downs of assets that are incidental to its main business.

While FFO is widely used by Centerspace as a primary performance metric, not all real estate companies use the same definition of FFO or calculate FFO in the same way. Accordingly, FFO presented here is not necessarily comparable to FFO presented by other real estate companies. FFO should not be considered as an alternative to net income (loss) or any other GAAP measurement of performance, but rather should be considered as an additional, supplemental measure. FFO also does not represent cash generated from operating activities in accordance with GAAP, nor is it indicative of funds available to fund all cash flow needs, including the ability to service indebtedness or make distributions to shareholders.

Core Funds from Operations (“Core FFO”) is FFO as adjusted for non-routine items or items not considered core to business operations. By further adjusting for items that are not considered part of core business operations, the Company believes that Core FFO provides investors with additional information to compare core operating and financial performance between periods. Core FFO should not be considered as an alternative to net income (loss), or any other GAAP measurement of performance, but rather should be considered an additional supplemental measure. Core FFO also does not represent cash generated from operating activities in accordance with GAAP, nor is it indicative of funds available to fund the Company's cash needs, including its ability to service indebtedness or make distributions to shareholders. Core FFO is a non-GAAP and non-standardized financial measure that may be calculated differently by other REITs and should not be considered a substitute for operating results determined in accordance with GAAP.

Net Debt Divided by Adjusted EBITDA

Net debt is the total outstanding debt balance less cash and cash equivalents. Preferred equity is the sum of the book value of Series C preferred shares, when outstanding, and Series D preferred units outstanding. Adjusted EBITDA is annualized for periods less than one year. Net debt and adjusted EBITDA are non-GAAP financial measures and should not be considered a substitute for operating results determined in accordance with GAAP. Refer to the Adjusted EBITDA definition included within this Non-GAAP Financial Measures and Other Terms section.

S-20
Three Months Ended Twelve Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023 12/31/2024 12/31/2023
Total debt (1) $ 966,623 $ 925,144 $ 935,999 $ 929,953 $ 921,124 $ 966,623 $ 921,124
Less: cash and cash equivalents 12,030 14,453 14,328 12,682 8,630 12,030 8,630
Net debt $ 954,593 $ 910,691 $ 921,671 $ 917,271 $ 912,494 $ 954,593 $ 912,494
Adjusted EBITDA(2) $ 130,528 $ 127,028 $ 132,280 $ 129,404 $ 128,364 $ 129,810 $ 128,864
Net debt/Adjusted EBITDA 7.31 7.17 6.97 7.09 7.11 7.35 7.08
Preferred Equity $ 16,560 $ 16,560 $ 110,090 $ 110,090 $ 110,090 $ 16,560 $ 110,090
Net debt and preferred equity $ 971,153 $ 927,251 $ 1,031,761 $ 1,027,361 $ 1,022,584 $ 971,153 $ 1,022,584
Adjusted EBITDA(2) $ 130,528 $ 127,028 $ 132,280 $ 129,404 $ 128,364 $ 129,810 $ 128,864
Net debt and preferred equity/Adjusted EBITDA 7.44 7.30 7.80 7.94 7.97 7.48 7.94

(1)Excludes premiums, discounts, and deferred financing costs.

(2)Annualized for periods less than one year.

Net Operating Income

Net operating income, or NOI, is a non-GAAP financial measure which the Company defines as total real estate revenues less property operating expenses, including real estate taxes. The Company believes that NOI is an important supplemental measure of operating performance for real estate because it provides a measure of operations that excludes gain (loss) on the sale of real estate and other investments, impairment, depreciation and amortization, financing costs, property management expenses, casualty gains or losses, loss on litigation settlement, and general and administrative expenses. NOI does not represent cash generated by operating activities in accordance with GAAP and should not be considered an alternative to net income (loss), net income (loss) available for common shareholders, or cash flow from operating activities as a measure of financial performance.

New Lease Rate Growth

New lease rate growth is the average rate change of new leases that were signed within the given timeframe and the previous lease on the same unit.

Non-stabilized Community

A non-stabilized community is a development community that is either currently under construction or undergoing lease-up or is a recent acquisition prior to reaching overall occupancy of 90%.

Payout Ratio (Core FFO per Diluted Share and Unit Basis)

Payout ratio (Core FFO per diluted share and unit basis) is the ratio of the current quarterly or annual distribution rate per common share and unit divided by quarterly or annual Core FFO per diluted share and unit. This term is a non-GAAP financial measure and should not be considered a substitute for operating results determined in accordance with GAAP. Refer to the Core FFO definition included within this Non-GAAP Financial Measures and Other Terms section.

Three Months Ended Twelve Months Ended
12/31/2024 9/30/2024 6/30/2024 3/31/2024 12/31/2023 12/31/2024 12/31/2023
Common distribution per share and unit $ 0.75 $ 0.75 $ 0.75 $ 0.75 $ 0.73 $ 3.00 $ 2.92
Core FFO per common share and unit diluted 1.21 1.18 1.27 1.23 1.22 4.88 4.78
Payout ratio 62.0 % 63.6 % 59.1 % 61.0 % 59.8 % 61.5 % 61.1 % S-21
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Recurring Capital Expenditures

Recurring capital expenditures represent expenditures necessary to help preserve the value of and maintain the functionality at communities. Property recurring capital expenditures are necessary to maintain asset quality, including purchasing and replacing items used to operate the communities such as appliances, mechanical equipment, flooring to roof replacement, paving, siding, and major landscaping.

Renewal Lease Rate Growth

Renewal lease rate growth is the average rate change of renewal leases that started within the given timeframe and the previous lease on the same unit.

Re-positioned Community

The Company defines a re-positioned community as having significant development and construction activity on existing buildings pursuant to an authorized plan, which has an impact on current operating results, occupancy and the ability to lease space with the intended result of improved community cash flow and competitive position through extensive unit and amenity upgrades. We categorize a re-positioned community as same-store when the development and construction activity has been completed, and operations have stabilized. This is typically reaching an overall occupancy of 90%. Not all communities undergoing value add are considered a re-positioned community.

Retention Rate

Retention rate is the percentage of leases expiring within the given timeframe that were converted to a term renewal.

Same-Store Controllable Expenses

The Company defines same-store controllable expenses as property operating expenses excluding real estate taxes and insurance. Same-store controllable expenses exclude real estate taxes and insurance, in order to provide a measure of expenses that are within management's control, and is used for the purposes of budgeting, business planning, and performance evaluation. This is a non-GAAP financial measure and should not be considered an alternative to total expenses or total property operating expenses and real estate taxes.

Scheduled Rental Revenue

Scheduled rental revenue represents the value of all apartment homes, with occupied apartment homes valued at contractual rental rates pursuant to leases and vacant apartment homes valued at estimated market rents. When calculating actual rents for occupied apartment homes and market rents for vacant homes, delinquencies and concessions are not taken into account. Market rates are determined using the currently offered effective rates on new leases at the community and are used as the starting point in determination of the market rates of vacant apartment homes.

Stabilized Community

The Company defines stabilized communities as past development lease-up or a recent acquisition reaching an overall occupancy of 90%. A re-positioned community is considered stabilized when substantial redevelopment activities are complete and operations have stabilized. This is typically reaching an overall occupancy of 90% occupancy or is consistent occupancy for 90 days.

Total Debt to Total Market Capitalization

Total debt to total market capitalization, a non-GAAP financial measure, is total debt not adjusted for unamortized deferred financing costs or unamortized debt premiums and discounts from the balance sheet divided by the sum of total debt from the balance sheet, market value of common shares, operating partnership units, and the as converted Series E preferred units, and book value of Series C preferred shares, when outstanding, and Series D preferred units outstanding at the end of the period. This non-GAAP financial measure should not be considered a substitute for operating results determined in accordance with GAAP.

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Value Add

Value add represents expenditures that are expected to result in increased income generation or decreased expense growth over time to improve a community’s cash flow and competitive position. This includes elective capital expenditures such as full-scale renovations including new amenities, interior unit turn renovations, enhanced clubhouses and common area hallways and certain resource management initiatives including smart home automation as well as environmental and sustainability initiatives for higher rental levels or expense savings in their respective markets.

Weighted Average Occupancy

Weighted average occupancy is defined as the percentage resulting from dividing actual rental revenue by scheduled rental revenue. Scheduled rental revenue represents the value of all apartment homes, with occupied homes valued at contractual rental rates pursuant to leases and vacant apartment homes valued at estimated market rents. When calculating actual rents for occupied apartment homes and market rents for vacant homes, delinquencies and concessions are not taken into account. Market rates are determined using the currently offered effective rates on new leases at the community and are used as the starting point in determination of the market rates of vacant apartment homes. The Company believes that weighted average occupancy is a meaningful measure of occupancy because it considers the value of each vacant unit at its estimated market rate. Weighted average occupancy may not completely reflect short-term trends in physical occupancy, and the calculation of weighted average occupancy may not be comparable to that disclosed by other REITs and other real estate companies.

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