Essex Property Trust, Inc 8-K, filed Oct 27, 2026
Essex Property Trust, Inc. (ESS)
8-K
2026-10-27
For: 2026-10-27
View Original
Added on
October 28, 2026
About this 8-K
Essex Property Trust, Inc filed this 8-K on October 27, 2026.
Essex Property Trust, Inc. raised full-year 2026 Core FFO guidance to $16.10 - $16.22 per diluted share and reported third-quarter 2026 Core FFO of $4.00, up 0.8%, with same-property revenue and NOI growth of 3.0% and 3.1%. AI summary
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
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): October 27, 2026
(Exact Name of Registrant as Specified in Its Charter)
(Commission File Number)
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(State or Other Jurisdiction of Incorporation)
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(I.R.S. Employer Identification No.)
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(Address of principal executive offices, including zip code)
(650 ) 655-7800
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):
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Essex Property Trust, Inc.
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Emerging growth company
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Essex Portfolio, L.P.
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Emerging growth company
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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.
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On October 27, 2026, Essex Property Trust, Inc. (the “Company”) issued a press release and supplemental information announcing the Company’s financial results for the
three and nine months ended September 30, 2026. The Company has posted a copy of the press release and supplemental information on the Company’s website at www.essex.com. A copy of the press release and supplemental information is
attached hereto as Exhibit 99.1 and incorporated by reference herein.
The information in this report (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.
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Financial Statements and Exhibits.
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Exhibits.
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Exhibit No.
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Description
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Press Release and Supplemental Information for the three and nine months ended September 30, 2026.
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104
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Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrants have duly caused this report to
be signed on their behalf by the undersigned, hereunto duly authorized.
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Date: October 27, 2026
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ESSEX PROPERTY TRUST, INC.
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/s/ Barbara Pak
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Name:
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Barbara Pak
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Title:
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Executive Vice President and Chief Financial Officer
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ESSEX PORTFOLIO, L.P.
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By:
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Essex Property Trust, Inc.
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Its:
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General Partner
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/s/ Barbara Pak
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Name:
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Barbara Pak
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Title:
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Executive Vice President and Chief Financial Officer
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Exhibit 99.1
Third Quarter 2026
Earnings Release and Supplemental Data
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Table of Contents
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Pages 1 - 9
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S-1 & S-2
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S-3
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S-4
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S-5
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S-6
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S-7
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S-8
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S-9
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S-9.1
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S-10
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S-11
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S-12
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S-13
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S-15
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S-15.1
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S-16
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S-17.1 – S-17.4
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1100 Park Place Suite 200 San Mateo California 94403 telephone 650 655 7800 facsimile 650 655 7810
www.essex.com
San Mateo, California—October 27, 2026—Essex Property Trust, Inc. (NYSE: ESS)
(the “Company”) announced today its third quarter 2026 earnings results and related business activities.
Net Income, Funds from Operations (“FFO”), and Core FFO per diluted share for the three and nine-month periods ended September 30, 2026 are detailed below.
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Three Months Ended
September 30,
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%
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Nine Months Ended
September 30,
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%
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2026
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2025
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Change
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2026
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2025
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Change
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Per Diluted Share
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Net Income
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$1.52
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$2.56
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-40.6%
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$4.14
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$9.15
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-54.8%
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Total FFO
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$3.98
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$4.03
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-1.2%
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$11.47
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$12.03
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-4.7%
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Core FFO
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$4.00
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$3.97
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0.8%
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$12.15
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$11.96
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1.6%
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Third Quarter 2026 Highlights:
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Reported Net Income per diluted share for the third quarter of 2026 of $1.52, compared to $2.56 in the third quarter of 2025. The decrease was primarily driven by gains on sale
of real estate and land recognized in the third quarter of 2025.
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Grew Core FFO per diluted share by 0.8% compared to the third quarter of 2025, exceeding the midpoint of the Company’s guidance range by $0.01 per diluted share, driven by
same-property revenue growth.
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Achieved same-property revenue and net operating income (“NOI”) growth of 3.0% and 3.1%, respectively, compared to the third quarter of 2025. On a sequential basis, same-property
revenue improved by 1.0%, driven by growth across all regions and continued strength in Northern California.
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Disposed of three apartment communities for a total pro rata contract price of $111.9 million.
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Obtained a $275.0 million unsecured term loan priced at SOFR plus 0.80%.
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Full-Year 2026 Revised Guidance
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Revised
Range
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Revised
Midpoint
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Change at
Midpoint
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Net Income per diluted share
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$5.62 - $5.74
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$5.68
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+$0.10
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Core FFO per diluted share
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$16.10 - $16.22
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$16.16
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+$0.02
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Same-Property Revenue
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2.8% to 3.0%
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2.9%
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+0.10%
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Same-Property Operating Expenses
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2.6% to 2.9%
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2.8%
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Unchanged
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Same-Property NOI
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2.8% to 3.2%
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3.0%
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+0.20%
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1100 Park Place Suite 200 San Mateo California 94403 telephone 650 655 7800 facsimile 650 655 7810
www.essex.com
Same-Property Operations
Same-property operating results exclude any properties that are not comparable for the periods presented. The table below illustrates the percentage change in
same-property revenue on a year-over-year basis for the three and nine-month periods ended September 30, 2026 and on a sequential basis for the three-month period ended September 30, 2026:
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Revenue Change
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Q3 2026
vs. Q3 2025
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YTD 2026
vs. YTD 2025
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Q3 2026
vs. Q2 2026
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% of Total Q3 2026 Revenues
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Southern California
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Los Angeles County
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0.5%
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1.0%
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0.1%
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16.7%
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Orange County
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2.7%
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2.8%
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0.8%
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10.1%
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San Diego County
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2.1%
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1.9%
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0.4%
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9.8%
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Ventura County
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1.3%
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1.6%
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0.5%
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4.7%
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Total Southern California
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1.5%
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1.7%
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0.4%
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41.3%
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Northern California
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Santa Clara County
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5.7%
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4.9%
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2.0%
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21.2%
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Alameda County
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4.5%
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3.7%
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0.8%
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7.0%
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San Mateo County
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6.6%
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5.7%
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2.5%
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4.6%
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Contra Costa County
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3.0%
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2.3%
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0.8%
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5.1%
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San Francisco
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8.0%
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6.4%
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1.7%
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3.1%
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Total Northern California
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5.4%
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4.6%
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1.7%
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41.0%
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Seattle Metro
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1.3%
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1.8%
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0.8%
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17.7%
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Same-Property Portfolio
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3.0%
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2.9%
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1.0%
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100.0%
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The table below illustrates the components that drove the change in same-property revenue on a year-over-year basis for the three and nine-month periods ended
September 30, 2026 and on a sequential basis for the three-month period ended September 30, 2026:
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Same-Property Revenue Components
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Q3 2026
vs. Q3 2025
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YTD 2026
vs. YTD 2025
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Q3 2026
vs. Q2 2026
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Scheduled Rents
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2.5%
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2.3%
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1.2%
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Delinquency
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0.0%
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0.0%
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0.0%
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Cash Concessions
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0.0%
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-0.1%
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-0.1%
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Vacancy
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0.1%
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0.1%
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-0.1%
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Other Income
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0.4%
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0.6%
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0.0%
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Q3 2026 Same-Property Revenue Growth
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3.0%
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2.9%
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1.0%
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Year-Over-Year Change
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Year-Over-Year Change
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Q3 2026 compared to Q3 2025
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YTD 2026 compared to YTD 2025
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Revenue
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Operating
Expenses
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NOI
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Revenue
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Operating
Expenses
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NOI
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Southern California
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1.5%
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2.6%
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1.0%
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1.7%
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2.3%
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1.5%
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Northern California
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5.4%
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1.8%
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7.0%
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4.6%
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0.3%
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6.5%
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Seattle Metro
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1.3%
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5.3%
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-0.4%
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1.8%
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4.9%
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0.5%
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Same-Property Portfolio
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3.0%
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2.8%
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3.1%
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2.9%
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1.9%
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3.3%
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Sequential Change
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Q3 2026 compared to Q2 2026
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Revenue
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Operating
Expenses
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NOI
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Southern California
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0.4%
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6.4%
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-2.0%
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Northern California
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1.7%
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7.4%
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-0.7%
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Seattle Metro
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0.8%
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5.6%
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-1.2%
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Same-Property Portfolio
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1.0%
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6.7%
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-1.3%
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Financial Occupancies
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Quarter Ended
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9/30/2026
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6/30/2026
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9/30/2025
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Southern California
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96.1%
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95.7%
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95.8%
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Northern California
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96.5%
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96.8%
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96.3%
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Seattle Metro
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96.1%
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96.4%
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96.1%
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Same-Property Portfolio
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96.3%
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96.3%
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96.0%
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Investment Activity
Dispositions
In August 2026, the Company sold a 76-unit apartment home community located in Seattle, WA, for a contract price of $30.0 million. The Company recorded a gain on
sale of real estate and land of $6.8 million in the third quarter, which has been excluded from Total and Core FFO.
In August 2026, a joint venture in which the Company owned a 58% interest sold a 268-unit apartment home community located in San Jose, CA, for a contract price of
$122.3 million ($70.9 million at pro rata share). In addition, the Company was fully redeemed on a $15.6 million preferred equity investment affiliated with the partnership. The Company recorded a gain on sale of co-investment communities of $5.8
million at pro rata share in the third quarter, which has been excluded from Total and Core FFO.
Other Investments
In July 2026, Wesco VII, LLC (“Wesco VII”), a joint venture in which the Company owns a 50% interest, originated two preferred equity investments in two stabilized
apartment communities totaling $36.2 million ($18.1 million at pro rata share). Both investments were fully funded at closing and yield an initial preferred return of 11.5%.
Subsequent to quarter end, the Company acquired a 378-unit apartment home community built in 2024 and located in Oakland, CA. This transaction follows the
liquidation of the Company’s $64.2 million subordinated loan interest and payoff of the associated $92.3 million senior mortgage. The Company has not accrued income on this investment since the third quarter of 2025 and will consolidate the
community on its financial statements in the fourth quarter of 2026.
Balance Sheet and Liquidity
Balance Sheet
In September 2026, the Company obtained a $275.0 million unsecured term loan which is scheduled to mature in September 2029 with two one-year
extension options, exercisable at the Company’s option. The loan is priced at SOFR plus 0.80%.
Common Stock and Liquidity
In the third quarter of 2026, the Company received net cash proceeds of $16.4 million from the settlement of its forward sale agreements entered in
the first quarter of 2025, by issuing 52,600 shares of common stock at a weighted average price of $311.13 per share, net of commissions. As of September 30, 2026, there were no outstanding forward sale agreements and
the Company had $883.5 million of available authority remaining under its ATM program.
During the third quarter of 2026, the Company did not repurchase any shares through its stock repurchase plan. Year-to-date, the Company has
repurchased 254,001 shares of its common stock totaling $61.9 million, including commissions, at an average price per share of $243.76. As of September 30, 2026, the Company had $500.0 million of purchase authority remaining under its stock
repurchase plan.
As of September 30, 2026, the Company had over $1.7 billion of liquidity via available capacity on its unsecured credit facilities, cash and cash
equivalents, and marketable securities.
Guidance
For the third quarter of 2026, the Company exceeded the midpoint of the
guidance range provided in its second quarter 2026 earnings release for Core FFO by $0.01 per diluted share, driven by same-property revenue growth.
2026 Full-Year and Fourth Quarter Guidance
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Per Diluted Share
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Previous
Range
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Revised
Range
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Revised
Midpoint
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Change at
Midpoint
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Net Income
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$5.47 - $5.69
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$5.62 - $5.74
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$5.68
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+$0.10
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Total FFO
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$15.37 - $15.59
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$15.42 - $15.54
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$15.48
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Unchanged
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Core FFO
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$16.03 - $16.25
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$16.10 - $16.22
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$16.16
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+$0.02
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Q4 2026 Core FFO
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N/A
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$3.95 - $4.07
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$4.01
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N/A
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Same-Property Portfolio Growth (1)
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Revenue
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2.5% to 3.1%
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2.8% to 3.0%
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2.9%
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+0.10%
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Operating Expenses
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2.5% to 3.0%
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2.6% to 2.9%
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2.8%
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Unchanged
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Net Operating Income
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2.3% to 3.3%
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2.8% to 3.2%
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3.0%
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+0.20%
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| (1) |
Reflects guidance on a cash basis based on 52,059 apartment homes. On a GAAP basis, the midpoints of the Company’s same-property revenue and NOI guidance are 2.9% and 3.0%,
respectively
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For additional details regarding the Company’s 2026 FFO guidance range, see page S-15 of the supplemental financial information.
Conference Call with Management
The Company will host an earnings conference call with management to discuss its quarterly results on Wednesday, October 28, 2026 at 9 a.m. PT (12 p.m. ET), which
will be broadcast live via the Internet at www.essex.com, and accessible via phone by dialing toll-free, (877) 407-0784, or toll/international, (201) 689-8560. No passcode is necessary.
A rebroadcast of the live call will be available online for 30 days and digitally for
7 days. To access the replay online, go to www.essex.com and select the third quarter 2026 earnings link. To access the replay, dial (844) 512-2921 using the replay pin number 13763055. If you are unable to access the information via the Company’s website, please contact the Investor Relations Department at investors@essex.com or call (650) 655-7800.
Essex Property Trust, Inc., an S&P 500 company, is a fully integrated real estate investment trust (REIT) that acquires, develops, redevelops, and manages
multifamily residential properties in selected West Coast markets. Essex currently has ownership interests in 255 apartment home communities comprising over 62,000 apartment homes with an additional property in active development. Additional
information about the Company can be found on the Company’s website at www.essex.com.
This press release and accompanying supplemental financial information has been furnished to the Securities and Exchange Commission electronically on Form 8-K and
can be accessed from the Company’s website at www.essex.com. If you are unable to obtain the information via the Web, please contact the Investor Relations Department at (650) 655-7800.
FFO Reconciliation
FFO, as defined by the National Association of Real Estate Investment Trusts (“Nareit”), is generally
considered by industry analysts as an appropriate measure of performance of an equity REIT. Generally, FFO adjusts the net income of equity REITs for non-cash charges such as depreciation and amortization of rental properties, impairment charges,
gains on sales of real estate and extraordinary items. Management considers FFO and FFO which excludes non-core items, which is referred to as “Core FFO,” to be useful supplemental operating performance measures of an equity REIT because,
together with net income and cash flows, FFO and Core FFO provide investors with additional bases to evaluate the operating performance and ability of a REIT to incur and service debt and to fund acquisitions and other capital expenditures and to
pay dividends. By excluding gains or losses related to sales of depreciated operating properties and land and excluding real estate depreciation (which can vary among owners of identical assets in similar condition based on historical cost
accounting and useful life estimates), FFO can help investors compare the operating performance of a real estate company between periods or as compared to different companies. By further adjusting for items that are not considered part of the
Company’s core business operations, Core FFO allows investors to compare the core operating performance of the Company to its performance in prior reporting periods and to the operating performance of other real estate companies without the
effect of items that by their nature are not comparable from period to period and tend to obscure the Company’s actual operating results. FFO and Core FFO do not represent net income or cash flows from operations as defined by U.S. generally
accepted accounting principles (“GAAP”) and are not intended to indicate whether cash flows will be sufficient to fund cash needs. These measures should not be considered as alternatives to net income as an indicator of the REIT’s operating
performance or to cash flows as a measure of liquidity. FFO and Core FFO do not measure whether cash flow is sufficient to fund all cash needs including principal amortization, capital improvements and distributions to stockholders. FFO and Core
FFO also do not represent cash flows generated from operating, investing or financing activities as defined under GAAP. Management has consistently applied the Nareit definition of FFO to all periods presented. However, there is judgment involved
and other REITs’ calculation of FFO may vary from the Nareit definition for this measure, and thus their disclosures of FFO may not be comparable to the Company’s calculation.
The following table sets forth the Company’s calculation of FFO and Core FFO per diluted share for the three and nine-month periods ended September 30, 2026 and 2025
(dollars in thousands, except for share and per share amounts):
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Three Months Ended
September 30,
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Nine Months Ended
September 30,
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2026
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2025
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2026
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2025
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Net income available to common stockholders
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$
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98,069
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$
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164,621
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$
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266,717
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$
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589,093
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Adjustments:
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Depreciation and amortization
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152,552
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151,489
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461,520
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454,277
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Gains not included in FFO
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(12,539
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)
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(67,509
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)
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(23,770
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)
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(305,043
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)
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Impairment loss
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10,709
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-
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10,709
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-
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||||||||||||
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Depreciation and amortization from unconsolidated co-investments
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12,611
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14,343
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39,094
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43,127
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Noncontrolling interest related to Operating Partnership units
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3,330
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5,767
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9,122
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20,827
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||||||||||||
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Depreciation attributable to third party ownership and other
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(39
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)
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(38
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)
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(115
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)
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(122
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)
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FFO attributable to common stockholders and unitholders
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$
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264,693
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$
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268,673
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$
|
763,277
|
$
|
802,159
|
||||||||
|
FFO per share – diluted
|
$
|
3.98
|
$
|
4.03
|
$
|
11.47
|
$
|
12.03
|
||||||||
|
Expensed acquisition and investment related costs
|
$
|
-
|
$
|
25
|
$
|
-
|
$
|
25
|
||||||||
|
Tax (benefit) expense on unconsolidated technology co-investments
|
(493
|
)
|
(1,958
|
)
|
2,758
|
(2,353
|
)
|
|||||||||
|
Realized and unrealized losses (gains) on marketable securities, net
|
508
|
(1,658
|
)
|
(3,482
|
)
|
(4,059
|
)
|
|||||||||
|
Provision for credit losses
|
-
|
50
|
(222
|
)
|
61
|
|||||||||||
|
Equity loss (income) from unconsolidated technology co-investments
|
33
|
(4,393
|
)
|
(16,154
|
)
|
(6,005
|
)
|
|||||||||
|
Loss on early retirement of debt
|
-
|
-
|
-
|
762
|
||||||||||||
|
Income from early redemption of preferred equity investments
|
-
|
(70
|
)
|
(179
|
)
|
(70
|
)
|
|||||||||
|
General and administrative and other, net (1)
|
1,504
|
3,926
|
62,835
|
7,863
|
||||||||||||
|
Insurance reimbursements and other, net
|
(44
|
)
|
(89
|
)
|
(342
|
)
|
(789
|
)
|
||||||||
|
Core FFO attributable to common stockholders and unitholders
|
$
|
266,201
|
$
|
264,506
|
$
|
808,491
|
$
|
797,594
|
||||||||
|
Core FFO per share – diluted
|
$
|
4.00
|
$
|
3.97
|
$
|
12.15
|
$
|
11.96
|
||||||||
|
Weighted average number of shares outstanding diluted (2)
|
66,495,937
|
66,674,655
|
66,548,417
|
66,667,571
|
||||||||||||
| (1) |
Includes political advocacy costs of $0.3 million and $2.0 million for the three and nine months
ended September 30, 2026, respectively, and $1.6 million and $2.0 million for the three and nine months ended September 30, 2025, respectively. During the nine months ended September 30, 2026, the Company reached a settlement to fully
resolve its case related to RealPage, Inc. totaling $36.5 million and another litigation matter totaling $19.3 million.
|
| (2) |
Assumes conversion of all outstanding limited partnership units in Essex Portfolio, L.P. (the “Operating Partnership”) into shares of the Company’s common stock
and excludes DownREIT limited partnership units.
|
Net Operating Income (“NOI”) and Same-Property NOI Reconciliations
NOI and Same-Property NOI are considered by management to be important supplemental performance measures to earnings from operations included in the Company’s
consolidated statements of income. The presentation of same-property NOI assists with the presentation of the Company’s operations prior to the allocation of depreciation and any corporate-level or financing-related costs. NOI reflects the
operating performance of a community and allows for an easy comparison of the operating performance of individual
communities or groups of communities. In addition, because prospective buyers of real estate have different financing and overhead structures, with varying marginal impacts to overhead by acquiring real estate, NOI is considered by many in the
real estate industry to be a useful measure for determining the value of a real estate asset or group of assets. The Company defines same-property NOI as same-property revenue less same-property operating expenses, including property taxes.
Please see the reconciliation of earnings from operations to NOI and same-property NOI, which in the table below is the NOI for stabilized properties consolidated by the Company for the periods presented (dollars in thousands):
|
Three Months Ended
September 30,
|
Nine Months Ended
September 30,
|
|||||||||||||||
|
2026
|
2025
|
2026
|
2025
|
|||||||||||||
|
Earnings from operations
|
$
|
156,760
|
$
|
210,399
|
$
|
421,326
|
$
|
747,180
|
||||||||
|
Adjustments:
|
||||||||||||||||
|
Corporate-level property management expenses
|
13,393
|
12,216
|
40,223
|
36,768
|
||||||||||||
|
Depreciation and amortization
|
152,552
|
151,489
|
461,520
|
454,277
|
||||||||||||
|
Management and other fees from affiliates
|
(2,344
|
)
|
(2,361
|
)
|
(6,975
|
)
|
(7,078
|
)
|
||||||||
|
General and administrative
|
16,561
|
18,058
|
109,724
|
51,507
|
||||||||||||
|
Expensed acquisition and investment related costs
|
-
|
25
|
-
|
25
|
||||||||||||
|
Impairment loss
|
10,709
|
-
|
10,709
|
-
|
||||||||||||
|
Gain on sale of real estate and land
|
(6,781
|
)
|
(62,320
|
)
|
(8,781
|
)
|
(299,524
|
)
|
||||||||
|
NOI
|
340,850
|
327,506
|
1,027,746
|
983,155
|
||||||||||||
|
Less: Non-same property NOI
|
(27,662
|
)
|
(23,818
|
)
|
(85,396
|
)
|
(70,738
|
)
|
||||||||
|
Same-Property NOI
|
$
|
313,188
|
$
|
303,688
|
$
|
942,350
|
$
|
912,417
|
||||||||
This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Forward-looking statements are statements which are not historical facts, including statements regarding the Company’s expectations, estimates, assumptions, hopes, intentions, beliefs and strategies
regarding the future. Words such as “expects,” “assumes,” “anticipates,” “may,” “will,” “intends,” “plans,” “projects,” “believes,” “seeks,” “future,” “estimates,” and variations of such words and similar expressions are intended to identify
such forward-looking statements. Such forward-looking statements include, among other things, statements regarding the Company’s fourth quarter and full-year 2026
guidance (including net income, Total FFO and Core FFO, same-property growth and related assumptions) and anticipated yield on certain investments. While the Company’s management believes the assumptions underlying its forward-looking
statements are reasonable, such forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are beyond the Company’s control, which could cause the actual results, performance or achievements of
the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The Company cannot assure the future results or outcome of the matters described in these
statements; rather, these statements merely reflect the Company’s current expectations of the approximate outcomes of the matters discussed.
Factors that might cause the Company’s actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking
statements include, but are not limited to, the following: assumptions related to our fourth quarter and full-year 2026 guidance;
occupancy rates and rental demand may be adversely affected by competition and local economic and market conditions; there may be increased interest rates, inflation, escalated operating costs and possible recessionary impacts; tariffs,
geopolitical tensions and regional conflicts, and the related impacts on macroeconomic conditions, including, among other things, interest rates and inflation; the terms of any refinancing may not be as favorable as the terms of existing
indebtedness; the Company’s inability to maintain its investment grade credit rating with the rating agencies; the Company may be unsuccessful in the management of
its relationships with its co-investment partners; the Company may fail to achieve its business objectives; time of actual completion and/or stabilization of development and redevelopment projects; estimates of future income from an acquired
property may prove to be inaccurate; future cash flows may be inadequate to meet operating requirements and/or may be insufficient to provide for dividend payments in accordance with REIT requirements; changes in laws or regulations and the
anticipated or actual impact of future changes in laws or regulations; unexpected difficulties in leasing of future development projects; volatility in financial and securities markets; the Company’s failure to successfully operate acquired properties; unforeseen consequences from cyber-intrusion; government approvals, actions and initiatives, including the need for compliance with environmental
requirements; and those further risks, special considerations, and other factors referred to in the Company’s annual report on Form 10-K for the year ended December 31, 2025, quarterly reports on Form 10-Q, and those risk factors and special
considerations set forth in the Company’s other filings with the SEC which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. All forward-looking statements are made as of the date hereof, the Company assumes no obligation to update or supplement this information for any reason, and therefore, they may not
represent the Company’s estimates and assumptions after the date of this press release.
Definitions and Reconciliations
Non-GAAP financial measures and certain other capitalized terms, as used in this earnings release and supplemental financial information, are defined and further
explained on pages S-17.1 through S-17.4, “Reconciliations of Non-GAAP Financial Measures and Other Terms,” of the accompanying supplemental financial information. The supplemental financial information is available on the Company’s website at www.essex.com.
Contact Information
Loren Rainey
Sr. Director, Investor Relations
(650) 655-7800
lrainey@essex.com
E S S E X P R O P E R T Y T R U S T, I N C.
(Dollars in thousands, except share and per share amounts)
|
Three Months Ended
September 30,
|
Nine Months Ended
September 30,
|
|||||||||||||||
|
2026
|
2025
|
2026
|
2025
|
|||||||||||||
|
Revenues:
|
||||||||||||||||
|
Rental and other property
|
$
|
490,346
|
$
|
470,942
|
$
|
1,459,520
|
$
|
1,400,641
|
||||||||
|
Management and other fees from affiliates
|
2,344
|
2,361
|
6,975
|
7,078
|
||||||||||||
|
492,690
|
473,303
|
1,466,495
|
1,407,719
|
|||||||||||||
|
Expenses:
|
||||||||||||||||
|
Property operating
|
149,496
|
143,436
|
431,774
|
417,486
|
||||||||||||
|
Corporate-level property management expenses
|
13,393
|
12,216
|
40,223
|
36,768
|
||||||||||||
|
Depreciation and amortization
|
152,552
|
151,489
|
461,520
|
454,277
|
||||||||||||
|
General and administrative
|
16,561
|
18,058
|
109,724
|
51,507
|
||||||||||||
|
Expensed acquisition and investment related costs
|
-
|
25
|
-
|
25
|
||||||||||||
|
Impairment loss
|
10,709
|
-
|
10,709
|
-
|
||||||||||||
|
342,711
|
325,224
|
1,053,950
|
960,063
|
|||||||||||||
|
Gain on sale of real estate and land
|
6,781
|
62,320
|
8,781
|
299,524
|
||||||||||||
|
Earnings from operations
|
156,760
|
210,399
|
421,326
|
747,180
|
||||||||||||
|
Interest expense, net (1)
|
(63,416
|
)
|
(63,331
|
)
|
(193,047
|
)
|
(189,054
|
)
|
||||||||
|
Interest and other income
|
686
|
5,900
|
10,809
|
16,997
|
||||||||||||
|
Equity income from co-investments
|
9,212
|
17,798
|
46,542
|
39,984
|
||||||||||||
|
Tax benefit (expense) on unconsolidated technology co-investments
|
493
|
1,958
|
(2,758
|
)
|
2,353
|
|||||||||||
|
Loss on early retirement of debt
|
-
|
-
|
-
|
(762
|
)
|
|||||||||||
|
Gain on remeasurement of co-investment
|
-
|
-
|
-
|
330
|
||||||||||||
|
Net income
|
103,735
|
172,724
|
282,872
|
617,028
|
||||||||||||
|
Net income attributable to noncontrolling interest
|
(5,666
|
)
|
(8,103
|
)
|
(16,155
|
)
|
(27,935
|
)
|
||||||||
|
Net income available to common stockholders
|
$
|
98,069
|
$
|
164,621
|
$
|
266,717
|
$
|
589,093
|
||||||||
|
Net income per share - basic
|
$
|
1.53
|
$
|
2.56
|
$
|
4.15
|
$
|
9.15
|
||||||||
|
Shares used in income per share - basic
|
64,290,878
|
64,404,008
|
64,336,608
|
64,368,625
|
||||||||||||
|
Net income per share - diluted
|
$
|
1.52
|
$
|
2.56
|
$
|
4.14
|
$
|
9.15
|
||||||||
|
Shares used in income per share - diluted
|
64,311,993
|
64,418,240
|
64,350,275
|
64,392,244
|
||||||||||||
|
(1)
|
Refer to page S-17.2, the section titled “Interest Expense, Net” for additional information.
|
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
(Dollars in thousands)
|
Three Months Ended
September 30,
|
Nine Months Ended
September 30,
|
|||||||||||||||
|
2026
|
2025
|
2026
|
2025
|
|||||||||||||
|
Rental and other property
|
||||||||||||||||
|
Rental income
|
$
|
482,770
|
$
|
463,892
|
$
|
1,438,000
|
$
|
1,380,438
|
||||||||
|
Other property
|
7,576
|
7,050
|
21,520
|
20,203
|
||||||||||||
|
Rental and other property
|
$
|
490,346
|
$
|
470,942
|
$
|
1,459,520
|
$
|
1,400,641
|
||||||||
|
Property operating expenses
|
||||||||||||||||
|
Real estate taxes
|
$
|
53,569
|
$
|
52,023
|
$
|
157,108
|
$
|
153,652
|
||||||||
|
Utilities
|
35,023
|
32,713
|
98,750
|
91,075
|
||||||||||||
|
Personnel costs
|
28,318
|
27,448
|
81,806
|
80,443
|
||||||||||||
|
Maintenance and repairs
|
17,968
|
16,052
|
48,709
|
46,924
|
||||||||||||
|
Administrative
|
8,341
|
8,314
|
25,235
|
24,663
|
||||||||||||
|
Insurance and other
|
6,277
|
6,886
|
20,166
|
20,729
|
||||||||||||
|
Property operating expenses
|
$
|
149,496
|
$
|
143,436
|
$
|
431,774
|
$
|
417,486
|
||||||||
|
Interest and other income
|
||||||||||||||||
|
Marketable securities and other income
|
$
|
1,150
|
$
|
4,218
|
$
|
6,785
|
$
|
12,210
|
||||||||
|
Realized and unrealized (losses) gains on marketable securities, net
|
(508
|
)
|
1,658
|
3,482
|
4,059
|
|||||||||||
|
Provision for credit losses
|
-
|
(50
|
)
|
222
|
(61
|
)
|
||||||||||
|
Insurance reimbursements and other, net
|
44
|
74
|
320
|
789
|
||||||||||||
|
Interest and other income
|
$
|
686
|
$
|
5,900
|
$
|
10,809
|
$
|
16,997
|
||||||||
|
Equity income from co-investments
|
||||||||||||||||
|
Equity income (loss) from co-investments
|
$
|
478
|
$
|
(485
|
)
|
$
|
3,358
|
$
|
(1,008
|
)
|
||||||
|
Income from preferred equity investments
|
3,009
|
8,616
|
11,840
|
29,728
|
||||||||||||
|
Equity (loss) income from unconsolidated technology co-investments
|
(33
|
)
|
4,393
|
16,154
|
6,005
|
|||||||||||
|
Insurance reimbursements and other, net
|
-
|
15
|
22
|
-
|
||||||||||||
|
Gain on sale of co-investment communities
|
5,758
|
5,189
|
14,989
|
5,189
|
||||||||||||
|
Income from early redemption of preferred equity investments
|
-
|
70
|
179
|
70
|
||||||||||||
|
Equity income from co-investments
|
$
|
9,212
|
$
|
17,798
|
$
|
46,542
|
$
|
39,984
|
||||||||
|
Noncontrolling interest
|
||||||||||||||||
|
Limited partners of Essex Portfolio, L.P.
|
$
|
3,330
|
$
|
5,767
|
$
|
9,122
|
$
|
20,827
|
||||||||
|
DownREIT limited partners’ distributions
|
2,297
|
2,294
|
6,905
|
6,972
|
||||||||||||
|
Third-party ownership interest
|
39
|
42
|
128
|
136
|
||||||||||||
|
Noncontrolling interest
|
$
|
5,666
|
$
|
8,103
|
$
|
16,155
|
$
|
27,935
|
||||||||
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
(Dollars in thousands, except share and per share amounts and in footnotes)
|
Three Months Ended
September 30,
|
Nine Months Ended
September 30,
|
|||||||||||||||||||||||
|
2026
|
2025
|
% Change
|
2026
|
2025
|
% Change
|
|||||||||||||||||||
|
Funds from operations attributable to common stockholders and
unitholders (FFO) |
||||||||||||||||||||||||
|
Net income available to common stockholders
|
$
|
98,069
|
$
|
164,621
|
$
|
266,717
|
$
|
589,093
|
||||||||||||||||
|
Adjustments:
|
||||||||||||||||||||||||
|
Depreciation and amortization
|
152,552
|
151,489
|
461,520
|
454,277
|
||||||||||||||||||||
|
Gains not included in FFO
|
(12,539
|
)
|
(67,509
|
)
|
(23,770
|
)
|
(305,043
|
)
|
||||||||||||||||
|
Impairment loss
|
10,709
|
-
|
10,709
|
-
|
||||||||||||||||||||
|
Depreciation and amortization from unconsolidated co-investments
|
12,611
|
14,343
|
39,094
|
43,127
|
||||||||||||||||||||
|
Noncontrolling interest related to Operating Partnership units
|
3,330
|
5,767
|
9,122
|
20,827
|
||||||||||||||||||||
|
Depreciation attributable to third party ownership and other
|
(39
|
)
|
(38
|
)
|
(115
|
)
|
(122
|
)
|
||||||||||||||||
|
Funds from operations attributable to common stockholders and unitholders
|
$
|
264,693
|
$
|
268,673
|
$
|
763,277
|
$
|
802,159
|
||||||||||||||||
|
FFO per share - diluted
|
$
|
3.98
|
$
|
4.03
|
-1.2%
|
|
$
|
11.47
|
$
|
12.03
|
-4.7%
|
|
||||||||||||
|
Components of the change in FFO
|
||||||||||||||||||||||||
|
Non-core items:
|
||||||||||||||||||||||||
|
Expensed acquisition and investment related costs
|
$
|
-
|
$
|
25
|
$
|
-
|
$
|
25
|
||||||||||||||||
|
Tax (benefit) expense on unconsolidated technology co-investments
|
(493
|
)
|
(1,958
|
)
|
2,758
|
(2,353
|
)
|
|||||||||||||||||
|
Realized and unrealized losses (gains) on marketable securities, net
|
508
|
(1,658
|
)
|
(3,482
|
)
|
(4,059
|
)
|
|||||||||||||||||
|
Provision for credit losses
|
-
|
50
|
(222
|
)
|
61
|
|||||||||||||||||||
|
Equity loss (income) from unconsolidated technology co-investments
|
33
|
(4,393
|
)
|
(16,154
|
)
|
(6,005
|
)
|
|||||||||||||||||
|
Loss on early retirement of debt
|
-
|
-
|
-
|
762
|
||||||||||||||||||||
|
Income from early redemption of preferred equity investments
|
-
|
(70
|
)
|
(179
|
)
|
(70
|
)
|
|||||||||||||||||
|
General and administrative and other, net (2)
|
1,504
|
3,926
|
62,835
|
7,863
|
||||||||||||||||||||
|
Insurance reimbursements and other, net
|
(44
|
)
|
(89
|
)
|
(342
|
)
|
(789
|
)
|
||||||||||||||||
|
Core funds from operations attributable to common stockholders and unitholders
|
$
|
266,201
|
$
|
264,506
|
$
|
808,491
|
$
|
797,594
|
||||||||||||||||
|
Core FFO per share - diluted
|
$
|
4.00
|
$
|
3.97
|
0.8%
|
|
$
|
12.15
|
$
|
11.96
|
1.6%
|
|
||||||||||||
|
Weighted average number of shares outstanding - diluted (3)
|
66,495,937
|
66,674,655
|
66,548,417
|
66,667,571
|
||||||||||||||||||||
| (1) |
Refer to page S-17.2, the section titled “Funds from Operations (“FFO”) and Core FFO” for additional information on the Company’s definition and use of FFO and Core FFO.
|
| (2) |
Includes political advocacy costs of $0.3 million and $2.0 million for the three and nine months ended September 30, 2026, respectively, and $1.6 million and $2.0 million for the three and nine months ended September 30, 2025,
respectively. During the nine months ended September 30, 2026, the Company reached a settlement to fully resolve its case related to RealPage, Inc. totaling $36.5 million and another litigation matter totaling $19.3 million.
|
| (3) |
Assumes conversion of all outstanding limited partnership units in the Operating Partnership into shares of the Company’s common stock and excludes DownREIT limited partnership units.
|
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
(Dollars in thousands)
|
September 30, 2026
|
December 31, 2025
|
|||||||
|
Real estate investments:
|
||||||||
|
Land and land improvements
|
$
|
3,355,893
|
$
|
3,363,169
|
||||
|
Buildings and improvements
|
15,146,101
|
15,073,416
|
||||||
|
18,501,994
|
18,436,585
|
|||||||
|
Less: accumulated depreciation
|
(6,931,353
|
)
|
(6,532,003
|
)
|
||||
|
11,570,641
|
11,904,582
|
|||||||
|
Real estate under development
|
210,654
|
157,122
|
||||||
|
Co-investments
|
612,871
|
630,550
|
||||||
|
12,394,166
|
12,692,254
|
|||||||
|
Cash and cash equivalents, including restricted cash
|
80,298
|
85,586
|
||||||
|
Marketable securities
|
102,665
|
98,070
|
||||||
|
Notes and other receivables
|
94,064
|
141,591
|
||||||
|
Operating lease right-of-use assets
|
31,231
|
50,833
|
||||||
|
Prepaid expenses and other assets
|
113,830
|
90,675
|
||||||
|
Total assets
|
$
|
12,816,254
|
$
|
13,159,009
|
||||
|
Unsecured debt, net
|
$
|
5,844,670
|
$
|
6,015,921
|
||||
|
Mortgage notes payable, net
|
761,144
|
784,348
|
||||||
|
Distributions in excess of investments in co-investments
|
108,854
|
98,837
|
||||||
|
Operating lease liabilities
|
31,813
|
51,487
|
||||||
|
Other liabilities
|
584,250
|
471,521
|
||||||
|
Total liabilities
|
7,330,731
|
7,422,114
|
||||||
|
Redeemable noncontrolling interest
|
26,069
|
28,263
|
||||||
|
Equity:
|
||||||||
|
Common stock
|
6
|
6
|
||||||
|
Additional paid-in capital
|
6,652,282
|
6,683,514
|
||||||
|
Distributions in excess of accumulated earnings
|
(1,381,186
|
)
|
(1,148,195
|
)
|
||||
|
Accumulated other comprehensive income, net
|
27,426
|
6,047
|
||||||
|
Total stockholders’ equity
|
5,298,528
|
5,541,372
|
||||||
|
Noncontrolling interest
|
160,926
|
167,260
|
||||||
|
Total equity
|
5,459,454
|
5,708,632
|
||||||
|
Total liabilities and equity
|
$
|
12,816,254
|
$
|
13,159,009
|
||||
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
Debt Summary - September 30, 2026
(Dollars in thousands,EXCEPT IN footnotes)
|
Scheduled principal payments and debt composition - excludes lines of credit and commercial paper and unamortized discounts and debt issuance costs:
|
||||||||||||||||||||||||||||||||||
|
Weighted Average
|
Weighted Average Interest
Rate
|
|||||||||||||||||||||||||||||||||
|
Balance Outstanding
|
Interest
Rate
|
Maturity in Years
|
Unsecured
|
Secured
|
Total
|
Percentage
of Total
Debt
|
||||||||||||||||||||||||||||
|
Unsecured Debt, net
|
||||||||||||||||||||||||||||||||||
|
Bonds public - fixed rate
|
$
|
5,000,000
|
3.7
|
%
|
6.9
|
2026
|
$
|
-
|
$
|
46,092
|
$
|
46,092
|
4.0
|
%
|
0.7
|
%
|
||||||||||||||||||
|
Term loan - fixed rate (1)
|
600,000
|
4.1
|
%
|
4.0
|
2027
|
350,000
|
84,397
|
434,397
|
3.6
|
%
|
6.6
|
%
|
||||||||||||||||||||||
|
Term loan - variable rate (2)
|
275,000
|
4.6
|
%
|
3.0
|
2028
|
450,000
|
68,332
|
518,332
|
2.2
|
%
|
7.8
|
%
|
||||||||||||||||||||||
|
Total unsecured debt, net
|
5,875,000
|
3.8
|
%
|
6.5
|
2029
|
775,000
|
1,456
|
776,456
|
4.3
|
%
|
11.7
|
%
|
||||||||||||||||||||||
| 2030 |
850,000 | 66,592 | 916,592 | 3.6 | % | 13.8 | % | |||||||||||||||||||||||||||
|
Mortgage Notes Payable, net
|
2031
|
900,000
|
31,740
|
931,740
|
3.0
|
%
|
14.0
|
%
|
||||||||||||||||||||||||||
|
Fixed rate - secured
|
505,804
|
4.9
|
% |
5.1
|
2032
|
650,000
|
1,903
|
651,903
|
2.6
|
%
|
9.8
|
% | ||||||||||||||||||||||
|
Variable rate - secured (3)
|
257,954
|
3.2 |
%
|
12.5
|
2033
|
-
|
330,126
|
330,126
|
4.9
|
%
|
5.0
|
%
|
||||||||||||||||||||||
|
Total mortgage notes payable, net
|
763,758
|
4.4
|
%
|
7.6
|
2034
|
550,000
|
2,275
|
552,275
|
5.5
|
%
|
8.3
|
%
|
||||||||||||||||||||||
| 2035 |
400,000
|
2,487
|
402,487
|
5.5
|
% |
6.1
|
% | |||||||||||||||||||||||||||
|
Unsecured Lines of Credit and Commercial Paper
|
|
|
|
2036
|
350,000
|
2,719
|
352,719
|
5.0
|
%
|
5.3
|
%
|
|||||||||||||||||||||||
|
Lines of credit (4)
|
-
|
4.6
|
% |
N/A
|
Thereafter
|
600,000
|
125,639
|
725,639
|
3.6
|
%
|
10.9
|
%
|
||||||||||||||||||||||
|
Commercial paper (5)
|
-
|
N/A
|
N/A
|
Total
|
5,875,000
|
763,758
|
6,638,758
|
3.8
|
% |
100.0
|
%
|
|||||||||||||||||||||||
|
Total lines of credit and commercial paper
|
- |
4.6
|
%
|
N/A
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
|
Fixed versus variable rate debt:
|
||||||||||||||||||||||||||||||||||
|
Unamortized discounts and debt issuance costs, net
|
(32,944) |
Fixed rate debt
|
5,600,000
|
505,804
|
6,105,804
|
3.8
|
% |
92.0
|
% | |||||||||||||||||||||||||
|
Variable rate debt
|
275,000
|
257,954
|
532,954
|
3.9
|
% |
8.0
|
% | |||||||||||||||||||||||||||
|
Total debt, net
|
$ |
6,605,814
|
3.8 | % |
6.6
|
Total
|
$ |
5,875,000
|
$ |
763,758
|
$ |
6,638,758
|
3.8
|
%
|
100.0
|
%
|
||||||||||||||||||
| (1) |
The Company has entered into interest rate swaps on $600 million of its aggregate term loan debt. $300 million is swapped to an all-in fixed rate of 4.1% through October 2026, after which $300 million of interest rate swaps will come
into effect at an all-in fixed rate of 4.5% through January 2031. An additional $300 million of term loan debt is swapped to an all-in fixed rate of 4.1% through April 2030.
|
| (2) |
In September 2026, the Company entered into a $275 million unsecured term loan with a maturity date in September 2029 plus two one-year extension options exercisable at the Company’s discretion. The interest rate on the loan is SOFR
plus 0.80%, which is based on a tiered rate structure tied to the Operating Partnership’s long-term unsecured credit ratings.
|
| (3) |
The Company’s secured variable rate exposure is linked to SIFMA which has historically averaged 60% to 70% of the SOFR rate.
|
| (4) |
The Company has two unsecured line of credit facilities with an aggregate capacity of $1.58 billion. The first unsecured line of credit facility has a capacity of $1.5 billion and a scheduled maturity date in January 2030 plus two
6-month extension options, which are exercisable at the Company’s discretion. The second unsecured line of credit facility has a capacity of $75.0 million, and a scheduled maturity date in July 2028.
|
| (5) |
The Company has a commercial paper program under which it can issue up to $750 million of unsecured short-term notes, which are backstopped by and reduce the borrowing capacity of the Company’s $1.5 billion unsecured line of credit
facility.
|
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
Capitalization Data, Public Bond Covenants, Credit Ratings and Selected Credit Ratios - September 30, 2026
(Dollars and shares in thousands, except per share amounts)
|
Capitalization Data
|
Public Bond Covenants (1)
|
Actual
|
Requirement
|
|||||||||
|
Total debt, net
|
$
|
6,605,814
|
||||||||||
|
Common stock and potentially dilutive securities
|
Debt to Total Assets:
|
33%
|
< 65%
|
|||||||||
|
Common stock outstanding
|
64,338
|
|||||||||||
|
Limited partnership units (1)
|
2,184
|
Secured Debt to Total Assets:
|
4%
|
< 40%
|
||||||||
|
Options-treasury method
|
15
|
|||||||||||
|
Total shares of common stock and potentially dilutive securities
|
66,537
|
Interest Coverage:
|
509%
|
> 150%
|
||||||||
|
Common stock price per share as of September 30, 2026
|
$
|
269.39
|
Unsecured Debt Ratio (2):
|
301%
|
> 150%
|
|||||||
|
Total equity capitalization
|
$
|
17,924,402
|
Selected Credit Ratios (3)
|
Actual
|
||||||||
|
Total market capitalization
|
$
|
24,530,216
|
Net Indebtedness Divided by Adjusted EBITDAre,
normalized and annualized:
|
5.4
|
||||||||
|
Ratio of debt to total market capitalization
|
26.9
|
%
|
Unencumbered NOI to Adjusted Total NOI:
|
93%
|
|
|||||||
|
Credit Ratings
|
||||||||||||
|
Rating Agency
|
Rating
|
Outlook |
|
|||||||||
|
Moody’s
|
Baa1
|
Stable
|
(1) Refer to page S-17.4 for additional information on the Company’s Public Bond Covenants.
|
|||||||||
|
Standard & Poor’s
|
BBB+
|
Stable
|
(2) Unsecured Debt Ratio is unsecured assets (excluding investments in co-investments) divided
by unsecured indebtedness.
|
|||||||||
|
(1) Assumes conversion of all outstanding limited partnership units in the Operating Partnership into
shares of the Company’s common stock.
|
(3) Refer to pages S-17.1 to S-17.4, the section titled “Reconciliations of Non-GAAP Financial
Measures and Other Terms” for additional information on the Company’s Selected Credit Ratios.
|
|||||||||||
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
|
Apartment Homes
|
Average Monthly Rental Rate (1)
|
Percent of NOI (2)
|
||||||||||||||||||||||||||||||||||||||
|
Region - County
|
Consolidated
|
Unconsolidated
Co-investments |
Apartment
Homes in
Development (3)
|
Total
|
Consolidated
|
Unconsolidated
Co-investments (4) |
Total (4)
|
Consolidated
|
Unconsolidated
Co-investments (4) |
Total (4)
|
||||||||||||||||||||||||||||||
|
Southern California
|
||||||||||||||||||||||||||||||||||||||||
|
Los Angeles County
|
9,565
|
1,586
|
-
|
11,151
|
$
|
2,709
|
$
|
2,579
|
$
|
2,698
|
14.7
|
%
|
20.7
|
%
|
15.0
|
%
|
||||||||||||||||||||||||
|
Orange County
|
5,741
|
265
|
-
|
6,006
|
2,780
|
2,558
|
2,775
|
10.8
|
%
|
3.7
|
%
|
10.4
|
%
|
|||||||||||||||||||||||||||
|
San Diego County
|
5,449
|
443
|
-
|
5,892
|
2,726
|
3,119
|
2,742
|
9.9
|
%
|
7.1
|
%
|
9.7
|
%
|
|||||||||||||||||||||||||||
|
Ventura County and Other
|
2,760
|
373
|
-
|
3,133
|
2,553
|
3,304
|
2,608
|
4.9
|
%
|
7.1
|
%
|
5.0
|
%
|
|||||||||||||||||||||||||||
|
Total Southern California
|
23,515
|
2,667
|
-
|
26,182
|
2,712
|
2,764
|
2,715
|
40.3
|
%
|
38.6
|
%
|
40.1
|
%
|
|||||||||||||||||||||||||||
|
Northern California
|
||||||||||||||||||||||||||||||||||||||||
|
Santa Clara County (5)
|
10,673
|
511
|
-
|
11,184
|
3,320
|
3,507
|
3,324
|
23.5
|
%
|
8.6
|
%
|
22.7
|
%
|
|||||||||||||||||||||||||||
|
Alameda County
|
3,970
|
1,328
|
-
|
5,298
|
2,727
|
2,712
|
2,725
|
6.6
|
%
|
18.4
|
%
|
7.3
|
%
|
|||||||||||||||||||||||||||
|
San Mateo County
|
2,483
|
195
|
543
|
3,221
|
3,619
|
4,051
|
3,635
|
5.7
|
%
|
3.7
|
%
|
5.6
|
%
|
|||||||||||||||||||||||||||
|
Contra Costa County
|
2,619
|
-
|
-
|
2,619
|
2,847
|
-
|
2,847
|
4.7
|
%
|
0.0
|
%
|
4.4
|
%
|
|||||||||||||||||||||||||||
|
San Francisco
|
1,356
|
537
|
-
|
1,893
|
3,214
|
3,874
|
3,323
|
2.7
|
%
|
9.7
|
%
|
3.1
|
%
|
|||||||||||||||||||||||||||
|
Total Northern California
|
21,101
|
2,571
|
543
|
24,215
|
3,178
|
3,182
|
3,178
|
43.2
|
%
|
40.4
|
%
|
43.1
|
%
|
|||||||||||||||||||||||||||
|
Seattle Metro
|
10,823
|
1,759
|
-
|
12,582
|
2,301
|
2,184
|
2,291
|
16.5
|
%
|
21.0
|
%
|
16.8
|
%
|
|||||||||||||||||||||||||||
|
Total
|
55,439
|
6,997
|
543
|
62,979
|
$
|
2,809
|
$
|
2,772
|
$
|
2,807
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
||||||||||||||||||||||||
| (1) |
Average monthly rental rate is defined as the total scheduled monthly rental income (actual rent for occupied apartment homes plus market rent for vacant apartment homes) for the quarter ended September 30, 2026, divided by the
number of apartment homes as of September 30, 2026.
|
| (2) |
Represents the percentage of actual NOI for the quarter ended September 30, 2026. See “Net Operating Income (“NOI”) and Same-Property NOI Reconciliations” on page S-17.3.
|
| (3) |
Includes development communities with no rental income.
|
| (4) |
At Company’s pro rata share.
|
| (5) |
Includes one community in Santa Cruz County.
|
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
(Dollars in thousands)
|
Apartment
Homes
|
Q3 ‘26
|
Q2 ‘26
|
Q1 ‘26
|
Q4 ‘25
|
Q3 ‘25
|
|||||||||||||||||||
|
Rental and other property revenues:
|
||||||||||||||||||||||||
|
Same-property
|
52,059
|
$
|
449,896
|
$
|
445,480
|
$
|
442,012
|
$
|
439,042
|
$
|
436,733
|
|||||||||||||
|
Acquisitions (2)
|
2,140
|
22,295
|
21,495
|
20,761
|
17,712
|
13,398
|
||||||||||||||||||
|
Non-residential/other, net (3)
|
1,240
|
18,272
|
19,959
|
19,785
|
19,642
|
20,496
|
||||||||||||||||||
|
Straight-line rent concessions (4)
|
-
|
(117
|
)
|
(203
|
)
|
(115
|
)
|
927
|
315
|
|||||||||||||||
|
Total rental and other property revenues
|
55,439
|
490,346
|
486,731
|
482,443
|
477,323
|
470,942
|
||||||||||||||||||
|
Property operating expenses:
|
||||||||||||||||||||||||
|
Same-property
|
136,708
|
129,016
|
129,314
|
130,468
|
133,045
|
|||||||||||||||||||
|
Acquisitions (2)
|
8,882
|
7,544
|
8,273
|
6,873
|
5,019
|
|||||||||||||||||||
|
Non-residential/other, net (3) (5)
|
3,906
|
4,462
|
3,669
|
4,159
|
5,372
|
|||||||||||||||||||
|
Total property operating expenses
|
149,496
|
141,022
|
141,256
|
141,500
|
143,436
|
|||||||||||||||||||
|
Net operating income (NOI):
|
||||||||||||||||||||||||
|
Same-property
|
313,188
|
316,464
|
312,698
|
308,574
|
303,688
|
|||||||||||||||||||
|
Acquisitions (2)
|
13,413
|
13,951
|
12,488
|
10,839
|
8,379
|
|||||||||||||||||||
|
Non-residential/other, net (3) (5)
|
14,366
|
15,497
|
16,116
|
15,483
|
15,124
|
|||||||||||||||||||
|
Straight-line rent concessions (4)
|
(117
|
)
|
(203
|
)
|
(115
|
)
|
927
|
315
|
||||||||||||||||
|
Total NOI
|
$
|
340,850
|
$
|
345,709
|
$
|
341,187
|
$
|
335,823
|
$
|
327,506
|
||||||||||||||
|
Same-property metrics
|
||||||||||||||||||||||||
|
Operating margin
|
70
|
%
|
71
|
%
|
71
|
%
|
70
|
%
|
70
|
%
|
||||||||||||||
|
Annualized turnover
|
42
|
%
|
40
|
%
|
33
|
%
|
35
|
%
|
44
|
%
|
||||||||||||||
|
Financial occupancy
|
96.3
|
%
|
96.3
|
%
|
96.5
|
%
|
96.4
|
%
|
96.0
|
%
|
||||||||||||||
|
Delinquency as a % of scheduled rent
|
0.5
|
%
|
0.5
|
%
|
0.4
|
%
|
0.5
|
%
|
0.5
|
%
|
||||||||||||||
|
Same-property net effective rate growth (6)
|
||||||||||||||||||||||||
|
New lease
|
-0.2
|
%
|
1.0
|
%
|
-2.4
|
%
|
-4.3
|
%
|
-0.6
|
%
|
||||||||||||||
|
Renewal
|
5.3
|
%
|
4.8
|
%
|
3.9
|
%
|
4.7
|
%
|
4.3
|
%
|
||||||||||||||
|
Blended
|
3.5
|
%
|
3.6
|
%
|
1.4
|
%
|
1.0
|
%
|
2.5
|
%
|
||||||||||||||
| (1) |
Includes consolidated communities only.
|
| (2) |
Acquisitions include properties acquired which did not have comparable stabilized results as of January 1, 2025.
|
| (3) |
Non-residential/other, net consists of revenues generated from retail space, commercial properties, held for sale properties, disposition properties, properties undergoing significant construction activities that do not meet our
redevelopment criteria, properties subject to upcoming ground lease expirations, two communities located in the California counties of Santa Barbara and Santa Cruz, which the Company does not consider its core markets, and properties
without comparable operating results in the reported periods.
|
| (4) |
Represents straight-line concessions for residential operating communities. Same-property revenues reflect concessions on a cash basis. Total rental and other property revenues reflect concessions on a straight-line basis in
accordance with U.S. GAAP.
|
| (5) |
Includes other expenses and intercompany eliminations pertaining to self-insurance.
|
| (6) |
Represents the percentage change in all lease tradeouts, including the impact of leasing incentives.
|
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
Same-Property Revenue Results by County – Third Quarter 2026 vs. Third Quarter 2025 and Second Quarter 2026
(Dollars in thousands, except average monthly rental rates)
| Apartment Homes
| Q3 ‘26 % of Actual NOI | Average Monthly
Rental Rate | Financial Occupancy | Gross Revenues | Sequential Gross Revenues | |||||||||||||||||||||||||||||||||||||||||||||||
| Region
- County | Q3 ‘26 | Q3 ‘25 | % Change |
Q3 ‘26 | Q3 ‘25 | % Change |
Q3 ‘26 | Q3 ‘25 | % Change | Q2 ‘26 | % Change | |||||||||||||||||||||||||||||||||||||||||
| Southern California | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Los Angeles County | 9,189 | 15.4 | % | $ | 2,683 | $ | 2,675 | 0.3 | % | 95.7 | % | 95.4 | % | 0.3 | % | $ | 75,229 | $
| 74,891 | 0.5 | % | $ | 75,119 | 0.1 | % | |||||||||||||||||||||||||||
| Orange County | 5,341 |
10.7 |
% | 2,758 | 2,690 | 2.5 |
% | 96.5 | % | 96.4
| % | 0.1 | % | 45,263 | 44,068 | 2.7
| % | 44,902 | 0.8 |
% | ||||||||||||||||||||||||||||||||
| San Diego County | 5,207 | 10.2 | % | 2,736
| 2,710 | 1.0 | % | 96.5 | % | 95.8 | % | 0.7 | % | 43,932 | 43,045 | 2.1 | % | 43,748 | 0.4 | % | ||||||||||||||||||||||||||||||||
| Ventura County | 2,652 | 5.0 | % | 2,548 | 2,522
| 1.0 |
% | 96.1 | % | 95.8 | % | 0.3 | % | 21,097 | 20,834 | 1.3 | % | 20,984
| 0.5 |
% | ||||||||||||||||||||||||||||||||
| Total Southern California | 22,389 | 41.3 | % | 2,697 | 2,669 | 1.0 | % | 96.1 | % | 95.8 | %
| 0.3 | % | 185,521 | 182,838 |
1.5 |
% | 184,753 | 0.4 | % | ||||||||||||||||||||||||||||||||
| Northern California | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Santa Clara County | 9,279 | 21.9
| % | 3,310 | 3,151 | 5.0
| % | 96.8 | % | 96.5 | % | 0.3 | % | 95,284 | 90,188 | 5.7
| % | 93,446 | 2.0 |
% | ||||||||||||||||||||||||||||||||
| Alameda County | 3,729 | 6.7 | % | 2,714
| 2,620 | 3.6 | % | 96.2 | % | 96.1 | % | 0.1 | % | 31,687 | 30,325 | 4.5 | % | 31,427 | 0.8 | % | ||||||||||||||||||||||||||||||||
| San Mateo County |
1,864 | 4.5 | % | 3,568 | 3,353 | 6.4 |
% | 96.6 | % | 96.9
| % | -0.3 | % | 20,842 | 19,544 | 6.6
| % | 20,332 | 2.5 |
% | ||||||||||||||||||||||||||||||||
| Contra Costa County | 2,619 | 5.0 | % | 2,847 | 2,782 | 2.3 | % | 96.0 | % | 95.6 | % | 0.4
| % | 23,101 | 22,424 | 3.0 | % | 22,920 | 0.8 | % | ||||||||||||||||||||||||||||||||
| San Francisco | 1,356 | 2.9 | % | 3,214
| 2,976
| 8.0 |
% | 95.6 | % | 95.8 | % | -0.2 | % | 13,751 | 12,731 | 8.0 | % | 13,525
| 1.7 |
% | ||||||||||||||||||||||||||||||||
| Total Northern California | 18,847 | 41.0 | % | 3,146 | 3,002 | 4.8 | % | 96.5 | % | 96.3 | %
| 0.2 | % | 184,665 | 175,212 |
5.4 |
% | 181,650 | 1.7 | % | ||||||||||||||||||||||||||||||||
| Seattle Metro | 10,823
| 17.7 | % |
2,301 | 2,280 | 0.9 | % | 96.1 | % | 96.1 | % | 0.0 |
% | 79,710 | 78,683 | 1.3
| %
| 79,077 | 0.8 | % | ||||||||||||||||||||||||||||||||
| Total Same-Property | 52,059
|
100.0 |
% |
$ | 2,777 | $ | 2,709
| 2.5 | % |
96.3 |
% | 96.0 | %
| 0.3
| % |
$ | 449,896 | $ | 436,733
| 3.0 | % | $
| 445,480 | 1.0 | % | |||||||||||||||||||||||||||
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
Same-Property Revenue Results by County – Nine months ended September 30, 2026 vs. Nine months ended September 30, 2025
(Dollars in thousands, except average monthly rental rates)
Apartment Homes | YTD 2026 % of Actual NOI | Average Monthly Rental Rate | Financial Occupancy | Gross Revenues | ||||||||||||||||||||||||||||||||||||||||
Region - County | YTD 2026 | YTD 2025 | % Change | YTD 2026 | YTD 2025 | % Change | YTD 2026 | YTD 2025 | % Change | |||||||||||||||||||||||||||||||||||
Southern California | ||||||||||||||||||||||||||||||||||||||||||||
Los Angeles
County | 9,189 | 15.6 | % | $ | 2,680 | $ | 2,663 | 0.6 | % | 95.6 | % | 95.2 | % | 0.4 | % | $ | 226,020 | $ | 223,681 | 1.0 | % | |||||||||||||||||||||||
Orange County | 5,341 | 10.7 | % | 2,734 | 2,670 | 2.4 | % | 96.2 | % | 96.2 | % | 0.0 | % | 134,837 | 131,207 | 2.8 | % | |||||||||||||||||||||||||||
San Diego County | 5,207 | 10.3 | % | 2,723 | 2,692 | 1.2 | % | 96.4 | % | 95.9 | % | 0.5 | % | 131,370 | 128,918 | 1.9 | % | |||||||||||||||||||||||||||
Ventura County | 2,652 | 5.1 | % | 2,539 | 2,500 | 1.6 | % | 96.1 | % | 96.2 | % | -0.1 | % | 63,084 | 62,071 | 1.6 | % | |||||||||||||||||||||||||||
Total Southern California | 22,389 | 41.7 | % | 2,686 | 2,652 | 1.3 | % | 96.0 | % | 95.7 | % | 0.3 | % | 555,311 | 545,877 | 1.7 | % | |||||||||||||||||||||||||||
Northern California | ||||||||||||||||||||||||||||||||||||||||||||
Santa Clara County | 9,279 | 21.6 | % | 3,243 | 3,112 | 4.2 | % | 97.0 | % | 96.6 | % | 0.4 | % | 280,637 | 267,469 | 4.9 | % | |||||||||||||||||||||||||||
Alameda County | 3,729 | 6.7 | % | 2,669 | 2,598 | 2.7 | % | 96.4 | % | 96.3 | % | 0.1 | % | 93,992 | 90,630 | 3.7 | % | |||||||||||||||||||||||||||
San Mateo County | 1,864 | 4.7 | % | 3,475 | 3,294 | 5.5 | % | 97.1 | % | 97.0 | % | 0.1 | % | 61,050 | 57,774 | 5.7 | % | |||||||||||||||||||||||||||
Contra Costa County | 2,619 | 5.0 | % | 2,811 | 2,761 | 1.8 | % | 96.3 | % | 96.2 | % | 0.1 | % | 68,767 | 67,230 | 2.3 | % | |||||||||||||||||||||||||||
San Francisco | 1,356 | 2.6 | % | 3,131 | 2,936 | 6.6 | % | 96.1 | % | 96.5 | % | -0.4 | % | 40,383 | 37,938 | 6.4 | % | |||||||||||||||||||||||||||
Total Northern California | 18,847 | 40.6 | % | 3,084 | 2,967 | 3.9 | % | 96.7 | % | 96.5 | % | 0.2 | % | 544,829 | 521,041 | 4.6 | % | |||||||||||||||||||||||||||
Seattle
Metro | 10,823 | 17.7 | % | 2,285 | 2,257 | 1.2 | % | 96.3 | % | 96.2 | % | 0.1 | % | 237,248 | 233,083 | 1.8 | % | |||||||||||||||||||||||||||
Total Same-Property | 52,059 | 100.0 | % | $ | 2,747 | $ | 2,684 | 2.3 | % | 96.4 | % | 96.2 | % | 0.2 | % | $ | 1,337,388 | $ | 1,300,001 | 2.9 | % | |||||||||||||||||||||||
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
Same-Property
Operating Expenses – Quarter to Date and Year to Date as of September 30, 2026 and 2025
(Dollars in thousands)
Based on 52,059 apartment homes | ||||||||||||||||
Q3 ‘26 | Q3 ‘25 | % Change | % of Operating Expense | |||||||||||||
Same-property operating expenses: | ||||||||||||||||
Real estate taxes | $ | 47,879 | $ | 47,132 | 1.6 | % | 35.0 | % | ||||||||
Utilities | 31,674 | 30,266 | 4.7 | % | 23.2 | % | ||||||||||
Personnel costs | 25,911 | 25,499 | 1.6 | % | 19.0 | % | ||||||||||
Maintenance and repairs | 16,408 | 14,828 | 10.7 | % | 12.0 | % | ||||||||||
Administrative | 6,719 | 6,716 | 0.0 | % | 4.9 | % | ||||||||||
Insurance and other | 8,117 | 8,604 | -5.7 | % | 5.9 | % | ||||||||||
Total same-property operating expenses | $ | 136,708 | $ | 133,045 | 2.8 | % | 100.0 | % | ||||||||
YTD 2026 | YTD 2025 | % Change | % of Operating Expense | |||||||||||||
Same-property operating expenses: | ||||||||||||||||
Real estate taxes | $ | 140,995 | $ | 140,111 | 0.6 | % | 35.7 | % | ||||||||
Utilities | 89,646 | 83,939 | 6.8 | % | 22.7 | % | ||||||||||
Personnel costs | 75,019 | 74,631 | 0.5 | % | 19.0 | % | ||||||||||
Maintenance and repairs | 44,531 | 43,490 | 2.4 | % | 11.3 | % | ||||||||||
Administrative | 19,672 | 19,622 | 0.3 | % | 5.0 | % | ||||||||||
Insurance and other | 25,175 | 25,791 | -2.4 | % | 6.3 | % | ||||||||||
Total same-property operating expenses | $ | 395,038 | $ | 387,584 | 1.9 | % | 100.0 | % | ||||||||
See
Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
(Dollars in millions, except per apartment home amounts in thousands)
Project Name - Location | Ownership % | Estimated Apartment Homes | Estimated Commercial sq. feet | Incurred to Date (1) | Remaining Costs | Estimated Total Cost | Cost per Apartment Home (2) | Construction Start | Initial Occupancy | Stabilized Operations | ||||||||||||||||||||||||||||||
Development Projects - Consolidated | ||||||||||||||||||||||||||||||||||||||||
7 South Linden - South San Francisco, CA | 100% | 543 | - | $ | 176 | $ | 135 | $ | 311 | $ | 573 | Q1 2025 | Q1 2028 | Q1 2030 | ||||||||||||||||||||||||||
Total Development Projects - Consolidated | 543 | - | 176 | 135 | 311 | $ | 573 | |||||||||||||||||||||||||||||||||
Land Held for Future Development - Consolidated | ||||||||||||||||||||||||||||||||||||||||
Other Projects - Various | 100% | - | - | 35 | - | 35 | ||||||||||||||||||||||||||||||||||
Total Development Pipeline - Consolidated | 543 | - | $ | 211 | $ | 135 | $ | 346 | ||||||||||||||||||||||||||||||||
| (1) | For the third quarter of 2026,
the Company’s cost includes $1.7 million of capitalized interest and $0.7 million of capitalized overhead. |
| (2) | Net of the estimated allocation to the retail component of the project, as applicable. |
See
Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
(Dollars in thousands, except in footnotes and per apartment home amounts)
Revenue Generating Capital Expenditures (2) | Q3 ‘26 | Trailing 4 Quarters | ||||||
Same-property portfolio | $ | 18,924 | $ | 59,142 | ||||
Non-same-property portfolio | 3,761 | 9,629 | ||||||
Total revenue generating capital expenditures | $ | 22,685 | $ | 68,771 | ||||
Number of
same-property interior renovations | 1,947 | 3,311 | ||||||
Number
of total consolidated interior renovations | 1,996 | 3,422 | ||||||
Non-Revenue Generating Capital Expenditures (3) | Q3 ‘26 | Trailing 4 Quarters | ||||||
Non-revenue generating capital expenditures | $ | 35,585 | $ | 115,337 | ||||
Average apartment homes in quarter | 55,528 | 55,508 | ||||||
Capital
expenditures per apartment home | $ | 641 | $ | 2,078 | ||||
(1) | The Company incurred $0.2 million of capitalized interest, $4.7 million of capitalized overhead and less than $0.1 million of co-investment fees related to redevelopment in Q3 2026. |
(2) | Represents revenue generating expenditures, such as full-scale redevelopments, interior unit turn renovations, enhanced amenities, certain sustainability
initiatives that generate higher revenues or expense savings and accessory dwelling units. |
(3) | Represents roof
replacements, paving, building and mechanical systems, exterior painting, siding, etc. Non-revenue generating capital expenditures does not include costs related to retail, furniture and fixtures, expenditures in which the Company has been
reimbursed or expects to be reimbursed, and expenditures incurred due to changes in governmental regulation that the Company would not have incurred otherwise. |
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
(Dollars in thousands, except in footnotes)
Weighted Average Essex Ownership Percentage | Apartment Homes | Total Undepreciated Book Value | Debt Amount | Essex Book Value | Weighted Average Borrowing Rate (1) | Remaining Term of Debt (in Years) | Three Months Ended September 30, 2026 | Nine Months Ended September 30, 2026 | ||||||||||||||||||||||||||||
Operating and Other Unconsolidated Joint Ventures | NOI | |||||||||||||||||||||||||||||||||||
Wesco I, III, IV, V, VI (2) (3) | 55% | 5,547 | $ | 1,992,287 | $ | 1,251,116 | $ | 62,358 | 3.6 | % | 3.8 | $ | 28,127 | $ | 88,631 | |||||||||||||||||||||
BEX IV, 500 Folsom | 50% | 732 | 618,419 | 176,400 | 130,262 | 3.4 | % | 19.7 | 5,470 | 16,666 | ||||||||||||||||||||||||||
Other (4) | 50% | 718 | 269,312 | 191,476 | 113,125 | 3.8 | % | 16.3 | 6,065 | 18,008 | ||||||||||||||||||||||||||
Total Operating and Other Unconsolidated Joint Ventures | 6,997 | $ | 2,880,018 | $ | 1,618,992 | $ | 305,745 | 3.6 | % | 7.0 | $ | 39,662 | $ | 123,305 | ||||||||||||||||||||||
Essex Portion of NOI and Expenses | ||||||||||||||||||||||||||||||||||||
NOI | $ | 21,791 | $ | 67,557 | ||||||||||||||||||||||||||||||||
Depreciation | (12,611 | ) | (39,094 | ) | ||||||||||||||||||||||||||||||||
Interest
expense and other, net | (8,702 | ) | (25,105 | ) | ||||||||||||||||||||||||||||||||
Equity (loss) income from unconsolidated technology co-investments | (33 | ) | 16,154 | |||||||||||||||||||||||||||||||||
Insurance reimbursements and other, net | - | 22 | ||||||||||||||||||||||||||||||||||
Gain on sale of co-investment communities | 5,758 | 14,989 | ||||||||||||||||||||||||||||||||||
Net income from operating and other co-investments | $ | 6,203 | $ | 34,523 | ||||||||||||||||||||||||||||||||
Weighted Average Preferred Return | Weighted Average Expected Term (in
Years) | Income from Preferred Equity Investments | ||||||||||||||||||||||||||||||||||
Income from
preferred equity investments | $ | 3,009 | $
| 11,840 | ||||||||||||||||||||||||||||||||
Income from early redemption of preferred equity investments | - | 179 | ||||||||||||||||||||||||||||||||||
Preferred Equity Investments (5) | $ | 198,272 | 10.5 | % | 2.1 | $ | 3,009 | $ | 12,019 | |||||||||||||||||||||||||||
Total Co-investments | $ | 504,017 | $ | 9,212 | $ | 46,542 | ||||||||||||||||||||||||||||||
| (1) | Represents the year-to-date annual weighted average borrowing rate. |
| (2) | As of September 30, 2026, the Company’s investments in Wesco I, Wesco III, and Wesco IV were classified as a liability
of $105.3 million due to distributions received in excess of the Company’s investment. |
| (3) | Wesco III, IV and VI have in-place interest rate swaps totaling a gross notional amount of $624.3 million at an average
all-in fixed rate of 2.7% which expire in December 2026 and March 2027. Year-to-date, these Wesco entities entered into replacement swaps which take effect at the existing swap maturities totaling a gross notional amount of $496.2 million at
an average all-in fixed rate of 5.3% which expire in June 2029. |
| (4) | As of September 30, 2026, the Company’s investment in Expo was classified as a liability of $3.6 million due to distributions received in
excess of the Company’s investment. The weighted average Essex ownership percentage excludes our investments in unconsolidated technology co-investments. |
| (5) | As of September 30, 2026, the
Company is invested in 9 preferred equity investments, including three preferred equity investments held by Wesco VII, LLC. |
See Company’s Form 10-K and Form 10-Qs filed with
the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
Summary of Apartment Community Acquisitions and Dispositions Activity - Year to date as of September 30, 2026
(Dollars in thousands, except for average monthly rent)
Acquisitions | |||||||||||||||||||||
Property Name | Location | Apartment Homes | Year Built | Essex Ownership Percentage | Entity | Date | Total Contract Price at Pro Rata Share | Price per Apartment Home | Average Monthly Rent | ||||||||||||
Neither Essex nor its unconsolidated joint ventures have acquired any apartment communities year to date as of September 30, 2026. | |||||||||||||||||||||
Dispositions | |||||||||||||||||||||
Property Name | Location | Apartment Homes | Year Built | Essex Ownership Percentage | Entity | Date | Total Contract Price at Pro Rata Share | Price per Apartment Home (1) | |||||||||||||
Meridian at Midtown | San Jose, CA | 218 | 2015 | 50% | JV | Jun-26 | $ | 52,625 | $ | 460 | |||||||||||
Q2 2026 | 218 | $ | 52,625 | $ | 460 | ||||||||||||||||
Collins
on Pine | Seattle, WA | 76 | 2013 | 100% | EPLP | Aug-26 | $ | 30,000 | $ | 375 | |||||||||||
Silver | San Jose, CA | 268 | 2019 | 58% | JV | Aug-26 | 70,905 | 456 | |||||||||||||
Marina City Club (2) | Marina Del Rey, CA | 101 | 1971 | 100% | EPLP | Aug-26 | 11,000 | N/A | |||||||||||||
Q3
2026 | 445 | $ | 111,905 | $ | 429 | ||||||||||||||||
2026 Total | 663 | $ | 164,530 | $ | 439 | ||||||||||||||||
| (1) | Price
per apartment home excludes value allocated to the retail component, as applicable. |
| (2) | The Company sold its interest in a 55-year-old, 101-unit apartment home community and adjacent marina subject to a ground lease for a
total contract price of $11.0 million. Due to circumstances associated with the transaction, it has been excluded from the price per apartment home calculations. |
See
Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
(Dollars in thousands, except per share data)
The guidance projections below are based on
current expectations and are forward-looking. The guidance on this page is given for Net Operating Income (“NOI”) and Total and Core FFO. See pages S-17.1 to S-17.4 for the definitions of non-GAAP financial measures and other terms.
| Nine Months Ended | 2026 Full-Year Guidance Range | ||||||||||||
| September 30, 2026 (1) | Low End | High End | Comments about 2026 Full-Year Guidance | ||||||||||
| Total NOI from Consolidated Communities
| $ | 1,027,746 | $ | 1,372,400 | $ | 1,378,600 | Includes a range of same-property NOI growth of 2.8% to 3.2%. Reflects investment activity through October | ||||||
| | |||||||||||||
| Management Fees | 6,975 | 8,900 | 9,500 | ||||||||||
| | |||||||||||||
| Interest Expense | |||||||||||||
| Interest expense, before capitalized interest | (197,698 | ) | (267,000 | ) | (266,000 | ) | Includes new $275 million term loan and YTD investment activity | ||||||
| Interest capitalized | 4,651
| 6,400 | 7,000 | ||||||||||
| Net interest expense | (193,047 | ) | (260,600 | ) | (259,000 | ) | |||||||
| Recurring Income and Expenses | |||||||||||||
| Interest and other income | 6,785 | 7,900 | 8,500 | ||||||||||
| FFO
from co-investments | 54,292
| 68,400 | 69,400 | Reflects year-to-date investment and redemption activity | |||||||||
| General and administrative | (46,889 | ) | (62,000 |
) | (64,000 | ) | |||||||
| Corporate-level property management expenses | (40,223 | ) | (53,400 | ) | (54,000 | ) | |||||||
| Non-controlling interest | (7,148 | ) | (9,900
| ) | (9,300 | ) | |||||||
| Total recurring income and expenses | (33,183 | ) | (49,000 | ) | (49,400 | ) | |||||||
| Non-Core Income and Expenses | |||||||||||||
| Tax expense on unconsolidated
co-investments | (2,758 |
) |
(2,758 | ) | (2,758 | ) | |||||||
| Realized and unrealized gains on marketable securities, net | 3,482 | 3,482 | 3,482 | ||||||||||
| Provision for credit losses | 222 | 222 | 222 | ||||||||||
| Equity income
from unconsolidated technology co-investments | 16,154 | 16,154 |
16,154 | ||||||||||
| Income from early redemption of preferred equity investments | 179 | 179 | 179 | ||||||||||
| General and administrative and other, net | (62,835 | ) | (62,835 | ) | (62,835 | ) | |||||||
| Insurance reimbursements and other, net | 342 | 342 | 342 | ||||||||||
| Total
non-core income and expenses | (45,214 | ) | (45,214 | ) | (45,214 | ) | |||||||
| Funds from Operations (2) |
$ | 763,277 | $
| 1,026,486 | $ | 1,034,486 | |||||||
| | |||||||||||||
| Funds from Operations per diluted Share
| $ | 11.47 | $ | 15.42
| $ | 15.54 | |||||||
| | |||||||||||||
| % Change - Funds from Operations | -4.7 | %
| -3.5 |
% | -2.8 | % | |||||||
| | |||||||||||||
| Core Funds from Operations (excludes non-core items) |
$ | 808,491 | $ | 1,071,700 |
$ | 1,079,700 | |||||||
| | |||||||||||||
| Core Funds from Operations per diluted Share | $ | 12.15 |
$ | 16.10 | $ | 16.22 | |||||||
| | |||||||||||||
| % Change - Core Funds from Operations | 1.6 | %
| 1.0 |
% | 1.8 | % | |||||||
| | |||||||||||||
| EPS - Diluted | $ | 4.14 | $ | 5.62 | $ | 5.74 | |||||||
| | |||||||||||||
| Weighted average shares outstanding - FFO calculation | 66,548 | 66,550 | 66,550 | Reflects YTD share repurchases and settlement of outstanding forward sale agreements | |||||||||
| (1) | All non-core items are excluded from the 2026 actuals and included in the
non-core income and expense section of the FFO reconciliation. |
| (2) | 2026 guidance excludes inestimable projected gain/(loss) on sale of real estate and land, gain/(loss) on sale of marketable securities, gain/(loss) on early retirement of debt, and promote income until they are
realized within the reporting period presented in the report. |
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
With respect to the Company’s guidance regarding its projected FFO and Core FFO, which guidance is set forth in the earnings release and on page S-15 of
this supplement, a reconciliation of projected net income per share to projected FFO per share and projected Core FFO per share, as set forth in such guidance, is presented in the table below.
| 2026 Guidance Range (1) | ||||||||||||||||||||
| Nine Months | ||||||||||||||||||||
| Ended September 30, | 4th Quarter 2026
| Full-Year 2026 | ||||||||||||||||||
| 2026 | Low | High
| Low | High | ||||||||||||||||
| EPS - diluted | $ | 4.14 | $ | 1.48 |
$ | 1.60 | $ | 5.62 | $ | 5.74 | ||||||||||
| Conversion from GAAP share count |
(0.13 | ) | (0.06 | ) | (0.06 | ) | (0.19
| ) | (0.19 | ) | ||||||||||
| Impairment Loss | 0.16 | - | - | 0.16 | 0.16 | |||||||||||||||
| Depreciation and amortization | 7.52 | 2.48 | 2.48 |
10.00 |
10.00 |
|||||||||||||||
| Noncontrolling interest related to Operating Partnership units | 0.14 | 0.05 | 0.05 | 0.19 | 0.19 | |||||||||||||||
| Gain on sale of real estate and land | (0.36 | ) | - | - | (0.36 | ) | (0.36 |
) | ||||||||||||
| | ||||||||||||||||||||
| FFO per share - diluted | $ | 11.47 | $ |
3.95 |
$ | 4.07
| $ | 15.42 | $ |
15.54 | ||||||||||
| | ||||||||||||||||||||
| Expensed acquisition and investment related costs | - |
- |
- |
- |
- |
|||||||||||||||
| Tax expense on unconsolidated co-investments | 0.04 | - | - | 0.04 | 0.04 | |||||||||||||||
| Realized and unrealized gains on marketable securities, net | (0.05 | ) |
- | - | (0.05 | ) | (0.05 | ) | ||||||||||||
| Provision for credit losses | - | - | - | - | - | |||||||||||||||
| Equity income from unconsolidated technology co-investments | (0.24 | ) |
- | - | (0.24 | ) | (0.24 | ) | ||||||||||||
| Loss on early retirement of debt, net | - | - | - | - | - | |||||||||||||||
| Income from early redemption of preferred equity investments | - | - | - | - | - | |||||||||||||||
| General and administrative and other, net | 0.94 | - | - | 0.94 | 0.94 | |||||||||||||||
| Insurance reimbursements and other, net | (0.01 | ) | -
| - |
(0.01 |
) | (0.01
| ) | ||||||||||||
| | ||||||||||||||||||||
| Core FFO per share - diluted | $ | 12.15 | $ | 3.95 | $ | 4.07 | $ | 16.10 | $ | 16.22
| ||||||||||
| (1) | 2026 guidance excludes inestimable projected gain/(loss) on sale of real
estate and land, gain/(loss) on sale of marketable securities, gain/(loss) on early retirement of debt, and promote income until they are realized within the reporting period presented in the report. |
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
0
E S S E X P R O P E R T Y T R U S T, I N C.
Adjusted EBITDAre Reconciliation
The
National Association of Real Estate Investment Trusts (“Nareit”) defines earnings before interest, taxes, depreciation and amortization for real estate (“EBITDAre”) (September 2017 White Paper) as net income (computed in accordance with U.S.
generally accepted accounting principles (“U.S. GAAP”)) before interest expense, income taxes, depreciation and amortization expense, and further adjusted for gains and losses from sales of depreciated operating properties, impairment
write-downs of depreciated operating properties, impairment write-downs of investments in unconsolidated entities caused by a decrease in value of depreciated operating properties within the joint venture and adjustments to reflect the
Company’s share of EBITDAre of investments in unconsolidated entities.
The Company believes that EBITDAre is useful to investors, creditors and rating agencies as a supplemental measure of the
Company’s ability to incur and service debt because it is a recognized measure of performance by the real estate industry, and by excluding gains or losses related to sales or impairment of depreciated operating properties, EBITDAre can help
compare the Company’s credit strength between periods or as compared to different companies.
Adjusted EBITDAre represents EBITDAre further adjusted for non-comparable items and is a component
of the credit ratio, “Net Indebtedness Divided by Adjusted EBITDAre, normalized and annualized,” presented on page S-6, in the section titled “Selected Credit Ratios,” and it is not intended to be a measure of free cash flow for management’s
discretionary use, as it does not consider certain cash requirements such as income tax payments, debt service requirements, capital expenditures and other fixed charges.
Adjusted EBITDAre is
an important metric in evaluating the credit strength of the Company and its ability to service its debt obligations. The Company believes that Adjusted EBITDAre is useful to investors, creditors and rating agencies because it allows
investors to compare the Company’s credit strength to prior reporting periods and to other companies without the effect of items that by their nature are not comparable from period to period and tend to obscure the Company’s actual credit
quality.
EBITDAre and Adjusted EBITDAre are not recognized measurements under U.S. GAAP. Because not all companies use identical calculations, the Company’s presentation of EBITDAre and
Adjusted EBITDAre may not be comparable to similarly titled measures of other companies.
The reconciliations of Net Income
available to common stockholders to EBITDAre and Adjusted EBITDAre are presented in the table below:
|
(Dollars in thousands) | Three Months Ended September 30,
2026 | |||
| Net income
available to common stockholders | $ | 98,069 | ||
| Adjustments: | ||||
| Net income attributable to noncontrolling interest | 5,666 | |||
| Interest expense, net (1) |
63,416 | |||
| Depreciation and amortization | 152,552 | |||
| Income tax
provision | 30 | |||
| Gain on sale of real estate and land
| (6,781 | ) | ||
| Gain on sale of co-investment communities | (5,758
| ) | ||
| Impairment loss | 10,709 | |||
| Co-investment
EBITDAre adjustments | 21,007
| |||
| EBITDAre | 338,910 | |||
| Realized and unrealized losses on
marketable securities, net | 508 | |||
| Equity loss from unconsolidated technology co-investments | 33
| |||
| Tax benefit on unconsolidated technology co-investments | (493 | )
| ||
| General and administrative and other, net | 1,504 | |||
| Insurance reimbursements and other, net | (44 | ) | ||
| Adjusted EBITDAre
|
$ | 340,418 | ||
| (1) | Interest expense, net includes items such as gains on
derivatives and the amortization of deferred charges. |
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S
T, I N C.
Reconciliations of Non-GAAP Financial Measures and Other Terms
Annualized Turnover
Annualized turnover is defined as the number of
apartment homes turned over during the quarter, annualized, divided by the total number of apartment homes.
Financial Occupancy
Financial occupancy is defined as the percentage resulting from dividing actual rental income by total scheduled rental income. Actual rental income represents contractual rental income pursuant to leases
without considering delinquency and concessions. Total scheduled rental income 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.
New Lease Net Effective Rate Growth and Renewal Net Effective Rate Growth
New lease net effective rate growth and renewal net effective rate growth represent the percentage change in all lease tradeouts, including the impact of leasing incentives. Prior to 2026, the rate growth was based on
the change in similar term lease tradeouts, including the impact of leasing incentives, and all periods presented have been updated to conform with the current methodology.
Disposition Yield
Net operating income that the Company anticipates giving up in the next 12 months less an estimate of property management
costs allocated to the project divided by the gross sales price of the asset.
Acquisition Yield
Net operating income that the Company expects to achieve in the next 12 months less an estimate of property management costs allocated to the project and less an estimate
for capital expenditures per unit divided by the gross sales price of the asset.
Encumbered
Encumbered means any mortgage, deed of trust, lien, charge, pledge, security interest, security agreement or other encumbrance of any kind.
Funds From Operations (“FFO”) and Core FFO
FFO, as defined by Nareit, is generally considered by industry analysts as an appropriate measure of performance of an equity REIT. Generally, FFO adjusts the net income of equity REITs
for non-cash charges such as depreciation and amortization of rental properties, impairment charges, gains on sales of real estate and extraordinary items. Management considers FFO and FFO which excludes non-core items, which is referred to
as “Core FFO,” to be useful supplemental operating performance measures of an equity REIT because, together with net income and cash flows, FFO and Core FFO provide investors with additional bases to evaluate the operating performance and
ability of a REIT to incur and service debt and to fund acquisitions and other capital expenditures and to pay dividends. By excluding gains or losses related to sales of depreciated operating properties and land and excluding real estate
depreciation (which can vary among owners of identical assets in similar condition based on historical cost accounting and useful life estimates), FFO can help investors compare the operating performance of a real estate company between
periods or as compared to different companies. By further adjusting for items that are not considered part of the Company’s core business operations, Core FFO allows investors to compare the core operating performance of the Company to its
performance in prior reporting periods and to the operating performance of other real estate companies without the effect of items that by their nature are not comparable from period to period and tend to obscure the Company’s actual
operating results.
FFO and Core FFO do not represent net income or cash flows from operations as defined by U.S. GAAP and are not intended to indicate whether cash flows will be sufficient to
fund cash needs. These measures should not be considered as alternatives to net income as an indicator of the REIT’s operating performance or to cash flows as a measure of liquidity. FFO and Core FFO do not measure whether cash flow is
sufficient to fund all cash needs including principal amortization, capital improvements and distributions to stockholders. FFO and Core FFO also do not represent cash flows generated from operating, investing or financing activities as
defined under GAAP. Management has consistently applied the Nareit definition of FFO to all periods presented. However, there is judgment involved and other REITs’ calculation of FFO may vary from the Nareit definition for this measure, and
thus their disclosures of FFO may not be comparable to the Company’s calculation.
The reconciliations of FFO and Core FFO per diluted share are detailed on page S-3 in the section titled
“Consolidated Funds From Operations”.
Interest Expense, Net
Interest expense, net is presented on page S-1 in the section titled “Consolidated Operating Results”. Interest expense, net includes items such as gains
on derivatives and the amortization of deferred charges and is presented in the table below:
| Three Months Ended | Nine Months Ended | |||||||||||||||
| (Dollars in thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Interest expense | $ | 64,755 | $ |
64,660 | $ | 197,155 | $ | 192,654 | ||||||||
| Adjustments: | ||||||||||||||||
| Total return swap income | (1,339 | ) |
(1,329 | ) | (4,108 | ) | (3,600 | ) |
||||||||
| Interest expense, net | $ | 63,416 | $ | 63,331 | $ | 193,047 | $ |
189,054 | ||||||||
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S
T, I N C.
Reconciliations of Non-GAAP Financial Measures and Other Terms
Net Indebtedness Divided by Adjusted EBITDAre
This credit
ratio is presented on page S-6 in the section titled “Selected Credit Ratios.” This credit ratio is calculated by dividing net indebtedness by Adjusted EBITDAre, as annualized based on the most recent quarter, and adjusted for estimated net
operating income from properties acquired or disposed of during the quarter. This ratio is presented by the Company because it provides rating agencies and investors an additional means of comparing the Company’s ability to service debt
obligations to that of other companies. Net indebtedness is total debt, net less unamortized premiums, discounts, debt issuance costs, unrestricted cash and cash equivalents, and marketable securities. The reconciliation of Adjusted EBITDAre
is set forth in “Adjusted EBITDAre Reconciliation” on page S-17.1 The calculation of this credit ratio and a reconciliation of net indebtedness to total debt at pro rata share for co-investments, net is presented in the table below:
| (Dollars in thousands) | September 30, 2026 | |||
| Total consolidated debt, net | $ | 6,605,814 | ||
| Total debt from co-investments at pro rata share |
885,457 | |||
| Adjustments: | ||||
| Consolidated unamortized premiums,
discounts, and debt issuance costs | 32,944 | |||
| Pro rata
co-investments unamortized premiums, discounts, and debt issuance costs | 5,180 | |||
| Consolidated cash and cash equivalents-unrestricted | (72,059 | ) | ||
| Pro rata co-investment cash and cash equivalents-unrestricted
| (31,713
| ) | ||
| Marketable securities | (102,665 | ) | ||
| Net Indebtedness |
$ |
7,322,958 | ||
| | ||||
| Adjusted EBITDAre, annualized (1) | $ | 1,361,672 | ||
| Other EBITDAre normalization adjustments, net, annualized (2) | (6,520 | ) | ||
| Adjusted EBITDAre, normalized and annualized | $ | 1,355,152 | ||
| | ||||
| Net Indebtedness Divided by Adjusted EBITDAre, normalized and annualized | 5.4 | |||
| (1) | Based
on the amount for the most recent quarter, multiplied by four. |
| (2) | Adjustments made for properties in lease-up, acquired, or disposed during the most recent quarter and other partial quarter activity, multiplied by four. |
Net Operating Income (“NOI”) and Same-Property NOI Reconciliations
NOI and same-property NOI are considered by
management to be important supplemental performance measures to earnings from operations included in the Company’s consolidated statements of income. The presentation of same-property NOI assists with the presentation of the Company’s
operations prior to the allocation of depreciation and any corporate-level or financing-related costs. NOI reflects the operating performance of a community and allows for an easy comparison of the operating performance of individual
communities or groups of communities.
In addition, because prospective buyers of real estate have different financing and overhead structures, with varying marginal impacts to overhead by
acquiring real estate, NOI is considered by many in the real estate industry to be a useful measure for determining the value of a real estate asset or group of assets. The Company defines same-property NOI as same-property revenues less
same-property operating expenses, including property taxes. Please see the reconciliation of earnings from operations to NOI and same-property NOI, which in the table below is the NOI for stabilized properties consolidated by the Company for
the periods presented:
| Three Months Ended |
Nine Months Ended | |||||||||||||||
| (Dollars in thousands)
| September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | | |||||||||||
| Earnings from operations
| $ | 156,760
| $ | 210,399 | $ | 421,326 | $ | 747,180 | ||||||||
| Adjustments: | ||||||||||||||||
| Corporate-level property management expenses | 13,393 | 12,216 | 40,223 | 36,768 | ||||||||||||
| Depreciation and amortization | 152,552 | 151,489 | 461,520 | 454,277 | ||||||||||||
| Management and other fees from affiliates | (2,344 | ) | (2,361 | )
| (6,975 | ) | (7,078 | ) | ||||||||
| General and
administrative | 16,561 | 18,058 | 109,724 | 51,507 |
||||||||||||
| Expensed acquisition and investment related costs | - | 25 | - | 25 | ||||||||||||
| Impairment loss
| 10,709 | - | 10,709 | - | ||||||||||||
| Gain on sale of real estate and land | (6,781 | ) | (62,320 | ) | (8,781 | ) |
(299,524 | ) | ||||||||
| NOI | 340,850 | 327,506 | 1,027,746 | 983,155 | ||||||||||||
|
Less: Non-same-property NOI | (27,662 | ) | (23,818
| ) | (85,396 | ) | (70,738 | ) | ||||||||
| Same-Property NOI | $ | 313,188 | $ | 303,688 | $ |
942,350
| $ | 912,417 | ||||||||
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
E S S E X P R O P E R T Y T R U S T, I N C.
Reconciliations of Non-GAAP Financial Measures and Other Terms
Public Bond Covenants
Public Bond Covenants refer to certain covenants set forth in instruments
governing the Company’s unsecured indebtedness. These instruments require the Company to meet specified financial covenants, including covenants relating to net worth, fixed charge coverage, debt service coverage, the amounts of total
indebtedness and secured indebtedness, leverage and certain investment limitations. These covenants may restrict the Company’s ability to expand or fully pursue its business strategies. The Company’s ability to comply with these covenants may
be affected by changes in the Company’s operating and financial performance, changes in general business and economic conditions, adverse regulatory developments or other events adversely impacting it. The breach of any of these covenants
could result in a default under the Company’s indebtedness, which could cause those and other obligations to become due and payable. If any of the Company’s indebtedness is accelerated, the Company may not be able to repay it. For risks
related to failure to comply with these covenants, see “Item 1A: Risk Factors - Risks Related to Our Indebtedness and Financings” in the Company’s annual report on Form 10-K and other reports filed by the Company with the Securities and
Exchange Commission (“SEC”).
The ratios set forth on page S-6 in the section titled “Public Bond Covenants” are provided only to show the Company’s compliance with
certain specified covenants that are contained in indentures related to the Company’s issuance of Senior Notes, which indentures are filed by the Company with the SEC. See, for example, the indenture and supplemental indenture dated December
12, 2025, filed by the Company as Exhibit 4.1 and Exhibit 4.2 to the Company’s Form 8-K, filed on December 12, 2025. These ratios should not be used for any other purpose, including without limitation to evaluate the Company’s financial
condition or results of operations, nor do they indicate the Company’s covenant compliance as of any other date or for any other period. The capitalized terms in the disclosure are defined in the indentures filed by the Company with the SEC
and may differ materially from similar terms used by other companies that present information about their covenant compliance.
Same-Property Revenue
Growth with Concessions on a GAAP basis
| Three Months Ended |
Nine Months Ended | |||||||||||||||
| (Dollars in millions)
| September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Reported rental revenue (1) | $ | 450.0 | $ | 436.7 | $
| 1,337.4 | $ | 1,300.0 | ||||||||
| Straight-line rent impact to rental revenue | (0.1 | ) | 0.3 | (0.5 | ) | 0.2 | ||||||||||
| GAAP rental revenue
| $ | 449.9 | $ | 437.0 | $ | 1,336.9 | $ | 1,300.2 | ||||||||
| % change - reported rental revenue | 3.0 | % | 2.9 | % | ||||||||||||
| % change - GAAP rental revenue |
2.9 | % | 2.8 | % | ||||||||||||
| (1) | Same-property rental
revenue reflects concessions on a cash basis. |
Secured Debt
Secured Debt means debt of the Company or any of its subsidiaries which is secured by an encumbrance on any property or assets of the Company or any of its subsidiaries. The Company’s total amount of Secured Debt is
set forth on page S-5.
Unencumbered NOI to Adjusted Total NOI
This ratio is presented on page S-6 in the section titled “Selected Credit Ratios”. Unencumbered NOI means the sum of NOI for those real estate assets which are not subject to an encumbrance securing debt. The ratio of Unencumbered
NOI to Adjusted Total NOI for the three months ended September 30, 2026, annualized, is calculated by dividing Unencumbered NOI, annualized for the three months ended September 30, 2026 and as further adjusted for pro forma NOI for properties
acquired or sold during the recent quarter, by Adjusted Total NOI as annualized. The calculation and reconciliation of NOI is set forth in “Net Operating Income (“NOI”) and Same-Property NOI Reconciliations” above. This ratio is presented by
the Company because it provides rating agencies and investors an additional means of comparing the Company’s ability to service debt obligations to that of other companies.
The calculation of this ratio is presented in the table below:
| (Dollars
in thousands) | Annualized Q3 ‘26 (1) | |||
| NOI | $ | 1,363,400 | ||
| Adjustments:
| ||||
| Pro forma NOI from real estate assets sold and/or acquired | (1,722 | ) | ||
| Other, net (2) | (4,722 | ) | ||
|
Adjusted Total NOI | 1,356,956 | |||
| Less: Encumbered NOI | (92,321 | ) | ||
| Unencumbered NOI | $ | 1,264,635 | ||
| Encumbered NOI | $ |
92,321 | ||
| Unencumbered NOI |
1,264,635 | |||
| Adjusted Total NOI | $ | 1,356,956 | ||
| Unencumbered
NOI to Adjusted Total NOI | 93 | % | ||
| (1) | This table is based on the amounts for the most recent quarter, multiplied by four. |
| (2) | Includes intercompany eliminations pertaining to self-insurance and other expenses. |
See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information
S-17.4

