10-K

REGENCY CENTERS CORP (REG)

10-K 2024-02-16 For: 2023-12-31
View Original
Added on April 04, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31,

2023

or

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number

1-12298

(Regency Centers Corporation)

Commission File Number

0-24763

(Regency Centers, L.P.)

REGENCY CENTERS CORPORATION

REGENCY CENTERS, L.P.

(Exact name of registrant as specified in its charter)

Florida (REGENCY CENTERS CORPORATION) 59-3191743
Delaware (REGENCY CENTERS, L.P.) 59-3429602
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
One Independent Drive, Suite 114<br><br>Jacksonville, Florida 32202 (904) 598-7000
(Address of principal executive offices) (zip code) (Registrant's telephone number, including area code)

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

Regency Centers Corporation

Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, $0.01 par value REG The Nasdaq Stock Market LLC
6.250% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share REGCP The Nasdaq Stock Market LLC
5.875% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share REGCO The Nasdaq Stock Market LLC

Regency Centers, L.P.

Title of each class Trading Symbol Name of each exchange on which registered
None N/A N/A

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

Regency Centers Corporation: None

Regency Centers, L.P.: Units of Partnership Interest

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Regency Centers Corporation Yes ☒ No ☐ Regency Centers, L.P. Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act

Regency Centers Corporation Yes ☐ No ☒ Regency Centers, L.P. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Regency Centers Corporation Yes ☒ No ☐ Regency Centers, L.P. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Regency Centers Corporation Yes ☒ No ☐ Regency Centers, L.P. Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

Regency Centers Corporation:

Large accelerated filer Accelerated filer Emerging growth company
Non-accelerated filer Smaller reporting company

Regency Centers, L.P.:

Large accelerated filer Accelerated filer Emerging growth company
Non-accelerated filer Smaller reporting company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Regency Centers Corporation ☐ Regency Centers, L.P. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

Regency Centers Corporation ☒ Regency Centers, L.P. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.1

Regency Centers Corporation ☐ Regency Centers, L.P. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to Section 240.10D-1(b).1

Regency Centers Corporation ☐ Regency Centers, L.P. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Regency Centers Corporation Yes ☐ No ☒ Regency Centers, L.P. Yes ☐ No ☒

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrants' most recently completed second fiscal quarter.

Regency Centers Corporation $10.5 billion Regency Centers, L.P. N/A

The number of shares outstanding of the Regency Centers Corporation’s common stock was 184,578,554 as of February 15, 2024.

Documents Incorporated by Reference

Portions of Regency Centers Corporation's proxy statement, prepared in connection with its upcoming 2024 Annual Meeting of Shareholders, are incorporated by reference in Part III of this Annual Report on Form 10-K to the extent described therein.

1 Per SEC guidance, this blank checkbox is included on this cover page but no disclosure with respect thereto shall be made until the adoption and effectiveness of related stock exchange listing standards.

EXPLANATORY NOTE

This Annual Report on Form 10-K (this "Report") combines the annual reports on Form 10-K for the year ended December 31, 2023, of Regency Centers Corporation and Regency Centers, L.P. Unless stated otherwise or the context otherwise requires, references to "Regency Centers Corporation" or the "Parent Company" mean Regency Centers Corporation and its controlled subsidiaries and references to "Regency Centers, L.P." or the "Operating Partnership" mean Regency Centers, L.P. and its controlled subsidiaries. The terms "the Company," "Regency Centers," "Regency," "we," "our," and "us" as used in this Report mean the Parent Company and the Operating Partnership, collectively.

The Parent Company is a real estate investment trust ("REIT") and the general partner of the Operating Partnership. As the sole general partner of the Operating Partnership, the Parent Company has exclusive control of the Operating Partnership's day-to-day management. The Operating Partnership's capital includes general and limited common partnership units ("Common Units"). As of December 31, 2023, the Parent Company owned approximately 99.4% of the Common Units in the Operating Partnership. The remaining Common Units, which are all limited Common Units, are owned by third party investors. In addition to the Common Units, the Operating Partnership has also issued two series of preferred units: the 6.250% Series A Cumulative Redeemable Preferred Units (the “Series A Preferred Units”) and the 5.875% Series B Cumulative Redeemable Preferred Units (the “Series B Preferred Units”). The Parent Company currently owns all of the Series A Preferred Units and Series B Preferred Units. The Series A Preferred Units and Series B Preferred Units are sometimes referred to collectively as the “Preferred Units."

The Company believes combining the annual reports on Form 10-K of the Parent Company and the Operating Partnership into this single report provides the following benefits:

• Enhances investors' understanding of the Parent Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;

• Eliminates duplicative disclosure and provides a more streamlined and readable presentation; and

• Creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.

Management operates the Parent Company and the Operating Partnership as one business. The management of the Parent Company consists of the same individuals as the management of the Operating Partnership. These individuals are officers of the Parent Company, and officers and employees of the Operating Partnership.

The Company believes it is important to understand the key differences between the Parent Company and the Operating Partnership in the context of how the Parent Company and the Operating Partnership operate as a consolidated company. The Parent Company is a REIT, whose only material asset is its ownership of Common and Preferred Units of the Operating Partnership. As a result, the Parent Company does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing public equity from time to time and guaranteeing certain debt of the Operating Partnership. Except for $200 million of unsecured private placement debt, the Parent Company does not hold any indebtedness, but guarantees all of the unsecured debt of the Operating Partnership. The Operating Partnership, directly or indirectly, is also the co-issuer and guarantor of the $200 million Parent Company’s unsecured private placement debt referenced above. The Operating Partnership holds all the assets of the Company and ownership of the Company's subsidiaries and equity interests in its joint ventures. Except for net proceeds from public equity issuances by the Parent Company, which are contributed to the Operating Partnership in exchange for Common Units or Preferred Units, the Operating Partnership generates all other capital required by the Company's business. These sources include the Operating Partnership's operations, its direct or indirect incurrence of indebtedness, and the issuance of Common Units and Preferred Units

Shareholders' equity, partners' capital, and noncontrolling interests are the main areas of difference between the Consolidated Financial Statements of the Parent Company and those of the Operating Partnership. The Operating Partnership's capital includes the Common Units and the Preferred Units. The limited partners' Common Units in the Operating Partnership owned by third parties are accounted for in partners' capital in the Operating Partnership's financial statements and outside of shareholders' equity in noncontrolling interests in the Parent Company's financial statements. The Preferred Units owned by the Parent Company are eliminated in consolidation in the accompanying consolidated financial statements of the Parent Company and are classified as preferred units of general partner in the accompanying consolidated financial statements of the Operating Partnership.

In order to highlight the differences between the Parent Company and the Operating Partnership, there are sections in this Report that separately discuss the Parent Company and the Operating Partnership, including separate financial statements, controls and procedures sections, and separate Exhibit 31 and 32 certifications. In the sections that combine disclosure for the Parent Company and the Operating Partnership, this Report refers to actions or holdings as being actions or holdings of the Company.

As general partner with control of the Operating Partnership, the Parent Company consolidates the Operating Partnership for financial reporting purposes, and the Parent Company does not have assets other than its investment in the Operating Partnership. Therefore, while shareholders' equity and partners' capital differ as discussed above, the assets and liabilities of the Parent Company and the Operating Partnership are the same on their respective financial statements.

TABLE OF CONTENTS

Item No. Form 10-K<br><br>Report Page
PART I
1. Business 1
1A. Risk Factors 9
1B. Unresolved Staff Comments 22
1C. Cybersecurity 22
2. Properties 24
3. Legal Proceedings 41
4. Mine Safety Disclosures 41
PART II
5. Market for the Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities 41
6. Reserved 42
7. Management's Discussion and Analysis of Financial Condition and Results of Operations 43
7A. Quantitative and Qualitative Disclosures About Market Risk 58
8. Consolidated Financial Statements and Supplementary Data 59
9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 126
9A. Controls and Procedures 126
9B. Other Information 127
9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspection 128
PART III
10. Directors, Executive Officers, and Corporate Governance 128
11. Executive Compensation 128
12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 128
13. Certain Relationships and Related Transactions, and Director Independence 128
14. Principal Accountant Fees and Services 129
PART IV
15. Exhibits and Financial Statement Schedules 130
16. Form 10-K Summary 136
SIGNATURES
17. Signatures 137

Forward-Looking Statements

Certain statements in this document regarding anticipated financial, business, legal or other outcomes including business and market conditions, outlook and other similar statements relating to Regency's future events, developments, or financial or operational performance or results, are "forward-looking statements" made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as "may," "will," "could," "should," "would," "expect," "estimate," "believe," "intend," "forecast," "project," "plan," "anticipate," "guidance," and other similar language. However, the absence of these or similar words or expressions does not mean a statement is not forward-looking. While we believe these forward-looking statements are reasonable when made, forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance these expectations will be attained, and it is possible actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties.

Our operations are subject to a number of risks and uncertainties including, but not limited to, risk factors described in "Item 1A. Risk Factors" of this Report. When considering an investment in our securities, you should carefully read and consider these risks, together with all other information in our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and our other filings with and submissions to the Securities and Exchange Commission ("SEC"), including those made in connection with the Company's acquisition of Urstadt Biddle Properties Inc. (“UBP” or “Urstadt Biddle”). If any of the events described in the risk factors actually occur, our business, financial condition or operating results, as well as the market price of our securities, could be materially adversely affected. Forward-looking statements are only as of the date they are made, and Regency undertakes no duty to update its forward-looking statements, whether as a result of new information, future events or developments or otherwise, except as and to the extent required by law.

PART I

Item 1. Business

Regency Centers Corporation is a fully integrated real estate company and self-administered and self-managed real estate investment trust that began its operations as a publicly-traded REIT in 1993. Our corporate headquarters are located at One Independent Drive, Suite 114, Jacksonville, Florida. Regency Centers, L.P. is a subsidiary through which Regency Centers Corporation conducts substantially all of its operations, and which owns, directly or indirectly, substantially all of its assets. Our business consists of acquiring, developing, owning, and operating income-producing retail real estate principally located in suburban trade areas with compelling demographics within the United States of America ("USA" or "United States"). We generate revenues by leasing space to necessity, service, convenience, and value-based retailers serving the essential needs of our communities. Regency has been an S&P 500 Index member since 2017. Our business experienced material growth in 2023 due to our acquisition of UBP which is further discussed in "Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

As of December 31, 2023, we had full or partial ownership interests in 482 properties, primarily anchored by market leading grocery stores, encompassing 56.8 million square feet ("SF") of gross leasable area ("GLA"). Our Pro-rata share of this GLA is 48.6 million square feet, including our share of properties owned through unconsolidated real estate partnerships.

We are a preeminent national owner, operator, and developer of neighborhood and community shopping centers predominantly located in suburban trade areas with compelling demographics that have strategic attributes supporting growth through economic cycles. Our mission is to create thriving environments for retailers and service providers to connect with surrounding neighborhoods and communities. Our vision is to elevate quality of life as an integral thread in the fabric of our communities. Our portfolio includes thriving properties merchandised with highly productive grocers, restaurants, service providers, and best-in-class retailers that connect with their neighborhoods, communities, and customers.

Our values:

• We are our people: Our people are our greatest asset, and we believe that a talented team from diverse backgrounds and experiences makes us better.

• We do what is right: We act with unwavering standards of honesty and integrity.

• We connect with our communities: We promote philanthropic ideas and strive for the betterment of our neighborhoods by giving our time and financial support.

• We are responsible: Our duty is to balance purpose and profit, being good stewards of capital and the environment for the benefit of all our stakeholders.

• We strive for excellence: When we are passionate about what we do, it is reflected in our performance.

• We are better together: When we listen to each other and our customers, we will succeed together.

Our goals are to:

• Own and manage a portfolio of high-quality neighborhood and community shopping centers anchored primarily by market leading grocers and principally located in suburban trade areas in the most desirable metro areas in the United States. We believe that this strategy will result in highly desirable and attractive centers with best-in-class retailers. These centers should command higher rental and occupancy rates resulting in excellent prospects to grow net operating income ("NOI");

• Create shareholder value by increasing earnings and dividends per share that generate total returns at or near the top of our shopping center peers;

• Maintain an industry leading, disciplined development and redevelopment platform to create exceptional retail centers that deliver favorable returns;

• Support our business activities with a conservative capital structure, including a strong balance sheet with sufficient liquidity to meet our capital needs together with a carefully constructed debt maturity profile;

• Implement leading environmental, social, and governance ("ESG") practices through our Corporate Responsibility program to support and enhance our business goals and objectives; and

• Engage and retain an exceptional and diverse team that is guided by our strong values, while fostering an environment of innovation and continuous improvement.

Key strategies to achieve our goals are to:

• Generate same property NOI growth that over the long-term consistently ranks at or near the top of our shopping center peers;

• Reinvest free cash flow and portfolio enhancement disposition proceeds into high-quality developments, redevelopments and acquisitions in a long term accretive manner;

• Maintain a conservative balance sheet that provides liquidity, financial flexibility and cost-effective funding of investment opportunities, while also managing debt maturities that enable us to weather economic downturns;

• Pursue best-in-class ESG programs and practices; and

• Attract, retain, and engage an exceptional and diverse team that is guided by our values while fostering an environment of innovation and continuous improvement.

Competition

We are among the largest owners of shopping centers in the USA based on revenues, number of properties, GLA, and market capitalization. There are numerous companies and individuals engaged in our line of business that compete with us in our targeted markets, including grocery store chains that own shopping centers and also anchor some of our shopping centers. This dynamic results in competition for attracting tenants as well as acquiring existing shopping centers and new development sites. In addition, brick and mortar shopping centers face continued competition from alternative shopping and delivery methods. We believe that our competitive advantages are driven by:

• the market areas in which we operate, and the locations of our shopping centers within those trade areas;

• the quality of our shopping centers including our strategy of maintaining and renovating these centers to our high standards;

• the compelling demographics surrounding our shopping centers;

• our relationships with our anchor, shop, and out-parcel tenants;

• our experienced leadership team and cycle-tested expertise; and

• our ability to successfully develop, redevelop, and acquire shopping centers.

Corporate Responsibility and Human Capital

To execute our mission, which is to create thriving environments for retailers and service providers to connect with surrounding neighborhoods and communities, we strive to achieve best-in-class corporate responsibility. For this reason, corporate responsibility, including our focus on ESG practices that support and enhance our business, is a foundational strategy of Regency. We believe that alignment of strategy and business sustainability is critical to the long-term success of our Company, our shareholders, the environment, and the communities in which we operate. To achieve this alignment, our corporate responsibility (which term we use interchangeably with “ESG”) practices are built on four pillars:

• Our People;

• Our Communities;

• Ethics and Governance; and

• Environmental Stewardship.

These practices are guided by three overarching concepts: long-term value creation, our Regency brand and reputation, and the importance of maintaining our culture, which has been a crucial driver of our long-term success. Our continued commitment to these concepts helps to guide our business strategy, and identify and focus on key corporate responsibility-related drivers that we expect to contribute to our future success.

We regularly review our corporate responsibility strategies, goals, and objectives under these four pillars with our Board of Directors (or the "Board") and its committees, which oversee our programs. More information about our corporate responsibility strategy, goals, performance, and reporting, including our annual Corporate Responsibility Report, and our policies and practices related to corporate responsibility, is available on our website at www.regencycenters.com. The content of our website and other information contained therein, including relating to corporate responsibility, is not incorporated by reference into this Report or in any other report or document we file with the SEC, and any references to our website are intended to be inactive textual references only.

Our People – Our people are our most important asset, and we strive to ensure that they are engaged, passionate about their work, connected to their teams, and supported to deliver their best performance. Regency recognizes and values the importance to the Company's success of attracting and retaining talented individuals with different skills, backgrounds, and experiences to encourage diversity of thought and ideas. In addition, we strive to maintain a safe and healthy workspace, promote employee well-being, and empower our employees by focusing on their personal and professional development through training and education opportunities.

As of December 31, 2023, we had 497 employees, including 5 part-time employees. We presently maintain 24 market offices nationwide, including our corporate headquarters in Jacksonville, Florida. None of our employees are represented by a collective bargaining unit, and we believe our relationship with our employees is good.

In 2023, we continued implementing our comprehensive diversity, equity, and inclusion ("DEI") strategy focused on promoting and advancing diversity across our organization. The goals of this strategy are to attract, recruit, and retain a diverse group of employees to grow, develop, and succeed, as we collectively work to implement our mission and contribute to the long-term success of the organization. Furthermore, aligned with our near-and long-term human capital goals, we remained focused on employee engagement, leveraging our annual employee survey to identify opportunities to improve and further engage our people.

Diversity, Equity, and Inclusion - We believe that much of our success is rooted in the diversity and inclusion of our teams and our commitment to a diverse and inclusive culture. We continue to foster a culture in which everyone is respected, valued, and has an equal opportunity to contribute and thrive. Our shopping centers are in trade areas throughout the U.S. and our tenants and visitors to our centers represent a cross section of those communities. We remain focused on building a workforce that represents the many tenants and visitors to our centers we serve and the communities in which we operate.

Our most recent U.S. Equal Employment Opportunity Commission EEO-1 survey data can be found on our website, including additional information related to employee gender and ethnic diversity.

Human Rights – Regency is committed to a workplace free from discrimination and harassment and is focused on advancing fundamental human rights. Anti-discrimination and anti-harassment training is provided to all employees at orientation, and annually thereafter.

Talent Attraction and Retention – Our core values place a strong importance on our people, which we believe make us an employer of choice. We understand the importance of attracting and retaining the best talent to sustain our history of success and build long-term value. We strive to offer some of the most competitive pay and benefits in the industry in which we operate and are continually looking for new opportunities to ensure that we attract and retain our people.

Training and Development– We strive to provide an environment where our people are connected to their teams, passionate about what they do, and supported to deliver their best efforts and results. From individual contributors to managers and senior leaders, we want to empower our employees to take control of their career growth and realize their full potential through meaningful training and development opportunities.

Health, Safety, and Well-Being – The safety, health, and well-being of our people are a top priority for Regency. We strive to provide a benefit package that is comprehensive, competitive, and thoughtfully designed to attract and retain the best in the business. We prioritize employee safety at our centers and offices, and require contractors working at our sites to engage in safe work practices.

Our Communities – Our predominately grocery-anchored neighborhood and community shopping centers provide many benefits to the communities in which we live and work, including significant local economic impacts in the form of investment, jobs, and taxes. Our local teams are passionate about investing in and engaging with our communities as they customize and cultivate our centers to create a distinctive environment to bring our tenants and shoppers together for the best retail experience.

We believe philanthropy and charitable giving are important elements of our corporate responsibility commitment to the communities in which we operate. Throughout 2023, Regency supported its employees to serve and invest in community organizations through volunteer and financial support. Charitable contributions were made directly by the Company, as well as by the vast majority of our employees who donated their time and money to local non-profits directly serving their communities. Furthermore, as part of our strategy, we continued to improve our communities by investing in property enhancements and placemaking at our new and existing shopping centers.

Ethics and Governance – As long-term stewards of our investors’ capital, we are committed to best-in-class corporate governance. To create long-term value for our stakeholders, we place great emphasis on our culture and core values, the integrity and transparency of our reporting practices, and our overall governance structure in respect of oversight and shareholder rights.

To continue to strive for the best achievable mix of skills, experience, backgrounds, tenures, and competencies, including gender, ethnicity, age, and other attributes, Regency’s Board of Directors annually reviews its overall composition and succession planning process. As an outcome of this process, on September 26, 2022, the Company's Board of Directors elected Kristin A. Campbell to serve as one of the Regency's directors effective January 15, 2023. Ms. Campbell’s skill set, background, experience and competencies align with Regency’s ongoing commitment to board refreshment and best-in-class corporate governance.

Environmental Stewardship – We believe sustainability is in the best interest of our investors, tenants, employees, and the communities in which we operate, and we strive to integrate sustainable practices throughout our business.

We have identified eight strategic priorities to foster sustainable business practices and minimize both our environmental impact and the long-term risks to Regency’s business: green building, energy efficiency, electric vehicle charging stations, renewable energy, greenhouse gas emissions (“GHG”) reduction, water conservation, waste management, and climate change as it applies to our real estate portfolio. We believe these strategic priorities are not only the right thing to do to address environmental concerns such as climate change, resource scarcity and pollution (including GHG emissions reduction), but also support our achievement of key strategic financial and business objectives relating to our operations and development and redevelopment projects.

Throughout 2023, we continued to make progress towards our target to reduce GHG emissions and collaborate closely with our tenants to minimize their operational environmental impact. Aligned with the Science Based Targets initiative (SBTi), our target aims to reduce our absolute Scope 1 and 2 GHG emissions by 28% by 2030, measured against a 2019 baseline year, and to achieve net-zero Scope 1 and 2 GHG emissions across all operations by 2050. In addition, the Company has established targets to enhance energy efficiency, manage water and waste responsibly and invest in renewable energy sources and electric vehicle charging stations. These targets reflect our proactive stance in addressing environmental challenges and contributing to a more sustainable future. Regency’s progress towards these targets, together with our strategy and efforts influenced by climate change, are further described in our 2022 Corporate Responsibility Report. Based on our current estimates and asset base, we do not expect the pursuit of these targets to materially impact our operating results and financial condition.

As a long-term owner, operator, and developer of real estate, we acknowledge the potential for climate change to have a material impact on our properties, people, and long-term success. Regency wants to ensure that our properties can safely, sustainably, and responsibly withstand the test of time. We continue to refine our understanding of our exposure to climate-related impacts by conducting ongoing property-level analysis as well as the risks that climate change may pose to our business.

Compliance with Governmental Regulations

We are subject to various regulatory and tax-related requirements within the jurisdictions in which we operate. Changes to such requirements may result in unanticipated material financial impacts or adverse tax consequences and could materially affect our operating results and financial condition. Significant regulatory requirements include the laws and regulations described below.

REIT Laws and Regulations

We have elected to be taxed as a REIT under the federal income tax laws. As a REIT, we are generally not subject to federal income tax on taxable income that we distribute to our shareholders. Under the Internal Revenue Code (the "Code"), REITs are subject to numerous regulatory requirements, including the requirement to generally distribute at least 90% of taxable income each year. We will be subject to federal income tax on our taxable income at regular corporate rates if we fail to qualify as a REIT for tax purposes in any taxable year, or to the extent we distribute less than 100% of our taxable income. We will also generally not qualify for treatment as a REIT for federal income tax purposes for four years following the year during which qualification is lost. Even if we qualify as a REIT for federal income tax purposes, we may be subject to certain state and local income and franchise taxes and to federal income and excise taxes on our undistributed taxable income.

We have elected to treat certain of our subsidiaries as taxable REIT subsidiaries ("TRS"). In general, a TRS may engage in any real estate business and certain non-real estate businesses, subject to certain limitations under the Code. A TRS is subject to federal and state income taxes which, to date, have not been material to us.

Environmental Laws and Regulations

Under various federal, state and local laws, ordinances and regulations (collectively, "environmental laws"), we may be liable for some or all of the cost to assess and remediate certain hazardous substances at our shopping centers. To the extent any environmental issues arise, they most typically stem from the historic practices of current and former dry cleaners, gas stations, and other similar businesses at our centers, as well as the presence of asbestos in some structures. These environmental laws often impose liability without regard to whether the owner knew of, or committed the acts or omissions that caused the presence of the hazardous substances. The presence of such substances, or the failure to properly address contamination caused by such substances, may adversely affect our ability to sell or lease the property or borrow using the property as collateral, and could result in claims by and liabilities to third parties relating to contamination that emanated from our properties. Although we have a number of properties that could require or are currently undergoing varying levels of assessment and remediation, known environmental liabilities are not currently expected to have a material impact on our financial condition.

Information About Our Executive Officers

Our executive officers are appointed by our Board of Directors and each of our executive officers has been employed by us for more than five years. As of the date of this Report, our executive officers are:

Name Age Title Executive Officer in<br>Position Shown Since
Martin E. Stein, Jr. 71 Executive Chairman of the Board of Directors 2020 (1)
Lisa Palmer 56 President and Chief Executive Officer 2020 (2)
Michael J. Mas 48 Executive Vice President, Chief Financial Officer 2019 (3)
Alan T. Roth 48 East Region President & Chief Operating Officer 2023 (4)
Nicholas A. Wibbenmeyer 43 West Region President & Chief Investment Officer 2023(5)

(1) Mr. Stein was appointed Executive Chairman of the Board of Directors effective January 1, 2020. Prior to this appointment, Mr. Stein served as Chief Executive Officer from 1993 through December 31, 2019 and Chairman of the Board since 1999.

(2) Ms. Palmer was named Chief Executive Officer effective January 1, 2020, in addition to her responsibilities as President, a position she has held since January 2016. Prior to this appointment, Ms. Palmer served as Chief Financial Officer since January 2013. Prior to that, Ms. Palmer served as Senior Vice President of Capital Markets since 2003 and has been with the Company since 1996.

(3) Mr. Mas assumed the responsibilities of Executive Vice President, Chief Financial Officer effective August 2019. Prior to this appointment, Mr. Mas served as Managing Director, Finance, since February 2017, and Senior Vice President, Capital Markets, since 2013, and has been with the Company since 2003.

(4) Mr. Alan T. Roth was named East Region President & Chief Operating Officer, effective January 1, 2024. Prior to this appointment, Mr. Roth served as Executive Vice President, National Property Operations and East Region President, since 2023, and Senior Managing Director, East Region since 2020. Prior to that, he served as Managing Director Northeast Region since 2016 and has been with the Company since 1997.

(5) Mr. Nicholas A. Wibbenmeyer was named West Region President & Chief Investment Officer, effective January 1, 2024. Prior to this appointment, Mr. Wibbenmeyer served as Executive Vice President, West Region President since 2023 and Senior Managing Director, West Region since 2020. Prior to that, he served as Managing Director of Florida and the Midwest Region since 2016, and has been with the Company since 2005.

Company Website Access and SEC Filings

Our website may be accessed at www.regencycenters.com. All of our filings with the SEC can be accessed free of charge through our website promptly after filing; however, in the event that the website is inaccessible, we will provide paper copies of our most recent annual report on Form 10-K, the most recent quarterly report on Form 10-Q, current reports filed or furnished on Form 8-K, and all

related amendments, excluding exhibits, free of charge upon request. These filings are also accessible on the SEC's website at www.sec.gov. The content of our website is not incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the SEC, and any references to our website are intended to be inactive textual references only.

General Information

Our registrar and stock transfer agent is Broadridge Corporate Issuer Solutions, LLC ("Broadridge"), Edgewood, NY. We offer a dividend reinvestment plan ("DRIP") that enables our shareholders to reinvest dividends automatically, as well as to make voluntary cash payments toward the purchase of additional shares. For more information, contact Broadridge toll free at (877) 830-4936 or our Shareholder Relations Department at (904) 598-7000.

The Company's stock is listed on the NASDAQ Global Select Market, with its common stock traded under the ticker symbol "REG," and the Company's 6.250% Series A Cumulative Redeemable Preferred Stock, and 5.875% Series B Cumulative Redeemable Preferred Stock trade under the ticker symbols "REGCP", and "REGCO", respectively.

Our independent registered public accounting firm is

KPMG LLP

, Jacksonville, Florida, Firm ID

185

.

Annual Meeting of Shareholders

Our 2024 annual meeting of shareholders is currently expected to be held on Wednesday, May 1, 2024, and will be conducted in a virtual-only format to the extent permitted by applicable law.

Non-GAAP Measures

In addition to the required Generally Accepted Accounting Principles ("GAAP") presentations, we use and report certain non-GAAP measures as we believe these measures improve the understanding of our operational results. We believe these non-GAAP measures provide useful information to our Board of Directors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes. We continually evaluate the usefulness, relevance, limitations, and calculation of our reported non-GAAP measures to determine how best to provide relevant information to the public, and thus such reported measures could change.

We do not consider non-GAAP measures an alternative to financial measures determined in accordance with GAAP, rather they supplement GAAP measures by providing additional information we believe to be useful to our shareholders. The principal limitation of these non-GAAP measures is that they may exclude significant expense and income items that are required by GAAP to be recognized in our Consolidated Financial Statements. In addition, they reflect the exercise of management's judgment about which expense and income items are excluded or included in determining these non-GAAP measures. In order to compensate for these limitations, reconciliations of the non-GAAP measures we use to their most directly comparable GAAP measures are provided. Non-GAAP measures should not be relied upon in evaluating the financial condition, results of operations, or future prospects of the Company.

Defined Terms

The following terms, as defined, are commonly used by management and the investing public to understand, and evaluate our operational results, and are included in this document:

• Core Operating Earnings is an additional performance measure we use because the computation of Nareit Funds from Operations ("Nareit FFO") includes certain non-comparable items that affect our period-over-period performance. Core Operating Earnings excludes from Nareit FFO: (i) transaction related income or expenses, (ii) gains or losses from the early extinguishment of debt, (iii) certain non-cash components of earnings derived from straight-line rents, above and below market rent amortization, and debt and derivative mark-to-market amortization, and (iv) other amounts as they occur. We provide reconciliations of both Net Income Attributable to Common Shareholders to Nareit FFO and Nareit FFO to Core Operating Earnings.

• Development Completion is a Property in Development that is deemed complete upon the earlier of: (i) 90% of total estimated net development costs have been incurred and percent leased equals or exceeds 95%, or (ii) the property features at least two years of anchor operations. Once deemed complete, the property is termed a Retail Operating Property.

• Fixed Charge Coverage Ratio is defined as Operating EBITDAre divided by the sum of the gross interest and scheduled mortgage principal paid to our lenders.

• Nareit EBITDAre is a measure of REIT performance, which the National Association of Real Estate Investment Trusts ("Nareit") defines as net income, computed in accordance with GAAP, excluding (i) interest expense, (ii) income tax

expense, (iii) depreciation and amortization, (iv) gains on sales of real estate, (v) impairments of real estate, and (vi) adjustments to reflect the Company's share of unconsolidated partnerships and joint ventures.

• Nareit Funds from Operations ("Nareit FFO") is a commonly used measure of REIT performance, which Nareit defines as net income, computed in accordance with GAAP, excluding gains on sales and impairments of real estate, net of tax, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. We compute Nareit FFO for all periods presented in accordance with Nareit's definition.

Companies use different depreciable lives and methods, and real estate values historically fluctuate with market conditions. Since Nareit FFO excludes depreciation and amortization and gains on sale and impairments of real estate, it provides a performance measure that, when compared year over year, reflects the impact on operations from trends in percent leased, rental rates, operating costs, acquisition and development activities, and financing costs. This provides a perspective of our financial performance not immediately apparent from net income determined in accordance with GAAP. Thus, Nareit FFO is a supplemental non-GAAP financial measure of our operating performance, which does not represent cash generated from operating activities in accordance with GAAP; and, therefore, should not be considered a substitute measure of cash flows from operations. We provide a reconciliation of Net Income Attributable to Common Shareholders to Nareit FFO.

• Net Operating Income ("NOI") is the sum of base rent, percentage rent, recoveries from tenants, other lease income, and other property income, less operating and maintenance expenses, real estate taxes, ground rent, and uncollectible lease income. NOI excludes straight-line rental income and expense, above and below market rent and ground rent amortization, tenant lease inducement amortization, and other fees. We also provide disclosure of NOI excluding termination fees, which excludes both termination fee income and expenses.

• A Non-Same Property is any property, during either calendar year period being compared, that was acquired, sold, a Property in Development, a Development Completion, or a property under, or being positioned for, significant redevelopment that distorts comparability between periods. Non-retail properties and corporate activities, including the captive insurance program, are part of Non-Same Property.

• Operating EBITDAre begins with Nareit EBITDAre and excludes certain non-cash components of earnings derived from straight-line rents and above and below market rent amortization. We provide a reconciliation of Net income to Nareit EBITDAre to Operating EBITDAre.

• Pro-rata information includes 100% of our consolidated properties plus our economic share (based on our ownership interest) in our unconsolidated real estate investment partnerships.

We provide Pro-rata financial information because we believe it assists investors and analysts in estimating our economic interest in our consolidated and unconsolidated partnerships, when read in conjunction with our reported results under GAAP. We believe presenting our Pro-rata share of assets, liabilities, operating results, and other metrics, along with certain other non-GAAP measures, makes comparisons of our operating results to those of other REITs more meaningful. The Pro-rata information provided is not, nor is it intended to be, presented in accordance with GAAP. The Pro-rata supplemental details of assets and liabilities and supplemental details of operations reflect our proportionate economic ownership of the assets, liabilities, and operating results of the properties in our portfolio

The Pro-rata information is prepared on a basis consistent with the comparable consolidated amounts and is intended to more accurately reflect our proportionate economic interest in the assets, liabilities, and operating results of properties in our portfolio. We do not control the unconsolidated investment partnerships, and the Pro-rata presentations of the assets and liabilities, and revenues and expenses do not represent our legal claim to such items. The partners are entitled to profit or loss allocations and distributions of cash flows according to the operating agreements, which generally provide for such allocations according to their invested capital. Our share of invested capital establishes the ownership interests we use to prepare our Pro-rata share.

The presentation of Pro-rata information has limitations which include, but are not limited to, the following:

o The amounts shown on the individual line items were derived by applying our overall economic ownership interest percentage determined when applying the equity method of accounting and do not necessarily represent our legal claim to the assets and liabilities, or the revenues and expenses; and

o Other companies in our industry may calculate their Pro-rata interest differently, limiting the comparability of Pro-rata information.

Because of these limitations, the Pro-rata financial information should not be considered independently or as a substitute for our financial statements as reported under GAAP. We compensate for these limitations by relying primarily on our GAAP financial statements, using the Pro-rata information as a supplement.

• Property In Development includes properties in various stages of ground-up development.

• Property In Redevelopment includes Retail Operating Properties under redevelopment or being positioned for redevelopment. Unless otherwise indicated, a Property in Redevelopment is included in the Same Property pool.

• Redevelopment Completion is a Property in Redevelopment that is deemed complete upon the earlier of: (i) 90% of total estimated project costs have been incurred and percent leased equals or exceeds 95% for the Company owned GLA related to the project, or (ii) the property features at least two years of anchor operations, if applicable.

• Retail Operating Property is any retail property not termed a Property in Development. A retail property is any property where the majority of the income is generated from retail uses.

• Same Property is a Retail Operating Property that was owned and operated for the entirety of both calendar year periods being compared. This term excludes Properties in Development, prior year Development Completions, and Non-Same Properties. Properties in Redevelopment are included unless otherwise indicated.

Item 1A. Risk Factors

Our operations are subject to a number of risks and uncertainties including, but not limited to, those listed below. When considering an investment in our securities, carefully read and consider these risks, together with all other information in our other filings and submissions to the SEC, which provide much more information and detail. If any of the events described in the following risk factors actually occur, our business, financial condition and/ or operating results, as well as the market price of our securities, could be materially adversely affected.

Risk Factors Related to the Current Economic and Geopolitical Environments

Interest rates in the current economic environment may adversely impact our cost to borrow, real estate valuation, and stock price.

On multiple occasions during 2022 and 2023, the Board of Governors of the Federal Reserve System ("the U.S. Federal Reserve") raised its benchmark federal funds rate, which has led to numerous increases in interest rates in the credit markets, with further increases possible. Higher interest rates may negatively impact consumer spending, our tenants' businesses, and/or future demand for space in our shopping centers.

Additionally, higher interest rates adversely impact our cost of borrowing. Our exposure to higher interest rates in the short term includes our variable-rate borrowings, which consist of borrowings under our unsecured senior line of credit and variable rate based secured notes payable. Increases in interest rates could increase our financing costs over time, either through near-term borrowings on our floating-rate line of credit or refinancing of our existing borrowings that may incur higher interest expenses related to the issuance of new debt. Prolonged periods of higher interest rates may negatively impact the valuation of our real estate asset portfolio and could result in a decline of our stock price and market capitalization, which may adversely impact our ability and willingness to raise equity capital on favorable terms through sales of our common shares, including through our At the Market ("ATM") program.

Although the extent of any prolonged periods of higher interest rates remains unknown at this time, negative impacts to our cost of capital may also adversely affect our future business plans and growth, at least in the near term.

Current economic challenges, including the potential for recession, may adversely impact our tenants and our business.

The success of our tenants in operating their businesses and their corresponding ability to pay us rent continue to be significantly impacted by many current economic challenges, which impact their cost of doing business, including, but not limited to, inflation, labor shortages, supply chain constraints, decreasing consumer confidence and discretionary spending, and increasing energy prices and interest rates. Additionally, macroeconomic and geopolitical risks create challenges that may exacerbate current market conditions in the United States, including the potential for a recession.

These economic challenges could adversely impact our volume of leasing activity, which could include tenant move outs and/or higher levels of uncollectible lease income, as well as negatively affect the business and financial results of our tenants. The aggregate impacts of these current economic challenges may also negatively affect the overall market for retail space, resulting in decreased demand for space in our centers. This, in turn, could result in pricing pressure on rent that we are able to charge to new or renewing tenants, such that future rent spreads could be adversely impacted. Further, we may experience higher costs for tenant buildouts, as costs of materials and labor may increase and supply and availability of both may become more limited.

Unfavorable developments affecting the banking and financial services industry could adversely affect our business, liquidity and financial condition, and overall results of operations.

Actual events, concerns or speculation about disruption or instability in the banking and financial services industry, such as liquidity constraints or lack of available credit, the failure of individual institutions, or the inability of individual institutions or the banking and financial service industry generally to meet their contractual obligations, could significantly impair our access to capital, delay access to deposits or other financial assets, or cause actual loss of funds subject to cash management arrangements. Similarly, these events, concerns or speculation could result in less favorable commercial financing terms, including higher interest rates or costs and tighter financial and operating covenants, or systemic limitations on access to credit and liquidity sources, thereby making it more difficult for us and our tenants to acquire financing on acceptable terms or at all. Additionally, our critical vendors and business partners also could be adversely affected by these risks as described above, which in turn could result in their committing a breach or default under their contractual agreements with us, their insolvency or bankruptcy, or other adverse effects.

Any decline in available funding, lack of credit in the commercial real estate market, or access to cash and liquidity resources, or non-compliance of banking and financial services counterparties with their contractual commitments to us, our tenants or our critical vendors and business partners could, among other risks, have material adverse impacts on our ability to meet our operating expenses and other financial needs, could result in breaches of our financial and/or contractual obligations, and could have material adverse impacts on our business, financial condition and results of operations.

Current geopolitical challenges could impact the U.S. economy and consumer spending and our results of operations and financial condition.

The success of our business, and the businesses of our tenants, largely depends on consumer spending. While we currently own no shopping centers or other assets outside of the U.S. nor have meaningful direct international supply chain exposure, geopolitical challenges and their potential impact on the global macroeconomic environment, including the war involving Russia and Ukraine, Middle East conflicts and wars, and the economic and other possible conflicts involving China (including any slowing of its economy), could impact aspects of the U.S. economy and, therefore, consumer spending. In addition, these geopolitical challenges could impact other areas of the U.S. economy, which could impact our business and the businesses of our tenants through rising inflation and interest rates (and, hence, reduced availability and/or increased costs of borrowing), increased energy prices, labor shortages, supply chain constraints and, potentially, a U.S. economic recession. It is unclear whether and when these geopolitical challenges and uncertainties will be mitigated or resolved, and what effects they may have on global political and economic conditions over the long term. However, a substantial delay in or lack of resolution of these challenges could have an adverse impact on the U.S. economy and consumer spending and, therefore, an adverse effect on our results of operations and the financial condition of the Company.

Risks Relating to Regency's Financial Performance Relating to the Urstadt Biddle Merger

Regency may not realize the anticipated benefits and synergies from the Urstadt Biddle merger.

On August 18, 2023, Regency completed its merger with Urstadt Biddle. The success of the merger will depend, in part, on Regency’s ability to realize the anticipated benefits from successfully combining its and Urstadt Biddle’s businesses. Regency is devoting substantial management attention and resources to integrating its and Urstadt Biddle’s business practices and operations so that Regency can fully realize the anticipated benefits of the mergers. Nonetheless, the business and assets acquired may not be successful or continue to grow at the same rate as when operated independently or may require greater resources and investments than originally anticipated. The mergers could also result in the assumption of unknown or contingent liabilities. Potential difficulties Regency may encounter in the integration process include the following:

• the inability to successfully combine the businesses of Regency and Urstadt Biddle in a manner that permits Regency to achieve the cost savings anticipated to result from the mergers, which would result in some anticipated benefits of the mergers not being realized in the time frame currently anticipated, or at all;

• the failure to integrate operations and internal systems, programs and controls;

• the inability to successfully realize the anticipated value from some of Urstadt Biddle’s assets;

• lost sales, loss of tenants and other commercial relationships;

• the complexities associated with managing the combined company;

• the complexities of combining two companies with different histories, cultures, markets, strategies and customer bases;

• the failure to retain key employees of either of the two companies that may be difficult to replace;

• the disruption of each company’s ongoing businesses or inconsistencies in services, standards, controls, procedures and policies;

• potential unknown liabilities and unforeseen increased expenses, delays or regulatory conditions associated with the mergers; and

• performance shortfalls as a result of the diversion of management’s attention caused by completing the mergers and integrating Regency’s and Urstadt Biddle’s operations.

As a result, the anticipated benefits of the mergers may not be realized fully within the expected time frame or at all or may take longer to realize or cost more than expected, which could adversely affect Regency’s business, financial condition, results of operations and growth prospects.

Risk Factors Related to Pandemics or other Health Crises

Pandemics or other health crises, such as the COVID-19 pandemic, may adversely affect our tenants' financial condition, the profitability of our properties, and our access to the capital markets and could have a material adverse effect on our business, results of operations, cash flows and financial condition.

In response to the COVID-19 pandemic, federal, state, and local governments mandated or recommended various actions to reduce or prevent the spread of COVID-19, which altered customer behaviors and temporarily limited many of our tenants’ ability to operate. As a result, certain tenants requested rent concessions or sought to renegotiate future rents based on changes to the economic environment. Some tenants chose not to reopen or to honor the terms of their lease agreements. In addition, moratoria and other legal restrictions in certain states impacted our ability to bring legal action to enforce our leases and our ability to collect rent. Should

federal, state, and local governments mandate or recommend lockdowns again in the future due to a pandemic or other similar health crises, tenants could request rent concessions or seek to renegotiate future rents.

In the event of future pandemics or similar health crises, consumers could elect to make more of their purchases online instead of in physical stores and businesses could delay executing new or renewals of leases amidst the immediate and uncertain economic impacts. These developments, coupled with potential tenant failures and a reduction in newly-formed businesses, could result in decreased demand for retail space in our centers, which could result in lower occupancy or higher levels of uncollectible lease income, as well as downward pressure on rents. Additionally, delays in construction of tenant improvements due to the impacts of constraints on supply chains and labor, resulting from government ordered lockdowns, could result in delayed rent commencement due to it taking longer for new tenants to open and operate.

Although the vast majority of our lease income is derived from contractual rent payments, the ability of certain of our tenants to meet their lease obligations could be negatively impacted by the disruptions and uncertainties of a new virus strain of COVID-19 or any future pandemic or other health crisis. Our tenants' ability to respond to these disruptions and uncertainties, including adjusting to governmental orders and changes in their customers' shopping habits and behaviors, may impact their ability to survive, and ultimately, their ability to comply with their lease obligations. Our future results of operations and overall financial performance could be uncertain should a new virus strain of COVID-19, or any future pandemic or other health crises occur.

Risk Factors Related to Operating Retail-Based Shopping Centers

Economic and market conditions may adversely affect the retail industry and consequently reduce our revenues and cash flow, and increase our operating expenses.

Our properties are leased primarily to retail tenants from whom we derive most of our revenue in the form of base rent, expense recoveries and other income. Therefore, our performance and operating results are directly linked to the economic and market conditions occurring in the retail industry. We are subject to the risks that, upon expiration, leases for space in our properties are not renewed by existing tenants, vacant space is not leased to new tenants, and/or tenants demand modified lease terms, including costs for renovations or concessions. The economic and market conditions potentially affecting the retail industry and our properties specifically include the following:

• changes in national, regional and local economic conditions;

• changes in population and migration patterns to/from the markets in which we operate;

• deterioration in the competitiveness and creditworthiness of our retail tenants;

• increased competition from the use of e-commerce by retailers and consumers as well as other concepts that could impact more traditional retail;

• labor challenges and supply delays and shortages due to a variety of macroeconomic factors, including disruptions to global supply chains as a result of wars involving Russia and Ukraine, Israel and Gaza, the slowing of China's economy, pandemics, and/or inflationary pressures;

• tenant bankruptcies and subsequent rejections of our leases;

• reductions in consumer spending and retail sales, including inflationary impacts on consumer behavior;

• reduced tenant demand for retail space;

• oversupply of retail space;

• reduced consumer demand for certain retail categories;

• consolidation within the retail sector;

• increased operating costs attendant to owning and operating retail shopping centers;

• perceptions by retailers and shoppers of the safety, convenience and attractiveness of our properties; and

• other factors which could alter shopping habits or otherwise deter customers from visiting our shopping centers, such as criminal activity, including civil unrest, acts of terrorism, or other types of violent crimes.

To the extent that any or a combination of these conditions occur, they are likely to impact the retail industry, our retail tenants, the emergence of new tenants, the demand for retail space, market rents and rent growth, capital expenditures, the percent leased levels of our properties, the value of our properties, our ability to sell, acquire or develop properties, our operating results and our cash flows.

Shifts in retail trends, sales, and delivery methods between brick and mortar stores, e-commerce, home delivery, and curbside pick-up may adversely impact our revenues, results of operations, and cash flows.

Retailers are increasingly impacted by e-commerce and changes in customer buying habits, including shopping from home and the delivery or curbside pick-up of items ordered online. Retailers are considering these customer buying habits and other trends when making decisions regarding their brick and mortar stores and how they will compete and innovate in a rapidly changing retail environment. Many retailers in our shopping centers provide services or sell goods which have historically been less likely to be purchased online; however, the continuing change in customer buying habits, including increase in e-commerce sales in all retail categories may cause retailers to adjust the size or number of their retail locations in the future or close stores. For example, our grocer tenants are incorporating e-commerce concepts through home delivery and curbside pick-up, which could reduce foot traffic at our centers. These alternative delivery methods are more likely to impact foot traffic at our centers in certain higher-income markets where consumers are willing to pay premiums for such services. Changes in customer buying habits and shopping trends may also impact the profitability and financial condition of retailers that do not adapt to changes in market conditions, and therefore may impact their ability to pay rent. This shift may adversely impact our percent leased and rental rates, which would impact our results of operations and cash flows.

Changing economic and retail market conditions in geographic areas where our properties are concentrated may reduce our revenues and cash flow.

Economic conditions in markets where our properties are concentrated can greatly influence our financial performance. Our properties in California and Florida represent 23.4% and 19.3%, respectively, of our annualized base rent. Our revenues and cash flow may be adversely affected by this geographic concentration if market conditions, such as supply of or demand for retail space, deteriorate more significantly in these states compared to other geographic areas. Additionally, there is a risk that businesses and residents in major metropolitan cities may relocate to different states or suburban markets.

Our success depends on the continued presence and success of our "anchor" tenants.

"Anchor Tenants" (tenants occupying 10,000 square feet or more) operate large stores in our shopping centers, pay a significant portion of the total rent at a property and contribute to the attraction and success of other tenants by drawing shoppers to the property. Our net income and cash flow may be adversely affected by the loss of revenues and incurrence of additional costs in the event a significant Anchor Tenant:

• becomes bankrupt or insolvent;

• experiences a downturn in its business;

• shifts its capital allocation away from brick and mortar formats;

• materially defaults on its leases;

• does not renew its leases as they expire;

• renews at lower rental rates and/or requires a tenant improvement allowance; or

• renews but reduces its store size, which results in down-time and additional tenant improvement costs to the landlord to re-lease the vacated space.

Some anchors have the right to vacate their space and may prevent us from re-tenanting by continuing to comply and pay rent in accordance with their lease agreement. Vacated "Anchor Space" (spaces 10,000 square feet or more), including space that may be owned by the anchor (as discussed below), can reduce rental revenues generated by the shopping center in other spaces because of the loss of the departed anchor's customer drawing power. In addition, if a significant tenant vacates a property, so-called "co-tenancy clauses" in select leases may allow other tenants to modify or terminate their rent payment or other lease obligations. Co-tenancy clauses have several variants: they may allow a tenant to postpone a store opening if certain other tenants fail to open their stores; they may allow a tenant to close its store prior to lease expiration if another tenant closes its store prior to lease expiration; or more commonly, they may allow a tenant to pay reduced levels of rent until a certain number of tenants open their stores within the same shopping center.

Additionally, some of our shopping centers are anchored by retailers who own their space in a location that is within or immediately adjacent to our shopping center ("shadow anchors"). In those cases, the shadow anchors appear to the consumer as a retail tenant of the shopping center and, as a result, attract additional consumer traffic to the center. In the event that a shadow Anchor Space becomes vacant, it could negatively impact our center as consumer traffic would likely be reduced.

A percentage of our revenues are derived from "local" tenants and our net income may be adversely impacted if these tenants are not successful, or if the demand for the types or mix of tenants significantly change.

At December 31, 2023, tenants with less than three locations ("Local Tenants") represent approximately 22% of annualized base rent. Local Tenants vary from retail shops and restaurants to service providers. These Local Tenants may be more vulnerable to negative

economic conditions and changing customer buying habits and retail trends as they may have more limited resources and access to capital than other tenants. As such, in the event of such changing conditions, habits and trends, they may suffer disproportionately greater impacts and be at greater risk of lease default than other tenants.

We may be unable to collect balances due from tenants in bankruptcy.

Although lease income is supported by long-term lease contracts, tenants who file for bankruptcy have the legal right to reject any or all of their leases and close related stores. Any unsecured claim we hold against a bankrupt tenant for unpaid rent may be paid only to the extent that funds are available and only in the same percentage as is paid to all other holders of unsecured claims. As a result, it is likely that we would recover substantially less than the full value of any unsecured claims we hold. Additionally, we may incur significant expense to recover our claim and to re-lease the vacated space. In the event that a tenant with a significant number of leases in our shopping centers files for bankruptcy and rejects its leases, we may experience a significant reduction in our revenues and may not be able to collect all pre-petition amounts owed by the bankrupt tenant.

Many of our costs and expenses associated with operating our properties may remain constant or increase, even if our lease income decreases.

Certain costs and expenses associated with our operating our properties, such as real estate taxes, insurance, utilities and common area expenses, generally do not decrease in the event of reduced occupancy or rental rates, non-payment of rents by tenants, general economic downturns, pandemics or other similar circumstances. In fact, in some cases, such as real estate taxes and insurance, they may actually increase despite such events. As such, we may not be able to lower the operating expenses of our properties sufficiently to fully offset such circumstances and may not be able to fully recoup these costs from our tenants. In such cases, our cash flows, operating results and financial performance may be adversely impacted.

Compliance with the Americans with Disabilities Act and other building, fire, and safety regulations may have a material negative effect on us.

All of our properties are required to comply with the Americans with Disabilities Act ("ADA"), which generally requires that buildings be made accessible to people with disabilities. Compliance with ADA requirements may require removal of access barriers, and noncompliance may result in imposition of fines by the U.S. government or an award of damages to private litigants, or both. While the tenants to whom we lease space in our properties are obligated by law to comply with the ADA provisions, and typically under tenant leases are obligated to cover costs associated with compliance, if required changes involve greater expenditures than anticipated, or if the changes must be made on a more accelerated basis than anticipated, the ability of these tenants to cover costs may be adversely affected. In addition, we are required to operate the properties in compliance with fire and safety regulations and building codes as they may be adopted by governmental entities and become applicable to the properties. Costs to be in compliance with the ADA or any other building, fire, and safety regulations could have a material negative impact on our results of operations.

Risk Factors Related to Real Estate Investments

Our real estate assets may decline in value and be subject to impairment losses which may reduce our net income.

Our real estate properties are carried at cost unless circumstances indicate that the carrying value of these assets may not be recoverable which may result in impairment. We evaluate whether there are any indicators, including declines in property operating performance and general market conditions, such that the value of the real estate properties (including any related tangible or intangible assets or liabilities, including goodwill) may not be recoverable and therefore may be impaired. Our evaluation includes several key assumptions, including rental rates, costs of tenant improvements, leasing commissions, anticipated holding periods, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and may differ materially from actual results. Changes in our investment, redevelopment, and disposition strategies or changes in the market where an asset is located may alter management's intended holding period of an asset or asset group, which may result in an impairment loss and such loss may be material to our financial condition or operating performance.

The fair value of real estate assets is subjective and is determined through the use of comparable sales information and other market data if available, or through use of an income approach such as the direct capitalization method or the discounted cash flow approach. Such cash flow projections take into account expected future operating income, trends and prospects, as well as the effects of demand, competition and other relevant criteria, and therefore are subject to management judgment. In estimating the fair value of undeveloped land, we generally use market data and comparable sales information.

These subjective assessments have a direct impact on our net income because recording an impairment charge results in an immediate negative adjustment to net income, which may be material. There can be no assurance that we will not record impairment charges in the future related to our assets.

We face risks associated with development, redevelopment, and expansion of properties.

We actively pursue opportunities for new retail development and existing property redevelopment and/or expansion. Development and redevelopment activities require various government and other approvals for entitlements, and any delay in such approvals may significantly delay development and redevelopment projects. We may not recover our investment in our projects for which approvals are not received, and delays may adversely impact our expected returns. Additionally, changes in political elections and policies may impact our ability to obtain favorable land use and zoning for in-process and future developments and redevelopment projects. We are subject to other risks associated with these activities, including the following:

• we may be unable to lease developments or redevelopments to full occupancy on a timely basis;

• the occupancy rates and rents of a completed project may not be sufficient to make the project profitable, or otherwise not meet our investment return expectations;

• actual costs of a project may exceed original estimates, possibly making the project unprofitable, or not meet our investment return expectations;

• delays in the development or construction process may increase our costs;

• construction cost increases may reduce investment returns on development and redevelopment opportunities;

• we may abandon development or redevelopment opportunities and lose our investment due to adverse market conditions;

• the size of our development and redevelopment pipeline may strain our labor or capital capacity to complete the development and redevelopment projects within targeted timelines and may reduce our investment returns;

• a reduction in the demand for new retail space may reduce our future development and redevelopment activities, which in turn may reduce our NOI; and

• changes in the level of future development and redevelopment activity may adversely impact our results of operations by reducing the amount of internal overhead costs that may be capitalized.

We face risks associated with the development of mixed-use commercial properties.

If we engage in more complex acquisitions and mixed-use development and redevelopment projects, there could be more unique risks to our return on investment. Mixed-use projects refer to real estate projects that, in addition to retail space, may also include space for residential, office, hotel or other commercial purposes. We have less experience in developing and managing non-retail real estate than we do retail real estate. As a result, if a development or redevelopment project includes a non-retail use, we may seek to develop that component ourselves, sell the rights to that component to a third-party developer, or partner with a developer.

• If we decide to develop the non-retail components ourselves, we would be exposed not only to those risks typically associated with the development of commercial real estate, but also to risks associated with developing, owning, operating or selling non-retail real estate, including but not limited to more complex entitlement processes and multiple-story buildings. These unique risks may adversely impact our return on investment in these mixed-use development projects.

• If we sell the non-retail components, our retail component will be impacted by the decisions made by the other owners, and actions of those occupying the non-retail spaces in these mixed-use properties.

• If we partner with a developer, it makes us dependent upon the partner's ability to perform and to agree on major decisions that impact our investment returns of the project. In addition, there is a risk that the non-retail developer may default on its obligations necessitating that we complete the other components ourselves, including providing necessary financing.

We face risks associated with the acquisition of properties.

Our investment strategy includes investing in high-quality shopping centers that are leased to market-leading grocers, category-leading anchors, specialty retailers, and/or restaurants located in areas with above average household incomes and population densities. The acquisition of properties and/or real estate entities entails risks that include, but are not limited to, the following, any of which may adversely affect our results of operations and cash flows:

• properties we acquire may fail to achieve the occupancy or rental rates we project, within the time frames we estimate, which may result in the properties' failure to achieve expected investment returns;

• our investigation of an entity, property or building prior to our acquisition, and any representation we may have received from such seller, may fail to reveal various liabilities including defects, necessary repairs or environmental matters requiring corrective action, which may increase our costs;

• our estimate of the costs to improve, reposition or redevelop a property may prove to be too low, or the time we estimate to complete the improvement, repositioning or redevelopment may be too short, either of which may result in the property failing to achieve our projected return, either temporarily or permanently;

• we may not recover our costs from an unsuccessful acquisition;

• our acquisition activities may distract or strain our management capacity; and

• we may not be able to successfully integrate an acquisition into our existing operations platform.

We may be unable to sell properties when desired because of market conditions.

Our properties, including their related tangible and intangible assets, represent the majority of our total consolidated assets and they may not be readily convertible to cash. Market conditions, including macroeconomic events, pandemics and other health crises, may impact our ability to sell properties on our preferred timing and at prices and returns we deem acceptable. As a result, our ability to sell one or more of our properties, including properties held in joint ventures, in response to changes in economic, industry, financial market, or other conditions may be limited. The real estate market is affected by many factors, such as general economic conditions, availability and terms of financing, interest rates and other factors, including supply and demand for space, that are beyond our control. There may be less demand for lower quality properties that we have identified for ultimate disposition in markets with uncertain economic or retail environments, and where buyers are more reliant on the availability of third party mortgage financing. If we want to sell a property, we can provide no assurance that we will be able to dispose of it in the desired time period or at all or that the sales price of a property will be attractive at the relevant time or even exceed the carrying value of our investment.

Changes in tax laws could impact our acquisition or disposition of real estate.

Certain properties we own have a low tax basis, which may result in a meaningful taxable gain on sale. We utilize, and intend to continue to utilize, Internal Revenue Code Section 1031 like-kind exchanges to tax-efficiently buy and sell properties; however, there can be no assurance that we will identify properties that meet our investment objectives for acquisitions or that changes to the tax laws do not eliminate the benefits of effectuating 1031 exchanges, or significantly change the requirements for a transaction to qualify for 1031 exchange treatment. In the event that we cannot or do not utilize 1031 exchanges, we may be required to distribute the gain proceeds to shareholders or pay income tax, which may reduce our cash flow available to fund our commitments or other priorities.

Risk Factors Related to the Environment Affecting Our Properties

Climate change may adversely impact our properties directly and may lead to additional compliance obligations and costs as well as additional taxes and fees.

While we work with experts to plan for the impacts of climate change on our business, we cannot reliably predict the extent, rate, timing, or impact of climate change. To the extent climate change causes adverse changes in weather patterns, our properties in certain markets, especially those nearer to the coasts, may experience increases in storm frequency and intensity and rising sea‑levels. Further, population migration may occur in response to these or other factors and negatively impact our centers. For example, climate and other environmental changes may result in more unpredictable or decreased demand for retail space at certain of our properties, reduced rent or, in extreme cases, our inability to operate certain properties at all. Climate change may also have indirect effects on our business by increasing the cost of insurance or making insurance unavailable. While the federal government has not yet enacted comprehensive legislation to address climate change that would directly impact us, certain states in which we own and operate shopping centers, including California and New York, have done so. Compliance with these and future new laws or regulations related to climate change may require us to make additional investments in or for our existing properties, resulting in increased capital expenditures and operating costs, implement new or additional processes and controls to facilitate compliance, and/or pay additional energy, insurance, taxes and related fees and costs. At this time, there can be no assurance that we can anticipate all potential material impacts of climate change, or that climate change will not have a material adverse effect on the value of our properties and our financial performance in the future.

Geographic concentration of our properties makes our business more vulnerable to natural disasters, severe weather conditions and climate change.

A significant number of our properties are located in areas that are susceptible to earthquakes, tropical storms, hurricanes, tornadoes, wildfires, sea-level rise, and other natural disasters. At December 31, 2023, 18.7% of the GLA of our portfolio is located in the state of California, including a number of properties in the San Francisco Bay and Los Angeles areas. Additionally, 20.1% and 7.1% of the GLA of our portfolio is located in the states of Florida and Texas, respectively. Insurance costs for properties in these areas have increased significantly, and recent intense weather conditions may cause property insurance premiums to increase significantly in the future. We recognize that the frequency and / or intensity of extreme weather events, and other climatic changes may continue to increase, and as a result, our exposure to these events may increase. These weather conditions may disrupt our business and the business of our tenants, which may affect the ability of some tenants to pay rent and may reduce the willingness of tenants or residents to remain in or move to these affected areas. Therefore, as a result of the geographic concentration of our properties, we face risks, including disruptions to our business and the businesses of our tenants and higher costs, such as uninsured property losses, higher insurance premiums, and potential additional regulatory requirements by government agencies in response to perceived risks.

Costs of environmental remediation may adversely impact our financial performance and reduce our cash flow.

Under various federal, state, and local laws, an owner or manager of real property may be liable for some or all the costs to assess and remediate the presence of hazardous substances on the property, which in our case most typically arise from current or former dry cleaners, gas stations, asbestos usage, and historic land use practices. These laws often impose liability without regard to whether the owner knew of, or was responsible for, the presence of hazardous substances, which may adversely impact our financial performance and reduce our cash flow. The presence of, or the failure to properly address the presence of, hazardous substances may adversely affect our ability to sell or lease the property or borrow using the property as collateral. We can provide no assurance that we are aware of all potential environmental liabilities or their ultimate cost to address; that our properties will not be affected by tenants or nearby properties or other unrelated third parties; and that future uses or conditions, or changes in environmental laws and regulations, or their interpretation, will not result in additional material environmental liabilities to us.

Risk Factors Related to Corporate Matters

An increased focus on metrics and reporting related to environmental, social and governance ("ESG") factors, may impose additional costs and expose us to new risks.

Investors have become more focused on understanding how companies address a variety of ESG factors. As they evaluate investment decisions, many investors look not only at company disclosures but also to ESG rating systems that have been developed by third parties to allow ESG comparisons between companies. Although we participate in a number of these ratings systems, we do not participate in all such systems, and may not score as well in all of the available ratings systems as other REITs and real estate operators. Further, the criteria used in these ratings systems may conflict with each other and change frequently, and we cannot guaranty that we will be able to score well in the future. We supplement our participation in ratings systems by disclosing on our website information about our ESG activities, but some investors may desire additional disclosures that we do not provide. In addition, the SEC is currently considering adopting new regulations that would impose additional ESG disclosure and other compliance requirements on us. California has adopted a number of climate disclosure laws which will increase our compliance costs and require us to make additional climate disclosures. Other states are considering legislation similar to California’s new laws. Failure to participate in certain of the third-party ratings systems, failure to score well in those ratings systems or failure to provide certain ESG disclosures could adversely impact us when investors compare us against similar companies in our industry, and could cause certain investors to be unwilling to invest in our stock, which could adversely impact our stock price and our ability to raise capital. In addition, failure to comply with new government climate and other ESG disclosure obligations could subject us to significant fines and penalties.

An uninsured loss or a loss that exceeds the insurance coverage on our properties may subject us to loss of capital and revenue on those properties.

We carry liability, fire, flood, terrorism, business interruption, and environmental insurance for our properties. Some types of losses, such as losses from named windstorms, earthquakes, terrorism, or wars may have more limited coverage, or in some cases, can be excluded from insurance coverage. In addition, it is possible that the availability of insurance coverage in certain areas may decrease in the future, and the cost to procure such insurance may increase due to factors beyond our control. As a result, we may reduce the insurance we procure or we may elect or be compelled to self-insure or otherwise assume some of this risk. Should a loss occur at any of our properties that is in excess of the property or casualty insurance limits of our policies, we may lose part or all of our invested capital and revenues from such property, which may have a material adverse impact on our operating results, financial condition, and our ability to make distributions to stock and unit holders.

Terrorist activities or violence occurring at our properties also may directly affect the value of our properties through damage, destruction or loss. Insurance for such acts may be unavailable or cost more resulting in an increase to our operating expenses and adversely affect our results of operations. To the extent that our tenants are affected by such attacks and threats of violence, their businesses may be adversely affected, including their ability to continue to meet obligations under their existing leases.

Failure to attract and retain key personnel may adversely affect our business and operations.

The success of our business depends, in significant part, on the leadership and performance of our executive management team and other key personnel, and our ability to attract, retain and motivate talented and diverse employees may significantly impact our future performance. Competition for these individuals is intense, and we cannot be assured that we will retain all of our executive management team and other key personnel or that we will be able to attract and retain other highly qualified individuals for these positions in the future. Losing any key personnel may have an adverse effect on us.

Risk Factors Related to Our Partnerships and Joint Ventures

We do not have voting control over all of the properties owned in our real estate partnerships and joint ventures, so we are unable to ensure that our objectives will be pursued.

We have invested substantial capital as a partner in a number of partnerships and joint ventures to acquire, own, lease, develop or redevelop properties. These activities are subject to the same risks as our investments in our wholly-owned properties. However, these investments, and other future similar investments may involve risks that would not be present were a third party not involved, including the possibility that partners or other owners might become bankrupt, suffer a deterioration in their creditworthiness, or fail to fund their share of required capital contributions. Partners or other owners may have economic or other business interests or goals that are inconsistent with our own business interests or goals, and may be in a position to take actions contrary to our policies or objectives.

These investments, and other future similar investments, also have the potential risk of creating impasses on decisions, such as a sale or financing, because neither we nor our partner or other owner has full control over the partnership or joint venture. Disputes between us and partners or other owners might result in a premature termination of the applicable partnership or joint venture, or potentially litigation or arbitration, that may increase our investment and related risk as well as our costs and expenses associated with the investment, and distract management from sufficiently focusing their time and efforts on others areas of our business. In addition, we risk the possibility of being held liable for the actions of our partners or other owners. These factors may limit the return that we receive from such investments or cause our cash flows to be lower than our estimates.

The termination of our partnerships may adversely affect our cash flow, operating results, and our ability to make distributions to stock and unit holders.

If partnerships owning a significant number of properties were dissolved for any reason, we could lose the asset, property management, leasing and construction management fees from these partnerships as well as the operating income of the properties, which may adversely affect our operating results and our cash available for distribution to stock and unit holders. Certain of our partnership operating agreements provide either member the ability to elect buy/sell clauses. The election of these dissolution provisions could require us to invest additional capital to acquire the partners’ interest or to sell our share of the property thereby losing the operating income and cash flow.

Risk Factors Related to Funding Strategies and Capital Structure

Our ability to sell properties and fund acquisitions and developments may be adversely impacted by higher market capitalization rates and lower NOI at our properties which may dilute earnings.

As part of our funding strategy, we sell properties that no longer meet our strategic objectives or investment standards and/or those with a limited future growth profile. These sales proceeds are used to fund debt repayment, acquisition of other properties, and new developments and redevelopments. An increase in market capitalization rates (which may or may not be driven by an increase in interest rates) or a decline in NOI may cause a reduction in the value of centers identified for sale, which would have an adverse impact on the amount of cash generated. Additionally, the sale of properties resulting in significant tax gains may require higher distributions to our stockholders or payment of additional income taxes in order to maintain our REIT status.

We depend on external sources of capital, which may not be available in the future on favorable terms or at all.

To qualify as a REIT, the Parent Company must, among other things, distribute to its stockholders each year at least 90% of its REIT taxable income (excluding any net capital gains). Because of these distribution requirements, we may not be able to fund all future capital needs with income from operations. In such instances, we would rely on third-party sources of capital, which may or may not be available on favorable terms or at all. Our access to third-party sources of capital depends on a number of things, including the market's perception of our growth potential and our current and potential future earnings. Our access to debt depends on our credit rating, the willingness of creditors to lend to us and conditions in the capital markets. In addition to finding lenders willing to lend to us, we are dependent upon our joint venture partners to contribute their pro rata share of any amount needed to repay or refinance existing debt when lenders reduce the amount of debt our partnerships and joint ventures are eligible to refinance.

In addition, our existing debt arrangements also impose covenants that limit our flexibility in obtaining other financing. Additional equity offerings may result in substantial dilution of stockholders' interests and additional debt financing may substantially increase our degree of leverage.

Without access to external sources of capital, we would be required to pay outstanding debt with our operating cash flows and proceeds from property sales. Our operating cash flows may not be sufficient to pay our outstanding debt as it comes due and real estate investments generally cannot be sold quickly at a return we believe is appropriate. If we are required to deleverage our business

with operating cash flows and proceeds from property sales, we may be forced to reduce the amount of, or eliminate altogether, our distributions to stock and unit holders or refrain from making investments in our business.

Our debt financing may adversely affect our business and financial condition.

Our ability to make scheduled payments or to refinance our indebtedness will depend primarily on our future performance, which to a certain extent is subject to economic, financial, competitive and other factors beyond our control. In addition, we do not expect to generate sufficient operating cash flow to make balloon principal payments on our debt when due. If we are unable to refinance our debt on acceptable terms, we may be forced (i) to dispose of properties, which might result in losses, or (ii) to obtain financing at unfavorable terms, either of which may reduce the cash flow available for distributions to stock and unit holders. If we cannot make required mortgage loan payments, the mortgagee may foreclose on the property securing the mortgage.

Covenants in our debt agreements may restrict our operating activities and adversely affect our financial condition.

Our unsecured notes and unsecured line of credit (the "Line") contain customary covenants, including compliance with financial ratios, such as ratio of indebtedness to total asset value and fixed charge coverage ratio. These covenants may limit our operational flexibility and our investment activities. Moreover, if we breach any of the covenants in our debt agreements, and do not cure the breach within the applicable cure period, our lenders may require us to repay the debt immediately, even in the absence of a payment default. Many of our debt arrangements, including our unsecured notes and the Line, are cross-defaulted, which means that the lenders under those debt arrangements can require immediate repayment of their debt if we breach and fail to cure a default under certain of our other material debt obligations. As a result, any default under our debt covenants may have an adverse effect on our financial condition, our results of operations, our ability to meet our obligations, and the market value of our stock.

Increases in interest rates would cause our borrowing costs to rise and negatively impact our results of operations.

Although a significant amount of our outstanding debt has fixed interest rates, we do borrow funds at variable interest rates under our credit facility, and certain secured borrowings. As of December 31, 2023, less than 1.0% of our outstanding debt was variable rate debt not hedged to fixed rate debt. Increases in interest rates would increase our interest expense on any variable rate debt to the extent we have not hedged our exposure to changes in interest rates. In addition, increases in interest rates will affect the terms under which we refinance our existing debt as it matures, to the extent we have not hedged our exposure to changes in interest rates. This would reduce our future earnings and cash flows, which may adversely affect our ability to service our debt and meet our other obligations and also may reduce the amount we are able to distribute to our stock and unit holders.

Hedging activity may expose us to risks, including the risks that a counterparty will not perform and that the hedge will not yield the economic benefits we anticipate, which may adversely affect us.

We manage our exposure to interest rate volatility by using interest rate hedging arrangements. These arrangements involve risk, such as the risk that counterparties may fail to honor their obligations under these arrangements, and that these arrangements may not be effective in reducing our exposure to interest rate changes. There can be no assurance that our hedging arrangements will qualify for hedge accounting or that our hedging activities will have the desired beneficial impact on our results of operations. Should we desire to terminate a hedging arrangement, there may be significant costs and cash requirements involved to fulfill our obligations under the hedging arrangement. In addition, failure to effectively hedge against interest rate changes may adversely affect our results of operations.

Risk Factors Related to Information Management and Technology

The unauthorized access, use, theft or destruction of tenant or employee personal, financial or other data, or of Regency's proprietary or confidential information stored in our information systems or by third parties on our behalf could impact our reputation and brand and expose us to potential liabilities and adverse financial impact.

Many of our information technology systems (including the systems of our real estate partners and other third-party business partners and service providers, whether cloud-based or hosted in our servers) contain personal, financial or other information that is entrusted to us by our tenants and employees. Many of our information technology systems contain our proprietary information and other confidential information related to our business.

We are subject to attempts to compromise our information technology systems. To the extent we or a third party were to experience a material breach of our information technology systems that results in the unauthorized access, theft, use, destruction or other compromises of tenants' or employees' data or our confidential information stored in such systems, including through cyber-attacks such as ransomware, denial of service or other methods, such a breach may damage our reputation and cause us to lose tenants and employees, result in adverse financial impact, incur third party claims and cause disruption to our business and plans. Despite planning, preparation, and preventative measures, such attacks may be successful in the future and our business may be significantly

disrupted if unable to quickly recover. Such security breaches also could result in a violation of applicable U.S. privacy and other laws, and potentially subject us to litigation and governmental investigations and proceedings, any of which could result in our exposure to material civil or criminal liability, and we may not be able to recover these expenses from our service providers, responsible parties, or insurance carriers. Despite the ongoing significant investments in technology and training we make relating to cybersecurity, we can provide no assurance that we will avoid or prevent such breaches or attacks.

In addition, despite the implementation of security measures for our disaster recovery and business continuity plans, our information systems may be vulnerable to damage or other adverse impact from multiple sources other than cybersecurity risks, including computer viruses, energy blackouts, natural disasters, terrorism, war, and telecommunication failure. Any system failure or accident that causes disruption or interruptions to our information systems could result in a material disruption to our operations and business, and cause us to incur material costs to remedy such damages or adverse impacts.

The use of technology based on artificial intelligence presents risks relating to confidentiality, creation of inaccurate and flawed outputs and emerging regulatory risk, any or all of which may adversely affect our business and results of operations.

As with many technological innovations, artificial intelligence (“AI") presents great promise but also risks and challenges that could adversely affect our business. Sensitive, proprietary, or confidential information of the Company, our tenants and employees, could be leaked, disclosed, or revealed as a result of or in connection with the use of generative AI technologies by our employees or vendors. Any such information input into a third-party generative AI or machine learning platform could be revealed to others, including if information is used to train the third party's generative AI or machine learning models. Additionally, where a generative AI or machine learning model ingests personal information and makes connections using such data, those technologies may reveal other sensitive, proprietary, or confidential information generated by the model. Moreover, generative AI or machine learning models may create incomplete, inaccurate, or otherwise flawed outputs, some of which may appear correct. Due to these issues, these models could lead us to make flawed decisions that could result in adverse consequences to us, including exposure to reputational and competitive harm, customer loss, and legal liability. In addition, uncertainty in the legal regulatory regime relating to AI may require significant resources to modify and maintain business practices to comply with applicable law, the nature of which cannot be determined at this time. Several jurisdictions have already proposed or enacted laws governing AI. For example, on October 30, 2023, the Biden administration issued an Executive Order to, among other things, establish extensive new standards for AI safety and security. Other jurisdictions may decide to adopt similar or more restrictive legislation that may render the use of such technologies challenging. These obligations may prevent or limit our ability to use AI in our business, lead to regulatory fines or penalties, or require us to change our business practices. If we cannot use AI, or that use is restricted, our business may be less efficient, or we may be at a competitive disadvantage. Any of these factors could adversely affect our business, financial condition, and results of operations.

Risk Factors Related to the Market Price for Our Securities

Changes in economic and market conditions may adversely affect the market price of our securities.

The market price of our debt and equity securities may fluctuate significantly in response to many factors, many of which are out of our control, including:

• actual or anticipated variations in our operating results;

• changes in our funds from operations or earnings estimates;

• publication of research reports about us or the real estate industry in general and recommendations by financial analysts or actions taken by rating agencies with respect to our securities or those of other REITs;

• increases in market interest rates that drive investors in, or potential purchasers of, our stock to seek other investments or demand a higher dividend yield;

• changes in market valuations of similar companies;

• adverse market reaction to any additional debt we incur in the future;

• any future issuances of equity securities;

• additions or departures of key management personnel;

• strategic actions by us or our competitors, such as acquisitions or restructurings;

• actions by institutional stockholders;

• reports by corporate governance rating companies;

• increased investor focus on sustainability-related risks, including climate change;

• changes in our dividend payments;

• potential tax law changes relating to REITs;

• speculation in the press or investment community; and

• general market and economic conditions.

These factors may cause the market price of our securities to decline, regardless of our financial condition, results of operations, business or prospects. It is impossible to ensure that the market price of our securities, including our common stock, will not fall in the future. A decrease in the market price of our common stock may reduce our ability to raise additional equity capital in the public markets. Selling common stock at a decreased market price would have a dilutive impact on existing stockholders.

There is no assurance that we will continue to pay dividends at current or historical rates.

Our ability to continue to pay dividends at current or historical rates or to increase our dividend rate will depend on a number of factors, including, among others, the following:

• our financial condition and results of future operations;

• the terms of our loan covenants; and

• our ability to acquire, finance, develop or redevelop and lease additional properties at attractive rates.

If we do not maintain or periodically increase the dividend on our common stock, it may have an adverse effect on the market price of our common stock and other securities.

Risk Factors Related to Taxes and the Parent the Company's Qualification as a REIT

If the Parent Company fails to qualify as a REIT for federal income tax purposes, it would be subject to federal income tax at regular corporate rates.

We believe that the Parent Company qualifies for taxation as a REIT for federal income tax purposes, and we plan to operate so that the Parent Company can continue to meet the requirements for taxation as a REIT. If the Parent Company continues to qualify as a REIT, it generally will not be subject to federal income tax on income that we distribute to our stockholders. Many REIT requirements, however, are highly technical and complex. The determination that the Parent Company is a REIT requires an analysis of various factual matters and circumstances, some of which may not be totally within our control and some of which involve questions of interpretation. For example, to qualify as a REIT, at least 95% of our gross income must come from specific passive sources, like rent, that are itemized in the REIT tax laws. There can be no assurance that the Internal Revenue Service ("IRS") or a court would agree with the positions we have taken in interpreting the REIT requirements. The Parent Company is also required to distribute to the stockholders at least 90% of its REIT taxable income, excluding net capital gains. The Parent Company will be subject to U.S. federal income tax on undistributed taxable income and net capital gains and to a 4% nondeductible excise tax on any amount by which distributions the Parent Company pays with respect to any calendar year are less than the sum of 85% of our ordinary income, 95% of our capital gain net income and 100% of our undistributed income from prior years. The fact that we hold many of our assets through real estate partnerships and their subsidiaries further complicates the application of the REIT requirements. Furthermore, Congress and the IRS might make changes to the tax laws and regulations, and the courts might issue new rulings, that make it more difficult for the Parent Company to remain qualified as a REIT.

Also, unless the IRS granted relief under certain statutory provisions, the Parent Company would remain disqualified as a REIT for four years following the year it first failed to qualify. If the Parent Company failed to qualify as a REIT (currently and/or with respect to any tax years for which the statute of limitations has not expired), the Parent Company would have to pay significant income taxes, reducing cash available to pay dividends, which would likely have a significant adverse effect on the value of our securities. In addition, we would no longer be required to pay any dividends to stockholders in order to maintain our REIT status. Although we believe that the Parent Company qualifies as a REIT, we cannot be assured that the Parent Company will continue to qualify or remain qualified as a REIT for tax purposes.

Even if the Parent Company qualifies as a REIT for federal income tax purposes, the Parent Company is required to pay certain federal, state, and local taxes on its income and property. For example, if we have net income from "prohibited transactions," that income will be subject to a 100% tax. In general, prohibited transactions include sales or other dispositions of property held primarily for sale to customers in the ordinary course of business. The determination as to whether a particular sale is a prohibited transaction depends on the facts and circumstances related to that sale. While we have undertaken a significant number of asset sales in recent years, we do not believe that those sales should be considered prohibited transactions, but there can be no assurance that the IRS would not contend otherwise.

New legislation, as well as new regulations, administrative interpretations, or court decisions may be introduced, enacted, or promulgated from time to time, that may change the tax laws or interpretations of the tax laws regarding qualification as a REIT, or the federal income tax consequences of that qualification, in a manner that is adverse to our stockholders.

Dividends paid by REITs generally do not qualify for reduced tax rates.

Subject to limited exceptions, dividends paid by REITs (other than distributions designated as capital gain dividends, qualified dividends or returns of capital) are not eligible for reduced rates for qualified dividends paid by "C" corporations and are taxable at ordinary income tax rates. Under the Tax Cuts and Jobs Act of 2017 (the "TCJA"), however, domestic shareholders that are individuals, trusts, and estates generally may deduct up to 20% of the ordinary dividends (e.g., dividends not designated as capital gain dividends or qualified dividend income) received from a REIT for taxable years beginning after December 3, 2017, and before

January 1, 2026. Although these rules do not adversely affect the taxation of REITs or dividends payable by REITs, investors who are individuals, trusts and estates may perceive investments in REITs to be relatively less attractive than investments in the stocks of non-REIT corporations that pay dividends, which may adversely affect the value of the shares of REITs, including the per share trading price of the Parent Company's capital stock.

Certain foreign stockholders may be subject to U.S. federal income tax on gain recognized on a disposition of our common stock if we do not qualify as a "domestically controlled" REIT.

A foreign person, other than a "qualified shareholder" or a "qualified foreign pension fund," as each is defined for purposes of the Code, disposing of a U.S. real property interest, including shares of a U.S. corporation whose assets consist principally of U.S. real property interests is generally subject to U.S. federal income tax on the gain recognized on the disposition. This tax does not apply, however, to the disposition of stock in a REIT if the REIT is "domestically controlled." In general, the Parent Company will be a domestically controlled REIT if, at all times during the five-year period ending on the applicable stockholder’s disposition of our stock, less than 50% in value of our stock was held directly or indirectly by non-U.S. persons. If the Parent Company were to fail to qualify as a domestically controlled REIT, gain recognized by a foreign stockholder on a disposition of our common stock would be subject to U.S. federal income tax unless our common stock was traded on an established securities market and the foreign stockholder did not at any time during a specified testing period directly or indirectly own more than 10% of our outstanding common stock.

We seek to act in the best interests of the Parent Company as a whole and do not take into consideration the particular tax consequences to any specific holder of our stock. Foreign persons should inform themselves as to the U.S. tax consequences, and the tax consequences within the countries of their citizenship, residence, domicile, and place of business, with respect to the purchase, ownership, and disposition of shares of our common stock.

Legislative or other actions affecting REITs may have a negative effect on us or our investors.

The rules dealing with federal income taxation are constantly under review by persons involved in the legislative process and by the IRS and the U.S. Department of the Treasury. Changes to the tax laws, with or without retroactive application, may adversely affect the Parent Company or our investors. We cannot predict how changes in the tax laws might affect the Parent Company or our investors. New legislation, Treasury Regulations, administrative interpretations or court decisions may significantly and negatively affect our ability to qualify as a REIT or the federal income tax consequences of such qualification, or the federal income tax consequences of an investment in us. There is also a risk that REIT status may be adversely impacted by a change in tax or other laws. Also, the law relating to the tax treatment of other entities, or an investment in other entities, may change, making an investment in such other entities more attractive relative to an investment in a REIT.

Complying with REIT requirements may limit our ability to hedge effectively and may cause us to incur tax liabilities.

The REIT provisions of the Code limit our ability to hedge our liabilities. Generally, income from a hedging transaction does not constitute "gross income" for purposes of the 75% or 95% gross income tests, provided that we properly identify the hedging transaction pursuant to the applicable sections of the Code and Treasury Regulations. To the extent that we enter into other types of hedging transactions, or fail to make the proper tax identifications, the income from those transactions is likely to be treated as non-qualifying income for purposes of both gross income tests. As a result of these rules, we may need to limit our use of otherwise advantageous hedging techniques or implement those hedges through a TRS.

Partnership tax audit rules could have a material adverse effect.

Under current federal partnership tax audit rules, subject to certain exceptions, any audit adjustment to items of income, gain, loss, deduction, or credit of a partnership (and a partner’s allocable share thereof) is determined, and taxes, interest, and penalties attributable thereto are assessed and collected, at the partnership level. With respect to any partnership in which we invest, unless such partnership makes an election or takes certain steps to require the partners to pay their tax on their allocable shares of the adjustment, it is possible that such partnership would be required to pay additional taxes, interest, and penalties as a result of an audit adjustment. We could be required to bear the economic burden of those taxes, interest, and penalties even though we may not otherwise have been required to pay additional taxes had we owned the assets of the partnership directly.

Risk Factors Related to the Company's Common Stock

Restrictions on the ownership of the Parent Company's capital stock to preserve its REIT status may delay or prevent a change in control.

Ownership of more than 7% by value of our outstanding capital stock is prohibited, with certain exceptions, by the Parent Company's articles of incorporation, for the purpose of maintaining its qualification as a REIT. This 7% limitation may discourage a change in control and may also (i) deter tender offers for our capital stock, which offers may be attractive to our stockholders, or (ii) limit the opportunity for our stockholders to receive a premium for their capital stock that might otherwise exist if an investor attempted to assemble a block in excess of 7% of our outstanding capital stock or to affect a change in control.

The issuance of the Parent Company's capital stock may delay or prevent a change in control.

The Parent Company's articles of incorporation authorize our Board of Directors to issue up to 30,000,000 shares of preferred stock (less the shares of preferred stock already issued and outstanding) and 10,000,000 shares of special common stock and to establish the preferences and rights of any shares issued. The issuance of preferred stock or special common stock may have the effect of delaying or preventing a change in control. The provisions of the Florida Business Corporation Act regarding affiliated transactions may also deter potential acquisitions by preventing the acquiring party from consummating a merger or other extraordinary corporate transaction without the approval of our disinterested stockholders.

Ownership in the Parent Company may be diluted in the future.

In the future, a stockholder's percentage ownership in the Company may be diluted because of equity issuances for acquisitions, capital market transactions or other corporate purposes, including equity awards we will grant to our directors, officers and employees. In the past we have issued equity in the secondary market and may do so again in the future, depending on the price of our stock and other factors.

In addition, our restated articles of incorporation, as amended, authorizes our Board of Directors to issue, without the approval of our stockholders, one or more classes or series of preferred stock having such preferences, limitations, and relative rights, including preferences over our common stock respecting dividends and distributions, as our Board of Directors generally may determine. The terms of one or more classes or series of preferred stock could dilute the voting power or reduce the value of our common stock. For example, we could grant the holders of preferred stock the right to elect some number of our directors in all events or on the happening of specified events or the right to veto specified transactions. Similarly, the repurchase or redemption rights or liquidation preferences we could assign to holders of preferred stock could affect the residual value of the common stock.

Item 1B. Unresolved Staff Comments

None.

Item 1C. Cybersecurity

Cybersecurity Risk Management and Strategy

The Company employs a tiered structure of management and oversight for cybersecurity, characterized by distinct layers of responsibility and decision making, which includes operation staff, management, and senior management and board-level governance. As discussed in more detail below under “Cybersecurity Governance”, this involves management responsibility through a specialized Cyber Risk Committee (the “CRC”) and oversight of that committee by a group of the most senior leaders of the Company, which comprise the Company’s Executive Committee. At the Company’s Board of Directors (the “Board”) level, the Audit Committee oversees our cybersecurity risk management program.

Our strategy for managing cybersecurity risk is integrated into the Company’s overall risk management program and structure, as depicted in the Corporate Governance section of our Proxy under “Risk Oversight”.

The Company, through its Chief Information Security Officer (“CISO”), other Company employees experienced in information network security, and the use of third-party expertise, references various recognized cybersecurity frameworks. These frameworks are used to benchmark and tailor the Company’s cybersecurity strategies and program to our risk profile and specific operational needs and goals. Our core cybersecurity strategy focuses on five key pillars: identification, protection, detection, response, and recovery, each tailored to meet the specific challenges and needs of our business. The primary goal of this strategy is to proactively safeguard the confidentiality, security, and availability of the information we collect and store. This proactive approach includes identifying, preventing, and mitigating cybersecurity threats, as well as preparing to respond to cybersecurity incidents quickly and efficiently to minimize their impact. Under the leadership of our CISO and CRC, we are committed to a continuous evaluation and enhancement of our cybersecurity practices to facilitate adaptation to the constantly evolving landscape of cybersecurity threats.

We have adopted a risk-based strategy to manage cybersecurity risks associated with third parties. We prioritize our cybersecurity efforts relating to third parties based on the likelihood and potential impact of cybersecurity threats. This includes reviewing the security protocols of key vendors, service providers, and external users of our systems.

The CRC engages third-party expertise from time to time as it deems necessary or appropriate to test our cybersecurity defenses, to evaluate the cybersecurity programs of current and potential vendors and service providers, and to seek specialized legal advice regarding cybersecurity.

Since at least January 1, 2021, we are not aware of any cybersecurity incidents that have materially affected the Company. Based on our current understanding of the cyber risk environment and our preparedness level, we do not believe it to be reasonably likely in the near term that a cybersecurity threat will materially impact our business strategy, results of operations or financial condition.

Cybersecurity Governance

The Audit Committee of the Board is charged with overseeing our cybersecurity risk management program. The CRC Chair and the CISO provide the Audit Committee with quarterly updates. These updates cover the overall status of the Company’s cybersecurity program, as well as developments and potential new risks and trends. In the event of a significant cybersecurity threat or incident, the CRC would escalate communication frequency and intensity with the Audit Committee, Board, and the Company’s Executive Committee (discussed below).

As designated by the Company’s Executive Committee and the Audit Committee, our CRC leads Regency's cybersecurity risk management program. This includes risk identification, assessment, management, prevention and mitigation, as well as securing necessary resources and reporting on cybersecurity preparedness to the Executive Committee (which is currently comprised of the CEO, CFO, and several of the Company’s other senior leaders) and the Audit Committee.

CRC membership, which is subject to change from time to time, includes management leadership possessing a diverse range of education, experience and expertise, and is currently comprised of Company’s CISO, chief accounting officer, head of internal audit, general counsel and chief compliance officer, head of litigation, head of human resources, head of IT operations and the manager of network security. The collective experience of this committee encompasses areas such as IT, network security, change and incident management, public company governance, accounting, financial controls, insurance, risk management, communications, human capital, and legal matters including securities, privacy and technology contracting.

Item 2. Properties

The following table is a list of our shopping centers, summarized by state and in order of largest holdings by number of properties, presented for consolidated properties (excludes properties owned by unconsolidated real estate partnerships):

December 31, 2023 December 31, 2022
Location Number of<br>Properties GLA (in<br>thousands) Percent of<br>Total GLA Percent<br>Leased Number of<br>Properties GLA (in<br>thousands) Percent of<br>Total GLA Percent<br>Leased
Florida 88 10,767 24.6 % 95.1 % 88 10,783 27.8 % 95.1 %
California 54 8,300 19.0 % 94.9 % 53 8,204 21.1 % 93.9 %
Connecticut 43 3,702 8.5 % 92.5 % 14 1,452 3.7 % 91.1 %
New York 42 3,399 7.8 % 88.7 % 16 1,953 5.0 % 89.0 %
Texas 26 3,288 7.5 % 97.3 % 25 3,239 8.3 % 98.0 %
Georgia 22 2,121 4.8 % 94.2 % 22 2,120 5.5 % 92.9 %
New Jersey 17 1,585 3.6 % 93.3 % 2 573 1.5 % 89.2 %
Colorado 13 1,097 2.5 % 97.7 % 13 1,097 2.8 % 96.6 %
North Carolina 10 1,221 2.8 % 98.1 % 10 1,222 3.2 % 98.2 %
Washington 10 962 2.2 % 96.0 % 10 963 2.5 % 97.3 %
Massachusetts 9 996 2.3 % 98.5 % 8 897 2.3 % 97.6 %
Ohio 8 1,221 2.8 % 98.8 % 8 1,224 3.2 % 96.7 %
Oregon 7 741 1.7 % 95.0 % 7 742 1.9 % 94.6 %
Illinois 6 1,085 2.5 % 94.1 % 6 1,085 2.8 % 94.9 %
Virginia 6 939 2.1 % 97.7 % 6 939 2.4 % 93.4 %
Pennsylvania 4 443 1.0 % 99.5 % 4 443 1.1 % 98.7 %
Missouri 4 408 0.9 % 98.9 % 4 408 1.1 % 99.5 %
Tennessee 3 314 0.7 % 99.5 % 3 314 0.8 % 99.1 %
Maryland 2 244 0.6 % 89.9 % 2 250 0.6 % 94.4 %
Minnesota 2 246 0.6 % 100.0 % 2 246 0.6 % 100.0 %
Indiana 1 279 0.6 % 100.0 % 1 279 0.7 % 100.0 %
Delaware 1 229 0.5 % 96.2 % 1 230 0.6 % 94.5 %
Michigan 1 97 0.2 % 74.0 % 1 97 0.3 % 74.0 %
South Carolina 1 51 0.1 % 100.0 % 1 51 0.1 % 100.0 %
District of Columbia 1 23 0.1 % 100.0 % 1 23 0.1 % 85.8 %
Total 381 43,758 100.0 % 94.9 % 308 38,834 100.0 % 94.8 %

The weighted average annual effective rent for the consolidated portfolio of properties, net of tenant concessions, is $24.67 and $23.95 per square foot ("PSF") as of December 31, 2023 and 2022, respectively.

The following table is a list of our shopping centers, summarized by state and in order of largest holdings by number of properties, presented for unconsolidated properties (properties owned by our unconsolidated real estate partnerships):

December 31, 2023 December 31, 2022
Location Number of<br>Properties GLA (in<br>thousands) Percent of<br>Total GLA Percent<br>Leased Number of<br>Properties GLA (in<br>thousands) Percent of<br>Total GLA Percent<br>Leased
California 17 2,320 17.8 % 98.4 % 17 2,320 18.9 % 97.4 %
Virginia 14 1,982 15.2 % 92.7 % 15 2,082 16.9 % 93.9 %
Maryland 9 848 6.5 % 96.0 % 9 849 6.9 % 96.3 %
North Carolina 7 1,237 9.5 % 97.9 % 7 1,197 9.7 % 95.5 %
Washington 7 874 6.7 % 98.0 % 7 874 7.1 % 97.4 %
Colorado 6 858 6.6 % 95.5 % 6 858 7.0 % 93.3 %
Florida 6 669 5.1 % 99.0 % 6 663 5.4 % 99.4 %
Pennsylvania 6 669 5.1 % 96.0 % 6 669 5.4 % 84.5 %
New York 5 786 6.0 % 98.0 % 1 141 1.2 % 100.0 %
Illinois 5 777 5.9 % 98.6 % 4 690 5.6 % 91.9 %
Texas 5 741 5.7 % 97.1 % 5 742 6.0 % 94.4 %
New Jersey 4 301 2.3 % 85.4 % 3 224 1.8 % 81.8 %
Minnesota 3 423 3.2 % 98.7 % 3 423 3.4 % 98.3 %
Indiana 2 139 1.1 % 93.0 % 2 139 1.1 % 82.9 %
Connecticut 1 189 1.4 % 98.1 % 1 186 1.5 % 98.1 %
Oregon 1 93 0.7 % 100.0 % 1 93 0.8 % 97.7 %
South Carolina 1 80 0.6 % 100.0 % 1 80 0.7 % 96.7 %
Delaware 1 64 0.5 % 94.6 % 1 64 0.5 % 100.0 %
District of Columbia 1 17 0.1 % 100.0 % 1 17 0.1 % 100.0 %
Total 101 13,067 100.0 % 96.6 % 96 12,311 100.0 % 94.8 %

The weighted average annual effective rent for the unconsolidated portfolio of properties, net of tenant concessions, is $24.04 and $23.15 PSF as of December 31, 2023 and 2022, respectively.

The following table summarizes our top tenants occupying our shopping centers for consolidated properties plus our Pro-rata share of unconsolidated properties, as of December 31, 2023, based upon a percentage of total annualized base rent (GLA and dollars in thousands):

Tenant GLA Percent of<br>Company<br>Owned GLA Annualized<br>Base Rent Percent of<br>Annualized<br>Base Rent Number of<br>Leased Stores
Publix 2,955 6.4 % $ 33,949 3.0 % 68
Albertsons Companies, Inc. 2,192 4.8 % 33,559 3.0 % 53
Kroger Co. 2,933 6.4 % 30,228 2.7 % 52
Amazon/Whole Foods 1,255 2.7 % 29,809 2.6 % 38
TJX Companies, Inc. 1,659 3.6 % 29,715 2.6 % 70
Ahold Delhaize 906 2.0 % 22,583 2.0 % 20
CVS 782 1.7 % 20,628 1.8 % 66
L.A. Fitness Sports Club 516 1.1 % 11,137 1.0 % 14
Trader Joe's 311 0.7 % 11,023 1.0 % 30
JPMorgan Chase Bank 176 0.4 % 10,667 0.9 % 56
Ross Dress For Less 534 1.2 % 9,259 0.8 % 24
Gap, Inc 279 0.6 % 8,933 0.8 % 24
Bank of America 154 0.3 % 8,657 0.8 % 44
Starbucks 147 0.3 % 8,617 0.8 % 94
Nordstrom 308 0.7 % 8,573 0.8 % 9
Wells Fargo Bank 135 0.3 % 7,800 0.7 % 47
Petco Health and Wellness Company 312 0.7 % 7,534 0.7 % 31
H.E. Butt Grocery Company 482 1.0 % 7,376 0.7 % 6
Walgreens Boots Alliance 266 0.6 % 6,858 0.6 % 24
JAB Holding Company 164 0.4 % 6,826 0.6 % 59
Target 654 1.4 % 6,790 0.6 % 6
Kohl's 526 1.1 % 6,247 0.6 % 7
Xponential Fitness 137 0.3 % 5,402 0.5 % 81
Walmart 819 1.8 % 5,362 0.5 % 8
Ulta 184 0.4 % 5,288 0.5 % 21
Best Buy 229 0.5 % 5,277 0.5 % 7
Staples 217 0.5 % 5,109 0.5 % 12
Top Tenants 19,232 41.9 % $ 353,206 31.6 % 971

Our leases for tenant space under 10,000 square feet generally have initial terms ranging from three to seven years. Leases greater than 10,000 square feet ("Anchor Leases") generally have initial lease terms in excess of five years and are mostly comprised of Anchor Tenants. Many of the leases contain provisions allowing the tenant the option of extending the term of the lease at expiration. Our leases typically provide for the payment of fixed base rent, the tenant’s Pro-rata share of real estate taxes, insurance, and common area maintenance ("CAM") expenses, and reimbursement for utility costs if not directly metered.

The following table summarizes Pro-rata lease expirations for the next ten years and thereafter, for our consolidated and unconsolidated properties, assuming no tenants renew their leases (GLA and dollars of In Place Annual Base Rent Expiring Under Leases in thousands):

Lease Expiration Year Number of Tenants with Expiring Leases Pro-rata Expiring GLA Percent of Total Company GLA In Place Annual Base Rent Expiring Under Leases Percent of In Place Annual Base Rent Pro-rata Expiring Average Annual Base Rent PSF
(1) 180 312 0.7 % $ 8,044 0.7 % $ 25.76
2024 1,081 3,902 8.6 % 92,635 8.4 % 23.74
2025 1,358 5,552 12.3 % 136,495 12.4 % 24.58
2026 1,256 5,648 12.5 % 137,458 12.5 % 24.34
2027 1,316 6,280 13.9 % 155,730 14.2 % 24.80
2028 1,272 5,915 13.1 % 154,464 14.1 % 26.11
2029 712 4,305 9.5 % 96,481 8.8 % 22.41
2030 394 2,250 5.0 % 57,467 5.2 % 25.54
2031 394 1,889 4.2 % 50,664 4.6 % 26.83
2032 430 1,865 4.1 % 52,983 4.8 % 28.41
2033 542 1,947 4.3 % 55,662 5.1 % 28.59
Thereafter 389 5,330 11.8 % 100,519 9.2 % 18.86
Total 9,324 45,195 100.0 % $ 1,098,602 100.0 % $ 24.31

(1) Leases currently under month-to-month rent or in process of renewal.

During 2024, we have a total of 1,081 leases expiring, representing 3.9 million square feet of GLA. These expiring leases have an average base rent of $23.74 PSF. The average base rent of new leases signed during 2023 was $29.89 PSF. During periods of economic weakness or when percent leased is low, tenants have more bargaining power, which may result in rental rate declines on new or renewal leases. In periods of recovery and/or when percent leased levels are high, landlords have more bargaining power, which generally results in rental rate growth on new and renewal leases.

Demand for retail space in high quality, community centers located in areas with compelling demographics remains strong, especially among successful business operators and growing innovative business concepts. However, inflationary challenges and the potential for an economic recession could result in pressure on base rent growth for new and renewal leases as businesses seek to manage costs.

The following table lists information about our consolidated and unconsolidated properties. For further information, see "Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Report.

Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
Amerige Heights Town Center Los Angeles-Long Beach-Anaheim CA 2000 2000 $ 97 98.0% $ 32.06 Albertsons, (Target)
Bloom on Third (fka Town and Country Center) Los Angeles-Long Beach-Anaheim CA 35% 2018 1992 107,893 73 100.0% 57.60 Whole Foods, CVS, Citibank
Brea Marketplace Los Angeles-Long Beach-Anaheim CA 40% 2005 1987 352 100.0% 21.19 24 Hour Fitness, Big 5 Sporting Goods, Childtime Childcare, Old Navy, Sprout's, Target, Smart Parke
Circle Center West Los Angeles-Long Beach-Anaheim CA 2017 1989 63 100.0% 39.20 Marshalls
Circle Marina Center Los Angeles-Long Beach-Anaheim CA 2019 1994 24,000 118 84.3% 34.58 Sprouts, Big 5 Sporting Goods, Centinela Feed & Pet Supplies
Culver Center Los Angeles-Long Beach-Anaheim CA 2017 2000 217 94.2% 33.32 Ralphs, Best Buy, LA Fitness, Sit N' Sleep
El Camino Shopping Center Los Angeles-Long Beach-Anaheim CA 1999 2017 136 100.0% 43.60 Bristol Farms, CVS
Granada Village Los Angeles-Long Beach-Anaheim CA 40% 2005 2012 50,000 226 100.0% 27.98 Sprout's Markets, Rite Aid, PETCO, Homegoods, Burlington, TJ Maxx
Hasley Canyon Village Los Angeles-Long Beach-Anaheim CA 2003 2003 16,000 66 100.0% 27.10 Ralphs
Heritage Plaza Los Angeles-Long Beach-Anaheim CA 1999 2012 230 100.0% 43.43 Ralphs, CVS, Daiso, Mitsuwa Marketplace, Big 5 Sporting Goods
Laguna Niguel Plaza Los Angeles-Long Beach-Anaheim CA 40% 2005 1985 42 100.0% 31.01 CVS,(Albertsons)
Morningside Plaza Los Angeles-Long Beach-Anaheim CA 1999 1996 91 100.0% 25.58 Stater Bros.
Newland Center Los Angeles-Long Beach-Anaheim CA 1999 2016 152 97.7% 29.53 Albertsons
Nohl Plaza(6) Los Angeles-Long Beach-Anaheim CA 2023 1966 104 92.8% 16.36 Vons
Plaza Hermosa Los Angeles-Long Beach-Anaheim CA 1999 2013 95 100.0% 28.96 Von's, CVS
Ralphs Circle Center Los Angeles-Long Beach-Anaheim CA 2017 1983 60 98.5% 20.94 Ralphs
Rona Plaza Los Angeles-Long Beach-Anaheim CA 1999 1989 52 98.1% 22.12 Superior Super Warehouse
Seal Beach Los Angeles-Long Beach-Anaheim CA 20% 2002 1966 97 98.5% 27.77 Pavilions, CVS
Talega Village Center Los Angeles-Long Beach-Anaheim CA 2017 2007 102 92.9% 22.25 Ralphs
Tustin Legacy Los Angeles-Long Beach-Anaheim CA 2016 2017 112 100.0% 35.66 Stater Bros, CVS
Twin Oaks Shopping Center Los Angeles-Long Beach-Anaheim CA 40% 2005 2019 19,000 98 100.0% 26.03 Ralphs, Ace Hardware
Valencia Crossroads Los Angeles-Long Beach-Anaheim CA 2002 2003 173 100.0% 29.08 Whole Foods, Kohl's
Village at La Floresta Los Angeles-Long Beach-Anaheim CA 2014 2014 87 98.9% 37.86 Whole Foods
Von's Circle Center Los Angeles-Long Beach-Anaheim CA 2017 1972 4,273 151 100.0% 28.32 Von's, Ross Dress for Less, Planet Fitness
Woodman Van Nuys Los Angeles-Long Beach-Anaheim CA 1999 1992 108 99.2% 17.60 El Super
Silverado Plaza Napa CA 40% 2005 1974 15,600 85 95.7% 21.65 Nob Hill, CVS
Gelson's Westlake Market Plaza Oxnard-Thousand Oaks-Ventura CA 2002 2016 85 98.8% 32.94 Gelson's Markets, John of Italy Salon & Spa
Oakbrook Plaza Oxnard-Thousand Oaks-Ventura CA 1999 2017 83 97.4% 23.07 Gelson's Markets, (CVS), (Ace Hardware)
Westlake Village Plaza and Center Oxnard-Thousand Oaks-Ventura CA 1999 2015 201 99.0% 42.54 Von's, Sprouts, (CVS)
French Valley Village Center Rvrside-San Bernardino-Ontario CA 2004 2004 99 100.0% 28.28 Stater Bros, CVS
Oakshade Town Center Sacramento-Roseville-Folsom CA 2011 1998 4,085 104 59.5% 22.19 Safeway
Prairie City Crossing Sacramento-Roseville-Folsom CA 1999 1999 90 100.0% 22.78 Safeway
Raley's Supermarket Sacramento-Roseville-Folsom CA 20% 2007 1964 63 100.0% 14.00 Raley's
The Marketplace Sacramento-Roseville-Folsom CA 2017 1990 111 100.0% 27.60 Safeway, CVS, Petco
4S Commons Town Center San Diego-Chula Vista-Carlsbad CA 85% 2004 2004 79,032 252 100.0% 34.79 Restoration Hardware Outlet, Ace Hardware, Cost Plus World Market, CVS, Jimbo's…Naturally!, Ralphs, ULTA
Balboa Mesa Shopping Center San Diego-Chula Vista-Carlsbad CA 2012 2014 207 100.0% 29.43 CVS, Kohl's, Von's
El Norte Pkwy Plaza San Diego-Chula Vista-Carlsbad CA 1999 2013 91 94.4% 19.91 Von's, Children's Paradise, ACE Hardware
Friars Mission Center San Diego-Chula Vista-Carlsbad CA 1999 1989 147 97.7% 39.86 Ralphs, CVS
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Navajo Shopping Center San Diego-Chula Vista-Carlsbad CA 40% 2005 1964 11,000 102 98.7% 15.47 Albertsons, Rite Aid, O'Reilly Auto Parts
Point Loma Plaza San Diego-Chula Vista-Carlsbad CA 40% 2005 1987 38,900 205 98.6% 23.75 Von's, Jo-Ann Fabrics, Marshalls, UFC Gym
Rancho San Diego Village San Diego-Chula Vista-Carlsbad CA 40% 2005 1981 153 93.9% 25.15 Smart & Final, 24 Hour Fitness, (Longs Drug)
Scripps Ranch Marketplace San Diego-Chula Vista-Carlsbad CA 2017 2017 132 100.0% 35.29 Vons, CVS
The Hub Hillcrest Market San Diego-Chula Vista-Carlsbad CA 2012 2015 149 96.9% 43.33 Ralphs, Trader Joe's
Twin Peaks San Diego-Chula Vista-Carlsbad CA 1999 1988 208 99.4% 24.18 Target, Grocer
200 Potrero San Francisco-Oakland-Berkeley CA 2017 1928 31 100.0% 11.92 Gizmo Art Production, INC.
Bayhill Shopping Center San Francisco-Oakland-Berkeley CA 40% 2005 2019 28,800 122 97.4% 29.15 CVS, Mollie Stone's Market
Clayton Valley Shopping Center San Francisco-Oakland-Berkeley CA 2003 2004 260 90.8% 23.67 Grocery Outlet, Central, CVS, Dollar Tree, Ross Dress For Less
Diablo Plaza San Francisco-Oakland-Berkeley CA 1999 1982 63 100.0% 43.59 Bevmo!, (Safeway), (CVS)
El Cerrito Plaza San Francisco-Oakland-Berkeley CA 2000 2000 256 96.6% 29.49 Barnes & Noble, Jo-Ann Fabrics, PETCO, Ross Dress For Less, Trader Joe's, Marshalls, (CVS)
Encina Grande San Francisco-Oakland-Berkeley CA 1999 2016 106 100.0% 36.12 Whole Foods, Walgreens
Persimmon Place San Francisco-Oakland-Berkeley CA 2014 2014 153 100.0% 37.86 Whole Foods, Nordstrom Rack, Homegoods
Plaza Escuela San Francisco-Oakland-Berkeley CA 2017 2002 154 93.5% 44.22 The Container Store, Trufusion, Talbots, The Cheesecake Factory, Barnes & Noble
Pleasant Hill Shopping Center San Francisco-Oakland-Berkeley CA 40% 2005 2016 50,000 227 100.0% 24.52 Target, Burlington, Ross Dress for Less, Homegoods
Potrero Center San Francisco-Oakland-Berkeley CA 2017 1997 227 70.9% 34.12 Safeway, 24 Hour Fitness, Ross Dress for Less, Petco
Powell Street Plaza San Francisco-Oakland-Berkeley CA 2001 1987 166 97.1% 35.91 Trader Joe's, Bevmo!, Ross Dress For Less, Marshalls, Old Navy
San Carlos Marketplace San Francisco-Oakland-Berkeley CA 2017 2007 154 87.2% 39.10 TJ Maxx, Best Buy, PetSmart, Bassett Furniture
San Leandro Plaza San Francisco-Oakland-Berkeley CA 1999 1982 50 100.0% 41.14 (Safeway), (CVS)
Serramonte Center San Francisco-Oakland-Berkeley CA 2017 2018 1,072 97.6% 27.48 Buy Buy Baby, Cost Plus World Market, Crunch Fitness, DAISO, Dave & Buster's, Dick's Sporting Goods, Divano Homes, H&M, Macy's, Nordstrom Rack, Old Navy, Party City, Ross Dress for Less, Target, TJ Maxx, Uniqlo, Jagalchi
Tassajara Crossing San Francisco-Oakland-Berkeley CA 1999 1990 146 96.9% 26.56 Safeway, CVS, Alamo Hardware
Willows Shopping Center(6) San Francisco-Oakland-Berkeley CA 2017 2015 241 82.7% 30.58 REI, UFC Gym, Old Navy, Ulta, Five Below
Woodside Central San Francisco-Oakland-Berkeley CA 1999 1993 81 93.4% 26.39 Chuck E. Cheese, Marshalls, (Target)
Ygnacio Plaza San Francisco-Oakland-Berkeley CA 40% 2005 1968 25,850 110 97.6% 40.58 Sports Basement,TJ Maxx
Blossom Valley San Jose-Sunnyvale-Santa Clara CA 1999 1990 22,300 93 97.7% 28.61 Safeway
Mariposa Shopping Center San Jose-Sunnyvale-Santa Clara CA 40% 2005 2020 26,950 127 94.0% 22.24 Safeway, CVS, Ross Dress for Less
Shoppes at Homestead San Jose-Sunnyvale-Santa Clara CA 1999 1983 116 96.7% 26.25 CVS, Crunch Fitness, (Orchard Supply Hardware)
Snell & Branham Plaza San Jose-Sunnyvale-Santa Clara CA 40% 2005 1988 19,200 92 98.5% 22.25 Safeway
The Pruneyard San Jose-Sunnyvale-Santa Clara CA 2019 2014 2,200 260 97.9% 42.54 Trader Joe's, The Sports Basement, Camera Cinemas, Marshalls
West Park Plaza San Jose-Sunnyvale-Santa Clara CA 1999 1996 88 100.0% 22.07 Safeway, Crunch Fitness
Golden Hills Plaza San Luis Obispo-Paso Robles CA 2006 2017 244 87.0% 7.13 Lowe's, TJ Maxx
Five Points Shopping Center Santa Maria-Santa Barbara CA 40% 2005 2014 145 97.6% 31.02 Smart & Final, CVS, Ross Dress for Less, Big 5 Sporting Goods, PETCO
Corral Hollow Stockton CA 2000 2000 167 70.4% 20.82 Safeway, CVS
Alcove On Arapahoe Boulder CO 40% 2005 2019 26,700 159 91.8% 19.79 Petco, HomeGoods, Jo-Ann Fabrics, Safeway, Ulta Salon
Crossroads Commons Boulder CO 20% 2001 1986 34,500 143 93.6% 30.27 Whole Foods, Barnes & Noble
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Crossroads Commons II Boulder CO 20% 2018 1995 5,500 18 100.0% 41.45 (Whole Foods), (Barnes & Noble)
Falcon Marketplace Colorado Springs CO 2005 2005 22 100.0% 26.36 (Wal-Mart)
Marketplace at Briargate Colorado Springs CO 2006 2006 29 100.0% 36.20 (King Soopers)
Monument Jackson Creek Colorado Springs CO 1998 1999 85 100.0% 12.99 King Soopers
Woodmen Plaza Colorado Springs CO 1998 1998 116 97.6% 13.93 King Soopers
Applewood Shopping Ctr Denver-Aurora-Lakewood CO 40% 2005 2020 360 95.8% 16.51 Applejack Liquors, Hobby Lobby, Homegoods, King Soopers, PetSmart, Sierra Trading Post, Ulta, Three Little Mingos
Belleview Square Denver-Aurora-Lakewood CO 2004 2013 117 96.1% 21.81 King Soopers
Boulevard Center Denver-Aurora-Lakewood CO 1999 1986 77 91.5% 32.51 Eye Care Specialists, (Safeway)
Buckley Square Denver-Aurora-Lakewood CO 1999 1978 116 93.6% 11.90 Ace Hardware, King Soopers
Cherrywood Square Shop Ctr Denver-Aurora-Lakewood CO 40% 2005 1978 9,650 97 100.0% 13.03 King Soopers
Hilltop Village Denver-Aurora-Lakewood CO 2002 2018 101 100.0% 13.58 King Soopers
Littleton Square Denver-Aurora-Lakewood CO 1999 2015 99 97.2% 11.50 King Soopers
Lloyd King Center Denver-Aurora-Lakewood CO 1998 1998 83 100.0% 12.25 King Soopers
Ralston Square Shopping Center Denver-Aurora-Lakewood CO 40% 2005 1977 83 98.5% 16.44 King Soopers
Shops at Quail Creek Denver-Aurora-Lakewood CO 2008 2008 38 96.3% 28.22 (King Soopers)
Stroh Ranch Denver-Aurora-Lakewood CO 1998 1998 93 100.0% 14.43 King Soopers
Centerplace of Greeley III Greeley CO 2007 2007 119 100.0% 12.31 Hobby Lobby, Best Buy, TJ Maxx
22 Crescent Road Bridgeport-Stamford-Norwalk CT 2017 1984 4 100.0% 69.00 -
25 Valley Drive Bridgeport-Stamford-Norwalk CT 2023 1977 18 100.0% 46.25 -
321-323 Railroad Ave Bridgeport-Stamford-Norwalk CT 2023 1983 21 100.0% 37.48 -
470 Main Street Bridgeport-Stamford-Norwalk CT 2023 1972 23 98.5% 29.32 -
530 Old Post Rd Bridgeport-Stamford-Norwalk CT 2023 1979 8 75.0% 43.25 -
7 Riversville Bridgeport-Stamford-Norwalk CT 2023 1978 11 80.9% 39.61 -
91 Danbury Road Bridgeport-Stamford-Norwalk CT 2017 1965 5 77.3% 29.44 -
970 High Ridge Center Bridgeport-Stamford-Norwalk CT 2023 1960 27 89.6% 36.15 BevMax
Airport Plaza Bridgeport-Stamford-Norwalk CT 2023 1974 33 100.0% 31.48 -
Bethel Hub Center Bridgeport-Stamford-Norwalk CT 2023 1957 31 60.8% 14.91 La Placita Bethel Market
Black Rock Bridgeport-Stamford-Norwalk CT 80% 2014 1996 15,342 95 97.7% 29.89 Old Navy, The Clubhouse
Brick Walk(6) Bridgeport-Stamford-Norwalk CT 80% 2014 2007 30,919 123 96.2% 46.08 -
Compo Acres Shopping Center Bridgeport-Stamford-Norwalk CT 2017 2011 43 95.9% 55.85 Trader Joe's
Copps Hill Plaza Bridgeport-Stamford-Norwalk CT 2017 2002 7,706 173 88.1% 22.26 Stop & Shop, Homegoods, Marshalls, Rite Aid, Michael's
Cos Cob Commons Bridgeport-Stamford-Norwalk CT 2023 1986 13,142 48 93.9% 53.16 CVS
Cos Cob Plaza Bridgeport-Stamford-Norwalk CT 2023 1947 3,902 15 93.4% 52.79 -
Danbury Green Bridgeport-Stamford-Norwalk CT 2017 2006 124 99.0% 27.17 Trader Joe's, Hilton Garden Inn, DSW, Staples, Rite Aid, Warehouse Wines & Liquors
Danbury Square Bridgeport-Stamford-Norwalk CT 2023 1987 194 73.2% 13.80 Ocean State Job Lot, Planet Fitness, Elicit Brewing Company
Darinor Plaza(6) Bridgeport-Stamford-Norwalk CT 2017 1978 153 100.0% 20.45 Kohl's, Old Navy, Party City
Fairfield Center(6) Bridgeport-Stamford-Norwalk CT 80% 2014 2000 95 87.8% 34.04 Fairfield University Bookstore, Merril Lynch
Fairfield Crossroads Bridgeport-Stamford-Norwalk CT 2023 1995 62 100.0% 25.28 Marshalls, DSW
Goodwives Shopping Center Bridgeport-Stamford-Norwalk CT 2023 1955 23,078 96 90.1% 41.03 Stop & Shop
Greens Farms Plaza Bridgeport-Stamford-Norwalk CT 2023 1958 40 51.3% 25.81 BevMax
Greenwich Commons Bridgeport-Stamford-Norwalk CT 2023 1961 4,866 10 100.0% 89.23 -
High Ridge Center Bridgeport-Stamford-Norwalk CT 100% 2023 1968 9,047 91 69.2% 56.28 Trader Joe's
Knotts Landing Bridgeport-Stamford-Norwalk CT 2023 1994 3 100.0% 76.05 -
Main & Bailey Bridgeport-Stamford-Norwalk CT 2023 1950 62 96.1% 26.17 -
Newfield Green Bridgeport-Stamford-Norwalk CT 2023 1966 19,278 74 95.8% 38.15 Grade A Market, CVS
Old Greenwich CVS Bridgeport-Stamford-Norwalk CT 100% 2023 1941 891 8 100.0% 30.17 -
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Post Road Plaza Bridgeport-Stamford-Norwalk CT 2017 1978 20 100.0% 59.79 Trader Joe's
Ridgeway Shopping Center Bridgeport-Stamford-Norwalk CT 2023 1952 43,150 365 91.7% 30.17 Stop & Shop, LA Fitness, Marshalls, Michael's, Staples, Ashley Furniture, Old Navy, ULTA
Shelton Square Bridgeport-Stamford-Norwalk CT 2023 1982 189 99.1% 19.12 Stop & Shop, Homegoods, Hawley Lane, Edge Fitness
Station Centre @ Old Greenwich Bridgeport-Stamford-Norwalk CT 2023 1952 6,770 39 91.4% 35.73 Kings Food Markets
The Dock-Dockside Bridgeport-Stamford-Norwalk CT 2023 1974 33,667 278 100.0% 19.81 Stop & Shop, BJ's Whole Sale, Edge Fitness, West Marine, Petco, Dollar Tree, Osaka Hibachi
Walmart Norwalk Bridgeport-Stamford-Norwalk CT 2017 2003 142 100.0% 0.56 WalMart, HomeGoods
Westport Row Bridgeport-Stamford-Norwalk CT 2017 2020 95 100.0% 45.10 The Fresh Market, Pottery Barn
Brookside Plaza Hartford-E Hartford-Middletown CT 2017 2006 227 95.8% 16.41 Burlington Coat Factory, PetSmart, ShopRite, Staples, TJ Maxx, LL Bean
Corbin's Corner Hartford-E Hartford-Middletown CT 40% 2005 2015 53,000 189 98.1% 32.12 Best Buy, Edge Fitness, Old Navy, The Tile Shop, Total Wine and More, Trader Joe's
Aldi Square New Haven-Milford CT 2023 2014 38 100.0% 16.19 Aldi
Orange Meadows New Haven-Milford CT 2023 1990 78 100.0% 24.13 Trader Joe's, TJMaxx, Bob's Discount Furniture, Ulta
Southbury Green New Haven-Milford CT 2017 2002 156 87.5% 22.41 ShopRite, Homegoods
New Milford Plaza Torrington CT 2023 1970 235 100.0% 9.31 Walmart, Stop & Shop, Club 24, Dollar Tree
Sunny Valley Shops Torrington CT 2023 2003 72 55.5% 15.62 Staples
Veterans Plaza Torrington CT 2023 1966 80 100.0% 12.23 Big Y World Class Market, BevMax
Shops at The Columbia Washington-Arlington-Alexandri DC 2006 2006 23 100.0% 38.34 Trader Joe's
Spring Valley Shopping Center Washington-Arlington-Alexandri DC 40% 2005 1930 13,000 17 100.0% 101.60 -
Pike Creek Philadelphia-Camden-Wilmington DE 1998 2013 229 96.2% 17.39 Acme Markets, Edge Fitness, Pike Creek Community Hardware
Shoppes of Graylyn Philadelphia-Camden-Wilmington DE 40% 2005 1971 64 94.6% 25.73 Rite Aid
Corkscrew Village Cape Coral-Fort Myers FL 2007 1997 82 97.8% 15.55 Publix
Shoppes of Grande Oak Cape Coral-Fort Myers FL 2000 2000 79 98.5% 17.93 Publix
Millhopper Shopping Center Gainesville FL 1993 2017 80 100.0% 19.82 Publix
Newberry Square Gainesville FL 1994 1986 181 89.7% 9.63 Publix, Floor & Décor, Dollar Tree
Anastasia Plaza Jacksonville FL 1993 1988 102 95.0% 15.39 Publix
Atlantic Village Jacksonville FL 2017 2014 110 100.0% 19.09 LA Fitness, Pet Supplies Plus
Brooklyn Station on Riverside Jacksonville FL 2013 2013 50 100.0% 28.73 The Fresh Market
Courtyard Shopping Center Jacksonville FL 1993 1987 137 100.0% 3.68 Target, (Publix)
East San Marco Jacksonville FL 2007 2022 59 100.0% 28.33 Publix
Fleming Island Jacksonville FL 1998 2000 132 97.3% 17.69 Publix, PETCO, Planet Fitness, (Target)
Hibernia Pavilion Jacksonville FL 2006 2006 51 100.0% 16.52 Publix
John's Creek Center Jacksonville FL 20% 2003 2004 9,000 82 100.0% 16.67 Publix
Julington Village Jacksonville FL 20% 1999 1999 10,000 82 100.0% 17.65 Publix, (CVS)
Mandarin Landing Jacksonville FL 2017 1976 129 98.3% 23.52 Whole Foods, Aveda Institute, Baptist Health, Cooper's Hawk
Nocatee Town Center Jacksonville FL 2007 2017 114 100.0% 23.56 Publix
Oakleaf Commons Jacksonville FL 2006 2006 77 100.0% 16.93 Publix
Old St Augustine Plaza Jacksonville FL 1996 2020 248 100.0% 11.52 Publix, Burlington Coat Factory, Hobby Lobby, LA Fitness, Ross Dress for Less
Pablo Plaza Jacksonville FL 2017 2020 161 100.0% 18.80 Whole Foods, Office Depot, Marshalls, HomeGoods, PetSmart
Pine Tree Plaza Jacksonville FL 1997 1999 63 96.9% 14.97 Publix
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Seminole Shoppes Jacksonville FL 50% 2009 2018 7,272 87 100.0% 24.27 Publix
Shoppes at Bartram Park Jacksonville FL 50% 2005 2017 135 100.0% 22.67 Publix, (Kohl's), (Tutor Time)
Shops at John's Creek Jacksonville FL 2003 2004 15 100.0% 27.73 -
South Beach Regional Jacksonville FL 2017 1990 303 86.7% 17.95 Trader Joe's, Home Depot, Ross Dress for Less, Staples, Nordstrom Rack
Starke(6) Jacksonville FL 2000 2000 13 100.0% 27.05 CVS
Avenida Biscayne (fka Aventura Square)(6) Miami-Ft Lauderdale-PompanoBch FL 2017 1991 143 83.5% 52.86 DSW, Jewelry Exchange, Old Navy, The Fresh Market
Aventura Shopping Center Miami-Ft Lauderdale-PompanoBch FL 1994 2017 97 94.9% 38.14 CVS, Publix
Banco Popular Building Miami-Ft Lauderdale-PompanoBch FL 2017 1971 5 100.0% 92.31 -
Bird 107 Plaza Miami-Ft Lauderdale-PompanoBch FL 2017 1990 40 100.0% 22.51 Walgreens
Bird Ludlam Miami-Ft Lauderdale-PompanoBch FL 2017 1998 192 97.6% 26.34 CVS, Goodwill, Winn-Dixie
Boca Village Square Miami-Ft Lauderdale-PompanoBch FL 2017 2014 92 100.0% 23.14 CVS, Publix
Boynton Lakes Plaza Miami-Ft Lauderdale-PompanoBch FL 1997 2012 110 91.9% 16.98 Citi Trends, Pet Supermarket, Publix
Boynton Plaza Miami-Ft Lauderdale-PompanoBch FL 2017 2015 105 100.0% 21.54 CVS, Publix
Caligo Crossing Miami-Ft Lauderdale-PompanoBch FL 2007 2007 11 100.0% 47.17 (Kohl's)
Chasewood Plaza Miami-Ft Lauderdale-PompanoBch FL 1993 2015 152 97.1% 28.26 Publix, Pet Smart
Concord Shopping Plaza Miami-Ft Lauderdale-PompanoBch FL 2017 1993 309 100.0% 14.90 Big Lots, Dollar Tree, Home Depot, Winn-Dixie, YouFit Health Club
Coral Reef Shopping Center Miami-Ft Lauderdale-PompanoBch FL 2017 1990 75 98.7% 33.13 Aldi, Walgreens
Country Walk Plaza Miami-Ft Lauderdale-PompanoBch FL 2017 2008 16,000 101 94.8% 22.71 Publix, CVS
Countryside Shops Miami-Ft Lauderdale-PompanoBch FL 2017 2018 193 72.6% 25.82 Publix, Ross Dress for Less
Fountain Square Miami-Ft Lauderdale-PompanoBch FL 2013 2013 177 100.0% 29.26 Publix, Ross Dress for Less, TJ Maxx, Ulta, (Target)
Gardens Square Miami-Ft Lauderdale-PompanoBch FL 1997 1991 90 100.0% 19.66 Publix
Greenwood Shopping Centre Miami-Ft Lauderdale-PompanoBch FL 2017 1994 133 96.8% 17.36 Publix, Bealls
Hammocks Town Center Miami-Ft Lauderdale-PompanoBch FL 2017 1993 187 92.2% 18.87 CVS, Goodwill, Publix, Metro-Dade Public Library, YouFit Health Club, (Kendall Ice Arena)
Pine Island Miami-Ft Lauderdale-PompanoBch FL 2017 1999 255 99.5% 15.39 Publix, Burlington Coat Factory, Beall's Outlet, YouFit Health Club, Floor and Décor
Pine Ridge Square Miami-Ft Lauderdale-PompanoBch FL 2017 2013 118 72.7% 20.51 The Fresh Market, Marshalls, Ulta
Pinecrest Place(6) Miami-Ft Lauderdale-PompanoBch FL 2017 2017 70 96.3% 42.97 Whole Foods, (Target)
Point Royale Shopping Center Miami-Ft Lauderdale-PompanoBch FL 2017 2018 202 100.0% 17.02 Winn-Dixie, Burlington Coat Factory, Pasteur Medical Center, Planet Fitness, Rana Furniture
Prosperity Centre Miami-Ft Lauderdale-PompanoBch FL 2017 1993 124 69.6% 26.61 Office Depot, TJ Maxx, CVS
Sawgrass Promenade Miami-Ft Lauderdale-PompanoBch FL 2017 1998 107 89.9% 15.40 Publix, Walgreens, Dollar Tree
Sheridan Plaza Miami-Ft Lauderdale-PompanoBch FL 2017 2022 507 95.3% 20.47 Publix, Kohl's, LA Fitness, Ross Dress for Less, Pet Supplies Plus, Wellmax, Burlington, Marshalls
Shoppes @ 104 Miami-Ft Lauderdale-PompanoBch FL 1998 2018 112 95.0% 20.73 Fresco y Mas, CVS
Shoppes at Lago Mar Miami-Ft Lauderdale-PompanoBch FL 2017 1995 83 91.0% 16.11 Publix, YouFit Health Club
Shoppes of Jonathan's Landing Miami-Ft Lauderdale-PompanoBch FL 2017 1997 27 94.2% 31.19 (Publix)
Shoppes of Oakbrook Miami-Ft Lauderdale-PompanoBch FL 2017 2003 200 53.8% 22.37 Publix, Duffy's Sports Bar, CVS
Shoppes of Silver Lakes Miami-Ft Lauderdale-PompanoBch FL 2017 1997 127 97.1% 21.03 Publix, Goodwill
Shoppes of Sunset Miami-Ft Lauderdale-PompanoBch FL 2017 2009 22 71.2% 26.90 -
Shoppes of Sunset II Miami-Ft Lauderdale-PompanoBch FL 2017 2009 28 89.9% 24.32 -
Shops at Skylake Miami-Ft Lauderdale-PompanoBch FL 2017 2006 287 98.0% 25.49 Publix, LA Fitness, TJ Maxx, Goodwill, Pasteur Medical
Tamarac Town Square Miami-Ft Lauderdale-PompanoBch FL 2017 1987 125 84.8% 13.28 Publix, Dollar Tree, Retro Fitness
University Commons(6) Miami-Ft Lauderdale-PompanoBch FL 2015 2001 180 100.0% 35.02 Whole Foods, Nordstrom Rack, Barnes & Noble, Bed Bath & Beyond
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Waterstone Plaza Miami-Ft Lauderdale-PompanoBch FL 2017 2005 61 100.0% 18.36 Publix
Welleby Plaza Miami-Ft Lauderdale-PompanoBch FL 1996 1982 110 98.9% 15.28 Publix, Dollar Tree
Wellington Town Square Miami-Ft Lauderdale-PompanoBch FL 1996 2022 108 97.4% 25.62 Publix, CVS
West Bird Plaza Miami-Ft Lauderdale-PompanoBch FL 2017 2021 99 97.9% 26.51 Publix
West Lake Shopping Center Miami-Ft Lauderdale-PompanoBch FL 2017 2000 101 100.0% 23.33 Fresco y Mas, CVS
Westport Plaza Miami-Ft Lauderdale-PompanoBch FL 2017 2002 47 100.0% 22.93 Publix
Berkshire Commons Naples-Marco Island FL 1994 1992 110 100.0% 16.18 Publix, Walgreens
Naples Walk Naples-Marco Island FL 2007 1999 125 96.6% 19.57 Publix
Pavillion Naples-Marco Island FL 2017 2011 168 100.0% 24.44 LA Fitness, Paragon Theaters, J. Lee Salon Suites
Shoppes of Pebblebrook Plaza Naples-Marco Island FL 50% 2000 2000 80 97.0% 16.70 Publix, (Walgreens)
Glengary Shoppes North Port-Sarasota-Bradenton FL 2017 1995 93 97.0% 20.50 Best Buy, Barnes & Noble
Alafaya Village Orlando-Kissimmee-Sanford FL 2017 1986 39 100.0% 25.80 -
Kirkman Shoppes Orlando-Kissimmee-Sanford FL 2017 2015 116 100.0% 26.68 LA Fitness, Walgreens
Lake Mary Centre Orlando-Kissimmee-Sanford FL 2017 2015 356 94.8% 18.15 The Fresh Market, Academy Sports, Hobby Lobby, LA Fitness, Ross Dress for Less, Office Depot
Plaza Venezia Orlando-Kissimmee-Sanford FL 20% 2016 2000 36,500 203 98.0% 34.21 Publix, Eddie V's
Town and Country Orlando-Kissimmee-Sanford FL 2017 1993 78 100.0% 11.75 Ross Dress for Less
Unigold Shopping Center Orlando-Kissimmee-Sanford FL 2017 1987 115 91.2% 15.99 YouFit Health Club, Ross Dress for Less
Willa Springs Orlando-Kissimmee-Sanford FL 2000 2000 16,700 90 100.0% 24.76 Publix
Cashmere Corners Port St. Lucie FL 2017 2016 86 100.0% 14.82 WalMart
The Plaza at St. Lucie West Port St. Lucie FL 2017 2006 27 100.0% 26.33 -
Charlotte Square Punta Gorda FL 2017 1980 91 94.1% 11.94 WalMart, Buffet City
Ryanwood Square Sebastian-Vero Beach FL 2017 1987 115 93.3% 12.84 Publix, Beall's, Harbor Freight Tools
South Point Sebastian-Vero Beach FL 2017 2003 65 100.0% 16.66 Publix
Treasure Coast Plaza Sebastian-Vero Beach FL 2017 1983 134 100.0% 19.28 Publix, TJ Maxx
Carriage Gate Tallahassee FL 1994 2013 73 100.0% 25.58 Trader Joe's, TJ Maxx
Ocala Corners(6) Tallahassee FL 2000 2000 93 93.0% 14.51 Publix
Bloomingdale Square Tampa-St Petersburg-Clearwater FL 1998 2021 252 96.9% 20.57 Bealls, Dollar Tree, Home Centric, LA Fitness, Publix
Northgate Square Tampa-St Petersburg-Clearwater FL 2007 1995 75 100.0% 16.74 Publix
Regency Square Tampa-St Petersburg-Clearwater FL 1993 2013 352 98.4% 20.68 AMC Theater, Dollar Tree, Five Below, Marshalls, Michael's, PETCO, Shoe Carnival, Staples, TJ Maxx, Ulta, Old Navy, (Best Buy), (Macdill)
Shoppes at Sunlake Centre Tampa-St Petersburg-Clearwater FL 2017 2008 117 100.0% 25.32 Publix
Suncoast Crossing Tampa-St Petersburg-Clearwater FL 2007 2007 118 98.8% 7.34 Kohl's, (Target)
The Village at Hunter's Lake Tampa-St Petersburg-Clearwater FL 2018 2018 72 100.0% 28.47 Sprouts
Town Square Tampa-St Petersburg-Clearwater FL 1997 1999 44 100.0% 35.55 PETCO, Barnes & Noble
Village Center Tampa-St Petersburg-Clearwater FL 1995 2014 186 100.0% 22.80 Publix, PGA Tour Superstore, Walgreens
Westchase Tampa-St Petersburg-Clearwater FL 2007 1998 79 100.0% 17.97 Publix
Ashford Place Atlanta-SandySprings-Alpharett GA 1997 1993 53 89.3% 26.57 Harbor Freight Tools
Briarcliff La Vista Atlanta-SandySprings-Alpharett GA 1997 1962 43 100.0% 22.64 Michael's
Briarcliff Village Atlanta-SandySprings-Alpharett GA 1997 1990 189 100.0% 17.51 Burlington, Party City, Publix, Shoe Carnival, TJ Maxx
Bridgemill Market Atlanta-SandySprings-Alpharett GA 2017 2000 89 96.3% 19.02 Publix
Brighten Park Atlanta-SandySprings-Alpharett GA 1997 2016 137 97.1% 28.81 Lidl, Big Blue Swim School, Kohl's
Buckhead Court Atlanta-SandySprings-Alpharett GA 1997 1984 49 93.8% 32.18 -
Buckhead Landing Atlanta-SandySprings-Alpharett GA 2017 1998 152 81.7% 32.88 Binders Art Supplies & Frames, Publix
Buckhead Station Atlanta-SandySprings-Alpharett GA 2017 1996 234 82.9% 26.80 Cost Plus World Market, DSW Warehouse, Nordstrom Rack, Old Navy, Saks Off 5th, TJ Maxx, Ulta
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Cambridge Square Atlanta-SandySprings-Alpharett GA 1996 1979 70 97.2% 24.98 Publix
Chastain Square Atlanta-SandySprings-Alpharett GA 2017 2001 92 100.0% 24.11 Publix
Cornerstone Square Atlanta-SandySprings-Alpharett GA 1997 1990 80 100.0% 19.24 Aldi, Barking Hound Village, CVS, HealthMarkets Insurance
Dunwoody Hall Atlanta-SandySprings-Alpharett GA 1997 1986 13,800 86 100.0% 21.71 Publix
Dunwoody Village Atlanta-SandySprings-Alpharett GA 1997 1975 121 89.4% 22.27 The Fresh Market, Walgreens, Dunwoody Prep
Howell Mill Village Atlanta-SandySprings-Alpharett GA 2004 1984 92 97.6% 25.42 Publix
Paces Ferry Plaza Atlanta-SandySprings-Alpharett GA 1997 2018 82 97.0% 42.09 Whole Foods
Powers Ferry Square Atlanta-SandySprings-Alpharett GA 1997 2013 97 100.0% 36.45 HomeGoods, PETCO
Powers Ferry Village Atlanta-SandySprings-Alpharett GA 1997 1994 69 98.3% 10.25 Publix, Barrel Town
Russell Ridge Atlanta-SandySprings-Alpharett GA 1994 1995 108 91.4% 12.98 Kroger
Sandy Springs Atlanta-SandySprings-Alpharett GA 2012 2006 113 100.0% 27.21 Trader Joe's, Fox's, Peter Glenn Ski & Sports
Sope Creek Crossing Atlanta-SandySprings-Alpharett GA 1998 2016 99 95.5% 17.06 Publix
The Shops at Hampton Oaks Atlanta-SandySprings-Alpharett GA 2017 2009 21 89.8% 12.30 (CVS)
Williamsburg at Dunwoody Atlanta-SandySprings-Alpharett GA 2017 1983 45 95.6% 25.72 -
Civic Center Plaza Chicago-Naperville-Elgin IL 40% 2005 1989 22,000 265 96.6% 10.78 Super H Mart, Home Depot, O'Reilly Automotive, King Spa
Clybourn Commons Chicago-Naperville-Elgin IL 2014 1999 32 100.0% 37.82 PETCO
Glen Oak Plaza Chicago-Naperville-Elgin IL 2010 1967 63 96.2% 27.83 Trader Joe's, Walgreens, Northshore University Healthsystems
Hinsdale Lake Commons Chicago-Naperville-Elgin IL 1998 2015 185 94.3% 16.68 Whole Foods, Goodwill, Charter Fitness, Petco
Mellody Farm Chicago-Naperville-Elgin IL 2017 2017 259 97.1% 31.25 Whole Foods, Nordstrom Rack, REI, HomeGoods, Barnes & Noble, West Elm
Naperville Plaza Chicago-Naperville-Elgin IL 20% 2023 1961 23,000 115 100.0% 26.91 Casey's Foods, Trader Joe's, Oswald's Pharmacy
Old Town Square Chicago-Naperville-Elgin IL 20% 2023 1998 14,000 87 97.5% 27.10 Jewel-Osco
Riverside Sq & River's Edge Chicago-Naperville-Elgin IL 40% 2005 1986 169 100.0% 18.66 Mariano's Fresh Market, Dollar Tree, Party City, Blink Fitness
Roscoe Square Chicago-Naperville-Elgin IL 40% 2005 2012 24,500 140 100.0% 24.78 Mariano's Fresh Market, Walgreens, Altitude Trampoline Park
Westchester Commons Chicago-Naperville-Elgin IL 2001 2014 143 93.1% 18.28 Mariano's Fresh Market, Goodwill
Willow Festival Chicago-Naperville-Elgin IL 2010 2007 404 91.7% 19.23 Whole Foods, Lowe's, CVS, HomeGoods, REI, Ulta
Shops on Main Chicago-Naperville-Elgin IN 94% 2007 2020 279 100.0% 16.54 Whole Foods, Dick's Sporting Goods, Ross Dress for Less, HomeGoods, DSW, Nordstrom Rack, Marshalls
Willow Lake Shopping Center Indianapolis-Carmel-Anderson IN 40% 2005 1987 86 88.6% 17.44 Indiana Bureau of Motor Vehicles, Snipes USA, (Kroger)
Willow Lake West Shopping Center Indianapolis-Carmel-Anderson IN 40% 2005 2001 10,000 53 100.0% 28.23 Trader Joe's
Fellsway Plaza Boston-Cambridge-Newton MA 75% 2013 2016 34,873 158 100.0% 27.34 Stop & Shop, Planet Fitness, BioLife Plasma Services
Shaw's at Plymouth Boston-Cambridge-Newton MA 2017 1993 60 100.0% 19.34 Shaw's
Shops at Saugus Boston-Cambridge-Newton MA 2006 2006 87 100.0% 31.64 Trader Joe's, La-Z-Boy, PetSmart
Star's at Cambridge Boston-Cambridge-Newton MA 2017 1997 66 100.0% 41.18 Star Market
Star's at Quincy Boston-Cambridge-Newton MA 2017 1995 101 100.0% 23.63 Star Market
Star's at West Roxbury Boston-Cambridge-Newton MA 2017 2006 76 100.0% 27.61 Shaw's
The Abbot Boston-Cambridge-Newton MA 2017 1912 64 77.1% 94.03 Center for Effective Alturism
Twin City Plaza Boston-Cambridge-Newton MA 2006 2004 285 100.0% 22.43 Shaw's, Marshall's, Extra Space Storage, Walgreens, K&G Fashion, Dollar Tree, Everfitness, Formlabs
The Longmeadow Shops Springfield, MA MA 2023 1962 13,000 99 100.0% 32.16 CVS
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Festival at Woodholme Baltimore-Columbia-Towson MD 40% 2005 1986 18,510 81 95.1% 40.40 Trader Joe's
Parkville Shopping Center Baltimore-Columbia-Towson MD 40% 2005 2013 23,200 165 96.6% 17.61 Giant, Parkville Lanes, Dollar Tree, Petco, The Cellar Parkville
Southside Marketplace Baltimore-Columbia-Towson MD 40% 2005 2011 24,800 125 93.5% 24.51 Giant
Village at Lee Airpark Baltimore-Columbia-Towson MD 2005 2014 118 97.8% 31.38 Giant, (Sunrise)
Burnt Mills Washington-Arlington-Alexandri MD 20% 2013 2004 31 92.3% 38.58 Trader Joe's
Cloppers Mill Village Washington-Arlington-Alexandri MD 40% 2005 1995 137 94.7% 19.48 Shoppers Food Warehouse, Dollar Tree
Firstfield Shopping Center Washington-Arlington-Alexandri MD 40% 2005 2014 22 100.0% 44.25 -
Takoma Park Washington-Arlington-Alexandri MD 40% 2005 1960 107 97.4% 15.05 Planet Fitness
Watkins Park Plaza Washington-Arlington-Alexandri MD 40% 2005 1985 111 98.5% 29.47 LA Fitness, CVS
Westbard Square Washington-Arlington-Alexandri MD 2017 2001 126 82.5% 36.56 Giant, Bowlmor AMF
Woodmoor Shopping Center Washington-Arlington-Alexandri MD 40% 2005 1954 19,000 68 96.3% 37.93 CVS
Fenton Marketplace Flint MI 1999 1999 97 74.0% 9.14 Family Farm & Home
Apple Valley Square Minneapol-St. Paul-Bloomington MN 2006 1998 179 100.0% 17.01 Jo-Ann Fabrics, PETCO, Savers, Experience Fitness, (Burlington Coat Factory), (Aldi)
Cedar Commons Minneapol-St. Paul-Bloomington MN 2011 1999 66 100.0% 28.59 Whole Foods
Colonial Square Minneapol-St. Paul-Bloomington MN 40% 2005 2014 19,700 93 97.9% 27.54 Lund's
Rockford Road Plaza Minneapol-St. Paul-Bloomington MN 40% 2005 1991 20,000 204 99.4% 14.27 Kohl's, PetSmart, HomeGoods, TJ Maxx, ULTA
Rockridge Center Minneapol-St. Paul-Bloomington MN 20% 2011 2006 14,500 125 98.2% 14.71 CUB Foods
Brentwood Plaza St. Louis MO 2007 2002 60 92.6% 10.38 Schnucks
Bridgeton St. Louis MO 2007 2005 71 100.0% 12.87 Schnucks, (Home Depot)
Dardenne Crossing St. Louis MO 2007 1996 67 100.0% 11.72 Schnucks
Kirkwood Commons St. Louis MO 2007 2000 210 100.0% 10.39 Walmart, TJ Maxx, HomeGoods, Famous Footwear, (Target), (Lowe's)
Blakeney Town Center Charlotte-Concord-Gastonia NC 2021 2006 384 99.7% 27.08 Harris Teeter, Marshalls, Best Buy, Petsmart, Off Broadway Shoes, Old Navy, (Target)
Carmel Commons Charlotte-Concord-Gastonia NC 1997 2012 141 89.4% 25.09 Chuck E. Cheese, The Fresh Market, Party City
Cochran Commons Charlotte-Concord-Gastonia NC 20% 2007 2003 2,975 66 100.0% 17.91 Harris Teeter, (Walgreens)
Willow Oaks Charlotte-Concord-Gastonia NC 2014 2014 65 97.9% 17.89 Publix
Shops at Erwin Mill Durham-Chapel Hill NC 55% 2012 2012 10,000 91 100.0% 20.47 Harris Teeter
Southpoint Crossing Durham-Chapel Hill NC 1998 1998 103 100.0% 17.42 Harris Teeter
Village Plaza Durham-Chapel Hill NC 20% 2012 2020 11,793 73 100.0% 25.22 Whole Foods
Woodcroft Shopping Center Durham-Chapel Hill NC 1996 1984 90 95.4% 14.52 Food Lion, ACE Hardware
Glenwood Village Raleigh-Cary NC 1997 1983 43 100.0% 18.71 Harris Teeter
Holly Park Raleigh-Cary NC 2013 1969 158 99.0% 20.54 DSW Warehouse, Trader Joe's, Ross Dress For Less, Staples, US Fitness Products, Jerry's Artarama, Pet Supplies Plus, Ulta
Lake Pine Plaza Raleigh-Cary NC 1998 1997 88 100.0% 14.55 Harris Teeter
Market at Colonnade Center Raleigh-Cary NC 2009 2009 58 100.0% 28.83 Whole Foods
Midtown East Raleigh-Cary NC 50% 2017 2017 36,000 159 100.0% 24.51 Wegmans
Ridgewood Shopping Center Raleigh-Cary NC 20% 2018 1951 9,025 94 89.9% 28.41 Whole Foods, Walgreens
Shoppes of Kildaire Raleigh-Cary NC 40% 2005 1986 20,000 145 100.0% 21.28 Trader Joe's, Aldi, Staples, Barnes & Noble
Sutton Square Raleigh-Cary NC 20% 2006 1985 101 93.8% 21.21 The Fresh Market
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Village District Raleigh-Cary NC 30% 2004 2018 75,000 599 98.3% 25.47 Harris Teeter, The Fresh Market, The Oberlin, Wake Public Library, Walgreens, Talbots, Great Outdoor Provision Co., York Properties,The Cheshire Cat Gallery, Crunch Fitness Select Club, Bailey's Fine Jewelry, Sephora, Barnes & Noble, Goodnight's Comedy Club, Ballard Designs
Bloomfield Crossing New York-Newark-Jersey City NJ 2023 0 59 100.0% 15.17 Superfresh
Boonton ACME Shopping Center New York-Newark-Jersey City NJ 2023 1999 10,585 63 97.1% 24.19 Acme Markets
Cedar Hill Shopping Center New York-Newark-Jersey City NJ 2023 1971 7,035 43 100.0% 30.72 Walgreens
Chestnut Ridge Shopping Center New York-Newark-Jersey City NJ 50% 2023 1965 76 94.2% 30.43 Fresh Market, Drop Fitness
Chimney Rock New York-Newark-Jersey City NJ 2016 2016 218 91.9% 39.18 Whole Foods, Nordstrom Rack, Saks Off 5th, The Container Store, Ulta
District at Metuchen New York-Newark-Jersey City NJ 20% 2018 2017 16,000 67 100.0% 32.89 Whole Foods
Emerson Plaza New York-Newark-Jersey City NJ 2023 1981 93 84.9% 14.14 Shoprite, K-9 Resorts Luxury Pet Hotel
Ferry Street Plaza New York-Newark-Jersey City NJ 2023 1995 8,796 108 100.0% 21.49 Seabra Foods, Flaming Grill
H Mart Plaza New York-Newark-Jersey City NJ 2023 1967 7 100.0% 46.32 -
Meadtown Shopping Center New York-Newark-Jersey City NJ 2023 1961 9,364 77 100.0% 25.09 Marshalls, Petco, Walgreens
Midland Park Shopping Center New York-Newark-Jersey City NJ 2023 1966 17,722 129 81.5% 25.21 Kings Food Markets, Crunch Fitness
Plaza Square New York-Newark-Jersey City NJ 40% 2005 1990 104 62.0% 19.91 Grocer
Pompton Lakes Towne Square New York-Newark-Jersey City NJ 2023 2000 66 92.8% 25.82 Planet Fitness
Rite Aid Plaza-Waldwick Plaza New York-Newark-Jersey City NJ 2023 1953 20 100.0% 30.42 Rite Aid
South Pass Village New York-Newark-Jersey City NJ 2023 1965 20,144 109 97.0% 30.18 Acme Markets
Valley Ridge Shopping Center New York-Newark-Jersey City NJ 2023 1962 16,775 103 93.4% 28.44 Whole Foods
Van Houten Plaza New York-Newark-Jersey City NJ 2023 1974 37 91.4% 11.70 Dollar Tree
Waldwick Plaza New York-Newark-Jersey City NJ 2023 1960 27 90.3% 28.06 -
Washington Commons New York-Newark-Jersey City NJ 100% 2023 1992 8,766 74 99.1% 25.95 Stop & Shop
Glenwood Green(7) Philadelphia-Camden-Wilmington NJ 70% 2023 2023 353 92.4% 15.25 ShopRite, Target, Rendina
Haddon Commons Philadelphia-Camden-Wilmington NJ 40% 2005 1985 54 100.0% 15.24 Acme Markets
101 7th Avenue New York-Newark-Jersey City NY 2017 1930 57 0.0% - -
111 Kraft Avenue New York-Newark-Jersey City NY 2023 1902 9 100.0% 47.40 -
1175 Third Avenue New York-Newark-Jersey City NY 2017 1995 25 35.9% 185.00 -
1225-1239 Second Ave New York-Newark-Jersey City NY 2017 1987 18 100.0% 137.95 CVS
260-270 Sawmill Road New York-Newark-Jersey City NY 2023 1953 3 100.0% 1.69 -
27 Purchase Street New York-Newark-Jersey City NY 2023 0 10 82.6% 40.30 -
410 South Broadway New York-Newark-Jersey City NY 2023 1936 7 100.0% 1.21 -
48 Purchase Street New York-Newark-Jersey City NY 2023 0 6 100.0% 78.05 -
90 - 30 Metropolitan Avenue New York-Newark-Jersey City NY 2017 2007 60 100.0% 36.15 Michaels, Staples, Trader Joe's
Arcadian Shopping Center New York-Newark-Jersey City NY 2023 1978 13,033 166 97.9% 23.90 Stop & Shop, Westchester Community College, The 19th Hole
Biltmore Shopping Center New York-Newark-Jersey City NY 2023 1967 17 100.0% 38.93 -
Broadway Plaza New York-Newark-Jersey City NY 2017 2014 147 88.5% 40.28 Aldi, Best Buy, Bob's Discount Furniture, TJ Maxx, Blink Fitness
Carmel ShopRite Plaza New York-Newark-Jersey City NY 2023 1981 145 95.1% 14.06 Shoprite, Carmel Cinema, Gold's Gyn, Rite Aid
Chilmark Shopping Center New York-Newark-Jersey City NY 2023 1963 47 100.0% 34.28 CVS
Clocktower Plaza Shopping Ctr New York-Newark-Jersey City NY 2017 1995 79 90.4% 50.88 Stop & Shop
DeCicco's Plaza New York-Newark-Jersey City NY 2023 1978 70 91.8% 35.70 Decicco & Sons
East Meadow New York-Newark-Jersey City NY 2021 1980 141 93.3% 16.10 Marshalls, Stew Leonard's, Net Cost Market
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
East Meadow Plaza New York-Newark-Jersey City NY 2023 1971 195 60.6% 25.61 Lidl, Dollar Deal
Eastchester Plaza New York-Newark-Jersey City NY 2023 1963 24 100.0% 36.54 CVS
Eastport New York-Newark-Jersey City NY 2021 1980 48 97.3% 13.57 King Kullen, Rite Aid
Gateway Plaza New York-Newark-Jersey City NY 50% 2023 0 14,000 198 100.0% 9.46 Walmart, Bob's Discount Furniture
Harrison Shopping Square New York-Newark-Jersey City NY 2023 1958 26 100.0% 33.40 The Harrison Market
Heritage 202 Center New York-Newark-Jersey City NY 2023 1989 19 100.0% 33.99 -
Hewlett Crossing I & II New York-Newark-Jersey City NY 2018 1954 52 100.0% 39.41 -
Lake Grove Commons New York-Newark-Jersey City NY 40% 2012 2008 49,895 141 100.0% 37.08 Whole Foods, LA Fitness
Lakeview Shopping Center New York-Newark-Jersey City NY 2023 1981 10,944 165 92.6% 18.20 Acme, Planet Fitness, Montclare Children's School, Rite Aid
McLean Plaza New York-Newark-Jersey City NY 100% 2023 1982 5,000 58 86.9% 19.23 Acme Markets
Midway Shopping Center New York-Newark-Jersey City NY 12% 2023 1958 22,492 244 99.2% 28.95 Shoprite, JoAnn, Amazing Savings, Daiso, CVS, Planet Fitness, Denny's Kids
New City PCSB Bank Pad New York-Newark-Jersey City NY 2023 1973 3 100.0% 53.28 -
Orangetown Shopping Center New York-Newark-Jersey City NY 100% 2023 1966 6,005 74 95.4% 22.01 CVS
Pelham Manor Plaza New York-Newark-Jersey City NY 2023 1960 25 87.7% 35.28 Manor Market
Purchase Street Shops New York-Newark-Jersey City NY 2023 0 6 100.0% 33.82 -
Putnam Plaza New York-Newark-Jersey City NY 67% 2023 1971 17,284 189 92.9% 16.16 Tops, NY Sports Club, Dollar World, Rite Aid
Riverhead Plaza New York-Newark-Jersey City NY 50% 2023 0 13 100.0% 34.20 -
Rivertowns Square New York-Newark-Jersey City NY 2018 2016 116 92.6% 27.63 Ulta, The Learning Experience, Mom's Organic Market, Look Cinemas
Somers Commons New York-Newark-Jersey City NY 2023 2003 135 89.3% 17.01 Level Fitness, Tractor Supply, Goodwill
Staples Plaza-Yorktown Heights New York-Newark-Jersey City NY 2023 1970 125 100.0% 12.09 Level Fitness, Staples, Party City, Extra Space Storage
Tanglewood Shopping Center New York-Newark-Jersey City NY 2023 1953 3,163 27 100.0% 40.47 -
The Gallery at Westbury Plaza New York-Newark-Jersey City NY 2017 2013 312 100.0% 53.17 Trader Joe's, Nordstrom Rack, Saks Fifth Avenue, Bloomingdale's, The Container Store, HomeGoods, Old Navy, Gap Outlet, Bassett Home Furnishings, Famous Footwear
The Point at Garden City Park New York-Newark-Jersey City NY 2016 2018 105 100.0% 30.73 King Kullen, Ace Hardware
The Shops at SunVet (fka SunVet)(6)(7) New York-Newark-Jersey City NY 100% 2023 2023 173 33.7% 38.55 Whole Foods
Towne Centre at Somers New York-Newark-Jersey City NY 2023 1988 84 100.0% 31.08 CVS
Valley Stream New York-Newark-Jersey City NY 2021 1950 99 95.0% 28.68 King Kullen
Village Commons New York-Newark-Jersey City NY 2023 1980 28 88.6% 38.95 -
Wading River New York-Newark-Jersey City NY 2021 2002 99 89.8% 24.18 King Kullen, CVS, Ace Hardware
Westbury Plaza New York-Newark-Jersey City NY 2017 2004 88,000 390 100.0% 27.26 WalMart, Costco, Marshalls, Total Wine and More, Olive Garden
Marine's Taste of Italy Torrington NY 2023 1988 3 100.0% 28.73 -
Cherry Grove Cincinnati OH 1998 2012 203 99.0% 13.05 Kroger, Shoe Carnival, TJ Maxx, Tuesday Morning
Hyde Park Cincinnati OH 1997 1995 397 98.8% 17.40 Kroger, Kohl's, Walgreens, Jo-Ann Fabrics, Ace Hardware, Staples, Marshalls, Five Below
Red Bank Village Cincinnati OH 2006 2018 176 100.0% 7.89 WalMart
Regency Commons Cincinnati OH 2004 2004 34 78.8% 27.76 -
West Chester Plaza Cincinnati OH 1998 1988 88 100.0% 10.56 Kroger
East Pointe Columbus OH 1998 2014 111 100.0% 11.53 Kroger
Kroger New Albany Center Columbus OH 1999 1999 93 100.0% 13.90 Kroger
Northgate Plaza (Maxtown Road) Columbus OH 1998 2017 117 100.0% 12.33 Kroger, (Home Depot)
Corvallis Market Center Corvallis OR 2006 2006 85 100.0% 22.68 Michaels, TJ Maxx, Trader Joe's
Northgate Marketplace Medford OR 2011 2011 81 93.2% 24.56 Trader Joe's, REI, PETCO
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Northgate Marketplace Ph II Medford OR 2015 2015 177 96.4% 18.05 Dick's Sporting Goods, Homegoods, Marshalls
Greenway Town Center Portland-Vancouver-Hillsboro OR 40% 2005 2014 93 100.0% 16.79 Dollar Tree, Rite Aid, Whole Foods
Murrayhill Marketplace Portland-Vancouver-Hillsboro OR 1999 2016 150 85.9% 20.98 Safeway, Planet Fitness
Sherwood Crossroads Portland-Vancouver-Hillsboro OR 1999 1999 88 98.6% 12.69 Safeway
Tanasbourne Market Portland-Vancouver-Hillsboro OR 2006 2006 71 100.0% 33.03 Whole Foods
Walker Center Portland-Vancouver-Hillsboro OR 1999 1987 89 96.8% 28.59 REI
Allen Street Shopping Ctr Allentown-Bethlehem-Easton PA 40% 2005 1958 46 100.0% 19.07 Grocery Outlet Bargain Market
Lower Nazareth Commons Allentown-Bethlehem-Easton PA 2007 2012 96 100.0% 27.85 Burlington Coat Factory, PETCO, (Wegmans), (Target)
Stefko Boulevard Shopping Center Allentown-Bethlehem-Easton PA 40% 2005 1976 134 97.9% 10.69 Valley Farm Market, Dollar Tree, Muscle Inc. Gym
Hershey Harrisburg-Carlisle PA 2000 2000 6 100.0% 30.00 -
Baederwood Shopping Center Philadelphia-Camden-Wilmington PA 80% 2023 1999 24,365 117 100.0% 28.11 Whole Foods, Planet Fitness
City Avenue Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 1960 162 89.4% 21.77 Ross Dress for Less, TJ Maxx, Dollar Tree
Gateway Shopping Center Philadelphia-Camden-Wilmington PA 2004 2016 224 99.0% 35.87 Trader Joe's, Staples, TJ Maxx, Jo-Ann Fabrics
Mercer Square Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 1988 91 100.0% 23.28 Weis Markets
Newtown Square Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 2020 20,000 142 97.2% 19.49 Acme Markets, Michael's
Warwick Square Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 1999 93 96.7% 17.49 Grocery Outlet Bargain Market, Planet Fitness
Indigo Square Charleston-North Charleston SC 2017 2017 51 100.0% 30.99 Greenwise (Vac 8/29/20)
Merchants Village Charleston-North Charleston SC 40% 1997 1997 9,000 80 100.0% 18.63 Publix
Harpeth Village Fieldstone Nashvil-Davdsn-Murfree-Frankln TN 1997 1998 70 100.0% 17.31 Publix
Northlake Village Nashvil-Davdsn-Murfree-Frankln TN 2000 2013 135 98.9% 15.83 Kroger
Peartree Village Nashvil-Davdsn-Murfree-Frankln TN 1997 1997 110 100.0% 20.43 Kroger, PETCO
Hancock Austin-Round Rock-Georgetown TX 1999 1998 263 98.1% 20.04 24 Hour Fitness, Firestone Complete Auto Care, H.E.B, PETCO, Twin Liquors
Market at Round Rock Austin-Round Rock-Georgetown TX 1999 1987 123 86.5% 21.19 Sprout's Markets, Office Depot
North Hills Austin-Round Rock-Georgetown TX 1999 1995 164 98.8% 22.11 H.E.B.
Shops at Mira Vista Austin-Round Rock-Georgetown TX 2014 2002 165 68 100.0% 26.25 Trader Joe's, Champions Westlake Gymnastics & Cheer
Tech Ridge Center Austin-Round Rock-Georgetown TX 2011 2020 216 99.4% 24.23 H.E.B., Pinstack, Baylor Scott & White
Bethany Park Place Dallas-Fort Worth-Arlington TX 1998 1998 10,200 99 100.0% 12.23 Kroger
CityLine Market Dallas-Fort Worth-Arlington TX 2014 2014 81 100.0% 30.41 Whole Foods
CityLine Market Phase II Dallas-Fort Worth-Arlington TX 2015 2015 22 100.0% 28.58 CVS
Hillcrest Village Dallas-Fort Worth-Arlington TX 1999 1991 15 100.0% 51.23 -
Keller Town Center Dallas-Fort Worth-Arlington TX 1999 2014 120 97.4% 17.43 Tom Thumb
Lebanon/Legacy Center Dallas-Fort Worth-Arlington TX 2000 2002 56 100.0% 30.26 (WalMart)
Market at Preston Forest Dallas-Fort Worth-Arlington TX 1999 1990 96 97.4% 22.34 Tom Thumb
Mockingbird Commons Dallas-Fort Worth-Arlington TX 1999 1987 120 95.9% 21.36 Tom Thumb, Ogle School of Hair Design
Preston Oaks Dallas-Fort Worth-Arlington TX 2013 2022 103 100.0% 40.79 Central Market, Talbots
Prestonbrook Dallas-Fort Worth-Arlington TX 1998 1998 92 98.9% 15.57 Kroger
Shiloh Springs Dallas-Fort Worth-Arlington TX 1998 1998 110 93.6% 15.32 Kroger
Alden Bridge Houston-Woodlands-Sugar Land TX 2002 1998 26,000 139 98.4% 21.64 Kroger, Walgreens
Baybrook East(7) Houston-Woodlands-Sugar Land TX 50% 2020 2021 10,222 156 93.9% 13.16 H.E.B
Cochran's Crossing Houston-Woodlands-Sugar Land TX 2002 1994 138 100.0% 20.77 Kroger
Indian Springs Center Houston-Woodlands-Sugar Land TX 2002 2003 137 98.9% 25.71 H.E.B.
Market at Springwoods Village Houston-Woodlands-Sugar Land TX 53% 2016 2018 3,750 167 98.9% 18.14 Kroger
Panther Creek Houston-Woodlands-Sugar Land TX 2002 1994 166 100.0% 25.24 CVS, The Woodlands Childrens Museum, Fitness Project
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Sienna(7) Houston-Woodlands-Sugar Land TX 75% 2023 2023 30 19.2% 37.38 -
Southpark at Cinco Ranch Houston-Woodlands-Sugar Land TX 2012 2017 265 100.0% 14.72 Kroger, Academy Sports, PETCO, Spec's Liquor and Finer Foods
Sterling Ridge Houston-Woodlands-Sugar Land TX 2002 2000 129 98.9% 22.48 Kroger, CVS
Sweetwater Plaza Houston-Woodlands-Sugar Land TX 20% 2001 2000 20,000 134 98.1% 19.07 Kroger, Walgreens
The Village at Riverstone Houston-Woodlands-Sugar Land TX 2016 2016 165 95.1% 17.19 Kroger
Weslayan Plaza East Houston-Woodlands-Sugar Land TX 40% 2005 1969 169 100.0% 21.90 Berings, Ross Dress for Less, Michaels, The Next Level Fitness, Spec's Liquor, Trek Bicycle
Weslayan Plaza West Houston-Woodlands-Sugar Land TX 40% 2005 1969 186 98.1% 21.79 Randalls Food, Walgreens, PETCO, Homegoods, Barnes & Noble
Westwood Village Houston-Woodlands-Sugar Land TX 2006 2006 206 96.8% 21.77 Fitness Project, PetSmart, Office Max, Ross Dress For Less, TJ Maxx, (Target)
Woodway Collection Houston-Woodlands-Sugar Land TX 40% 2005 2012 25,900 97 94.2% 32.19 Whole Foods
Carytown Exchange Richmond VA 68% 2018 2022 116 95.6% 28.13 Publix, CVS
Hanover Village Shopping Center Richmond VA 40% 2005 1971 90 87.8% 9.68 Aldi, Tractor Supply Company, Harbor Freight Tools
Village Shopping Center Richmond VA 40% 2005 1948 24,250 116 84.1% 25.64 Publix, CVS
Ashburn Farm Village Center Washington-Arlington-Alexandri VA 40% 2005 1996 92 100.0% 17.76 Patel Brothers, The Shop Gym
Belmont Chase Washington-Arlington-Alexandri VA 2014 2014 91 98.3% 34.38 Cooper's Hawk Winery, Whole Foods
Centre Ridge Marketplace Washington-Arlington-Alexandri VA 40% 2005 1996 11,640 107 100.0% 21.37 United States Coast Guard Ex, Planet Fitness
Festival at Manchester Lakes Washington-Arlington-Alexandri VA 40% 2005 2021 169 100.0% 31.35 Amazon Fresh, Homesense, Hyper Kidz
Fox Mill Shopping Center Washington-Arlington-Alexandri VA 40% 2005 2013 22,500 103 97.6% 27.22 Giant
Greenbriar Town Center Washington-Arlington-Alexandri VA 40% 2005 1972 76,200 340 99.3% 29.41 Big Blue Swim School, Bob's Discount Furniture, CVS, Giant, Marshalls, Planet Fitness, Ross Dress for Less, Total Wine and More
Kamp Washington Shopping Center Washington-Arlington-Alexandri VA 40% 2005 1960 71 93.8% 33.91 PGA Tour Superstore
Kings Park Shopping Center Washington-Arlington-Alexandri VA 40% 2005 2015 21,800 96 100.0% 34.12 Giant, CVS
Lorton Station Marketplace Washington-Arlington-Alexandri VA 20% 2006 2005 7,300 136 84.1% 26.68 Amazon Fresh, Planet Fitness
Point 50 Washington-Arlington-Alexandri VA 2007 2021 48 100.0% 32.94 Amazon Fresh
Saratoga Shopping Center Washington-Arlington-Alexandri VA 40% 2005 1977 22,800 113 93.4% 21.77 Giant
Shops at County Center Washington-Arlington-Alexandri VA 2005 2005 97 98.3% 19.26 Harris Teeter, Planet Fitness
The Crossing Clarendon Washington-Arlington-Alexandri VA 2016 2023 420 96.9% 38.07 Whole Foods, Crate & Barrel, The Container Store, Barnes & Noble, Pottery Barn, Ethan Allen, The Cheesecake Factory, LifeTime, Corobus Sports
The Field at Commonwealth Washington-Arlington-Alexandri VA 2017 2018 167 100.0% 23.62 Wegmans
Village Center at Dulles Washington-Arlington-Alexandri VA 20% 2002 1991 52,000 307 83.3% 30.56 Giant, CVS, Advance Auto Parts, Chuck E. Cheese, HomeGoods, Goodwill, Furniture Max
Willston Centre I Washington-Arlington-Alexandri VA 40% 2005 1952 105 82.2% 31.65 Fashion K City
Willston Centre II Washington-Arlington-Alexandri VA 40% 2005 2010 23,823 136 94.4% 27.81 Safeway, (Target), (PetSmart)
6401 Roosevelt Seattle-Tacoma-Bellevue WA 2019 1929 8 100.0% 27.10 -
Aurora Marketplace Seattle-Tacoma-Bellevue WA 40% 2005 1991 13,400 107 100.0% 18.92 Safeway, TJ Maxx
Ballard Blocks I Seattle-Tacoma-Bellevue WA 50% 2018 2007 132 98.4% 28.01 LA Fitness, Ross Dress for Less, Trader Joe's
Ballard Blocks II Seattle-Tacoma-Bellevue WA 50% 2018 2018 117 98.4% 35.12 Bright Horizons, Kaiser Permanente, PCC Community Markets, Prokarma, Trufusion, West Marine
Property Name CBSA (1) State Owner-<br>ship<br>Interest (2) Year<br>Acquired Year<br>Constructed<br>or Last Major<br>Renovation Mortgages or<br>Encumbrances<br>(in 000's) Gross<br>Leasable<br>Area<br>(GLA)<br>(in 000's) Percent<br>Leased (3) Average<br>Base Rent<br>PSF (4) Major Tenant(s) (5)
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Broadway Market Seattle-Tacoma-Bellevue WA 20% 2014 1988 21,500 140 95.7% 28.83 Gold's Gym, Mosaic Salon Group, Quality Food Centers
Cascade Plaza Seattle-Tacoma-Bellevue WA 20% 1999 1999 207 97.9% 13.26 Big 5 Sporting Goods, Dollar Tree, Jo-Ann Fabrics, Planet Fitness, Ross Dress For Less, Safeway, Aaron's
Eastgate Plaza Seattle-Tacoma-Bellevue WA 40% 2005 2021 22,000 85 96.5% 32.61 Safeway, Rite Aid
Grand Ridge Plaza Seattle-Tacoma-Bellevue WA 2012 2018 331 99.2% 26.62 Bevmo!, Dick's Sporting Goods, Marshalls, Regal Cinemas,Safeway, Ulta
Inglewood Plaza Seattle-Tacoma-Bellevue WA 1999 1985 17 95.9% 47.01 -
Island Village Seattle-Tacoma-Bellevue WA 2023 2013 106 100.0% 16.38 Safeway, Rite Aid
Klahanie Shopping Center Seattle-Tacoma-Bellevue WA 2016 1998 67 96.7% 38.28 (QFC)
Melrose Market Seattle-Tacoma-Bellevue WA 2019 2009 21 84.2% 35.14 -
Overlake Fashion Plaza Seattle-Tacoma-Bellevue WA 40% 2005 2020 87 100.0% 30.25 Marshalls, Bevmo!, Amazon Go Grocery
Pine Lake Village Seattle-Tacoma-Bellevue WA 1999 1989 103 98.6% 26.79 Quality Food Centers, Rite Aid
Roosevelt Square Seattle-Tacoma-Bellevue WA 2017 2017 150 81.3% 27.33 Whole Foods, Guitar Center, LA Fitness
Sammamish-Highlands Seattle-Tacoma-Bellevue WA 1999 2013 101 100.0% 38.84 Trader Joe's, Bartell Drugs, (Safeway)
Southcenter Seattle-Tacoma-Bellevue WA 1999 1990 59 100.0% 35.51 (Target)
Regency Centers Total $ 2,268,157 56,825 95.1% $ 24.44

(1) CBSA refers to Core-Based Statistical Area (e.g. metropolitan area).

(2) Represents our percentage ownership interest in the property, if not wholly-owned.

(3) Percentages also include properties where we have not yet incurred at least 90% of the expected costs to complete development and the property is not yet 95% occupied or the anchor has not yet been open for at least two years ("development properties" or "properties in development"). However, if development properties were excluded, the total percent leased would be 94.9% for our Combined Portfolio of shopping centers.

(4) Average base rent PSF is calculated based on annual minimum contractual base rent per the tenant lease, excluding percentage rent and recovery revenue.

(5) Retailers in parenthesis are shadow anchors at our shopping centers. We have no ownership or leasehold interest in their space, which is within or adjacent to our property.

(6) The ground underlying the building and improvements is not owned by Regency or its unconsolidated real estate partnerships, but is subject to a ground lease.

(7) Property in development.

Item 3. Legal Proceedings

We are a party to various legal proceedings that arise in the ordinary course of our business. We are not currently involved in any litigation, nor, to our knowledge, is any litigation threatened against us, the outcome of which would, in our judgment based on information currently available to us, have a material adverse effect on our financial position or results of operations. However, no assurances can be given as to the outcome of any threatened or pending legal proceedings.

See Note 16 - Commitments and Contingencies in the Notes for discussion regarding material legal proceeds and contingencies.

Item 4. Mine Safety Disclosures

Not applicable.

PART II

Item 5. Market for the Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities

Our common stock is listed on the NASDAQ Global Select Market under the symbol "REG."

As of February 05, 2024, there were 112,794 holders of our common stock.

We intend to pay regular quarterly distributions to Regency Centers Corporation's common shareholders. Future distributions will be declared and paid at the discretion of our Board of Directors and will depend upon cash generated by our operating results, our financial condition, cash flows, capital requirements, future business prospects, annual dividend requirements under the REIT provisions of the Internal Revenue Code of 1986, as amended, and such other factors as our Board of Directors deems relevant. In order to maintain Regency Centers Corporation's qualification as a REIT for federal income tax purposes, we are generally required to make annual distributions equal to at least 90% of our real estate investment trust taxable income for the taxable year. Under certain circumstances we could be required to make distributions in excess of cash available for distributions in order to meet such requirements. We have a dividend reinvestment plan under which our shareholders may elect to reinvest their dividends automatically in common stock. Under the plan, we may elect to purchase common stock in the open market on behalf of shareholders or may issue new common stock to such shareholders.

Under the revolving credit agreement of our Line, in the event of any monetary default, we may not make distributions to shareholders except to the extent necessary to maintain our REIT status.

During the quarter ended December 31, 2023, the Operating Partnership issued 181,885 exchangeable operating partnership units to partially fund the acquisition of an operating property. Such units were issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended. No underwriting discounts or commissions were paid with respect to such issuances.

The following table represents information with respect to purchases by Regency of its common stock by months during the three month period ended December 31, 2023:

Period Total number of<br>shares<br>purchased (1) Total number of shares<br>purchased as part of<br>publicly announced plans<br>or programs (2) Average price<br>paid per share Maximum number or approximate<br>dollar value of shares that may yet be<br>purchased under the plans or<br>programs (2)
October 1, 2023, through October 31, 2023 $ $ 230,000,011
November 1, 2023, through November 30, 2023 $ $ 230,000,011
December 1, 2023, through December 31, 2023 $ $ 230,000,011

(1) Represents shares repurchased to cover payment of withholding taxes in connection with restricted stock vesting by participants under Regency's Long-Term Omnibus Plan.

(2) Our Board has authorized a two-year common stock repurchase program under which we may purchase, from time to time, up to a maximum of $250 million of our outstanding common stock through open market purchases, and/or in privately negotiated transactions. The timing and price of stock repurchases will be dependent upon market conditions and other factors. Any stock repurchased, if not retired, will be treated as treasury stock. Our stock repurchase program will expire February 7, 2025, unless modified, extended or earlier terminated by the Board.

The performance graph furnished below shows Regency's cumulative total shareholder return relative to the S&P 500 Index, the FTSE Nareit Equity REIT Index, and the FTSE Nareit Equity Shopping Centers index since December 31, 2018. The following performance graph and table do not constitute soliciting material and should not be deemed filed or incorporated by reference into any other previous or future filings by us under the Securities Act of 1933, as amended (the "Securities Act") or the Securities Exchange Act of 1934, as amended (the "Exchange Act").

img38278871_1.jpg

12/31/18 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23
Regency Centers Corporation $ 100.00 111.42 84.78 145.30 125.60 140.38
S&P 500 100.00 131.49 155.68 200.37 164.08 207.21
FTSE NAREIT Equity REITs 100.00 126.00 115.92 166.04 125.58 142.83
FTSE NAREIT Equity Shopping Centers 100.00 125.03 90.47 149.32 130.60 146.32

Item 6. [Reserved]

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Executing on our Strategy

During the year ended December 31, 2023, we had Net income attributable to common shareholders of $359.5 million as compared to $482.9 million during the year ended December 31, 2022, which included gains on sale of real estate of $109.0 million.

During the year ended December 31, 2023:

• We completed the acquisition of UBP in an all-stock transaction. As part of the transaction, we acquired over 70 properties, growing our portfolio of high-quality, neighborhood and community shopping centers in premier suburban trade areas that benefit from compelling demographics.

• Our Pro-rata same property NOI, excluding termination fees, grew 1.7%, primarily attributable to improvements in base rent from increases in year over year occupancy rates, contractual rent steps in existing leases, and positive rent spreads on new and renewal leases.

• We executed 1,839 new and renewal leasing transactions representing 6.9 million Pro-rata SF with positive rent spreads of 10.0% during 2023, compared to 1,981 leasing transactions representing 7.3 million Pro-rata SF with positive rent spreads of 7.4% in 2022. Rent spreads are calculated on all executed leasing transactions for comparable Retail Operating Property spaces, including spaces vacant greater than 12 months.

• At December 31, 2023, our total property portfolio was 95.1% leased while our same property portfolio was 95.7% leased, compared to 94.8% and 95.1%, respectively, at December 31, 2022.

We continued our development and redevelopment of high quality shopping centers:

• Estimated Pro-rata project costs of our current in process development and redevelopment projects totaled $468.1 million compared to $300.9 million at December 31, 2022.

• Development and redevelopment projects completed during 2023 represented $87.4 million of estimated net project costs, with an average stabilized yield of 8.7%.

We maintained liquidity and financial flexibility to cost effectively fund investment opportunities and debt maturities:

• At December 31, 2023, our Pro-rata net debt-to-operating EBITDAre ratio on a trailing 12 month basis was 5.4x compared to 5.0x at December 31, 2022.

• On January 8, 2024, Regency priced a public offering of $400 million of senior unsecured debt due in 2034, with a coupon of 5.250% . The Company intends to use the net proceeds of the offering to reduce the outstanding balance on its line of credit and for general corporate purposes, including, but not limited to, the future repayment of outstanding debt. Prior to using any of the net proceeds, we may invest the net proceeds in certificates of deposit, interest-bearing short-term investment grade securities or money-market accounts.

• We have $250 million of unsecured debt maturing in June 2024, which we intend to pay off by utilizing the proceeds available from the January 2024 offering noted above.

• We have $148.3 million of secured mortgage maturities during the next 12 months, including mortgages within our real estate partnership, which we intend to refinance or pay-off as they mature.

• At December 31, 2023, we had $1.1 billion available on the Line. In January 2024, we amended the Line agreement, to, among other items, increase the borrowing capacity to $1.5 billion and to extend the maturity date to March 23, 2028 with the option to extend the maturity for two additional six-month periods.

UBP Acquisition

On August 18, 2023, we completed the acquisition of UBP, which was structured as multiple mergers. Under the terms of the merger agreement, each share of Urstadt Biddle common stock and Urstadt Biddle Class A common stock was converted into 0.347 of a share of common stock of the Parent Company. Additionally, each share of UBP’s 6.25% Series H Cumulative Redeemable Preferred Stock and 5.875% Series K Cumulative Redeemable Preferred Stock was converted into one share of Parent Company Series A preferred stock and Parent Company Series B preferred stock, respectively.

The following table provides the components that make up the total purchase price for the UBP acquisition:

(in thousands, except stock price) Purchase Price
Shares of common stock issued for acquisition 13,568
Closing stock price on August 17, 2023 $ 61.03
Value of common stock issued for acquisition $ 828,025
Other adjustments (9,495 )
Total value of common stock issued $ 818,530
Debt repaid 39,266
Preferred stock converted 225,000
Transaction costs 57,197
Other cash payments 68
Total purchase price $ 1,140,061

As part of the acquisition, Regency acquired 74 properties (all categorized as Non-Same Property for 2023 and 2024 reporting purposes) representing 5.3 million square feet of GLA, including 10 properties held through real estate partnerships. The consolidated results of operations of UBP are included in the consolidated financial statements from the closing date, August 18, 2023 through December 31, 2023.

Leasing Activity and Significant Tenants

We believe our high-quality, neighborhood and community shopping centers located in suburban trade areas with compelling demographics create attractive spaces for retail and service providers to operate their businesses.

Pro-rata Percent Leased

The following table summarizes Pro-rata percent leased of our combined consolidated and unconsolidated shopping center portfolio:

December 31, 2023 December 31, 2022
Percent Leased – All properties 95.1 % 94.8 %
Anchor Space (spaces ≥ 10,000 SF) 96.7 % 96.8 %
Shop Space (spaces < 10,000 SF) 92.4 % 91.5 %

Our percent leased increased primarily due to favorable leasing activity in our Shop Space category during 2023.

Pro-rata Leasing Activity

The following table summarizes leasing activity, including our Pro-rata share of activity within the portfolio of our real estate partnerships (totals as a weighted-average PSF):

Year Ended December 31, 2023
Leasing<br>Transactions SF<br>(in thousands) Base<br>Rent PSF Tenant<br>Allowance<br>and Landlord<br>Work PSF Leasing<br>Commissions<br>PSF
Anchor Space Leases
New 41 859 $ 20.37 $ 45.96 $ 5.38
Renewal 110 2,916 18.06 0.39 0.10
Total Anchor Space Leases 151 3,775 $ 18.58 $ 10.77 $ 1.30
Shop Space Leases
New 583 1,179 $ 38.25 $ 41.71 $ 13.28
Renewal 1,105 1,952 37.55 1.73 0.73
Total Shop Space Leases 1,688 3,131 $ 37.82 $ 16.79 $ 5.45
Total Leases 1,839 6,906 $ 27.30 $ 13.50 $ 3.19
Year Ended December 31, 2022
--- --- --- --- --- --- --- --- --- --- ---
Leasing<br>Transactions SF<br>(in thousands) Base<br>Rent PSF Tenant<br>Allowance<br>and Landlord<br>Work PSF Leasing<br>Commissions<br>PSF
Anchor Space Leases
New 24 632 $ 15.09 $ 24.36 $ 5.32
Renewal 108 3,252 16.36 1.07 0.23
Total Anchor Space Leases 132 3,884 $ 16.16 $ 4.86 $ 1.06
Shop Space Leases
New 562 1,058 $ 37.55 $ 36.17 $ 11.48
Renewal 1,287 2,395 35.94 1.66 0.77
Total Shop Space Leases 1,849 3,453 $ 36.44 $ 12.23 $ 4.05
Total Leases 1,981 7,337 $ 25.70 $ 8.33 $ 2.47

The weighted-average base rent PSF on signed Shop Space leases during 2023 was $37.82 PSF, which is higher than the weighted average annual base rent PSF of all Shop Space leases due to expire during the next 12 months of $34.73 PSF. New and renewal rent spreads, as compared to prior rents on these same spaces leased, were positive at 10.0% for the 12 months ended December 31, 2023, as compared to 7.4% for the 12 months ended December 31, 2022.

Significant Tenants and Concentrations of Risk

We seek to reduce our operating and leasing risks through geographic diversification of our properties, as seen in "Item 2. Properties" of this Report. We seek to avoid dependence on any single property, market, or tenant. Based on percentage of annualized base rent, the following table summarizes our most significant tenants, of which four of the top five are grocers:

December 31, 2023
Anchor Number of<br>Stores Percentage of<br>Company-<br>owned GLA (1) Percentage of<br>Annual<br>Base Rent (1)
Publix 68 6.4 % 3.0 %
Albertsons Companies, Inc. 53 4.8 % 3.0 %
Kroger Co. 52 6.4 % 2.7 %
Amazon/Whole Foods 38 2.7 % 2.6 %
TJX Companies, Inc. 70 3.6 % 2.6 %

(1) Includes Regency's Pro-rata share of unconsolidated properties and excludes those owned by anchors.

Bankruptcies and Credit Concerns

Our management team devotes significant time to researching and monitoring consumer preferences and trends, customer shopping behaviors, changes in delivery methods, shifts to e-commerce, and changing demographics in order to anticipate the challenges and opportunities impacting our industry. We seek to mitigate these potential impacts through maintaining a high quality portfolio, diversifying our tenant mix, replacing less successful tenants with stronger operators, anchoring our centers with market leading grocery stores that drive customer traffic, and investing in suburban trade areas with compelling demographic populations benefiting from high levels of disposal income. The potential for a recession and the severity and duration of any economic downturn could negatively impact our existing tenants and their ability to continue to meet their lease obligations.

Although base rent is derived from long-term lease contracts, tenants that file for bankruptcy generally have the legal right to reject any or all of their leases and close related stores. Any unsecured claim we hold against a bankrupt tenant for unpaid rent might be paid only to the extent that funds are available and only in the same percentage as is paid to all other holders of unsecured claims. As a result, it is likely that we would recover substantially less than the full value of any unsecured claims we hold. Additionally, we may incur significant expense to adjudicate our claim and significant downtime to re-lease the vacated space. In the event that a tenant with a significant number of leases in our shopping centers files for bankruptcy and rejects its leases, we could experience a significant reduction in our revenues. Tenants who are currently in bankruptcy and continue to occupy space in our shopping centers represent an aggregate of 0.5% of our Pro-rata annual base rent which is primarily related to Rite Aid who filed in October 2023.

Results from Operations

Results from operations for the year ended December 31, 2023, include the results of our acquisition of UBP from August 18, 2023.

Comparison of the years ended December 31, 2023 and 2022:

Revenues changed as summarized in the following table:

(in thousands) 2023 2022 Change
Lease income
Base rent $ 897,451 821,755 75,696
Recoveries from tenants 311,775 280,658 31,117
Percentage rent 12,963 9,635 3,328
Uncollectible lease income (549 ) 13,841 (14,390 )
Other lease income 20,685 14,748 5,937
Straight-line rent 10,788 24,272 (13,484 )
Above/below market rent and tenant rent inducement amortization, net 30,826 22,543 8,283
Total lease income $ 1,283,939 1,187,452 96,487
Other property income 11,573 10,719 854
Management, transaction, and other fees 26,954 25,851 1,103
Total revenues $ 1,322,466 1,224,022 98,444

Total lease income increased $96.5 million primarily driven by the following contractually billable components of rent to the tenants per the lease agreements:

• $75.7 million increase from billable Base rent:

o $36.5 million increase from acquisition of UBP;

o $2.8 million increase from rent commencing at development properties;

o $4.5 million increase from acquisitions of other operating properties in 2023 and 2022; and

o $32.1 million net increase from same properties, including:

▪ $19.1 million net increase due to increases from occupancy, rent steps in existing leases, and positive rental spreads on new and renewal leases;

▪ $2.1 million increase related to our acquisition and resulting consolidation of four properties previously held in an unconsolidated real estate partnership during 2022; and

▪ $10.8 million increase due to redevelopment projects completing and operating.

• $31.1 million increase from contractual Recoveries from tenants, which represents the tenants' proportionate share of the operating, maintenance, insurance, and real estate tax expenses that we incur to operate our shopping centers. Recoveries from tenants increased, on a net basis, mainly from the following:

o $12.7 million increase from acquisition of UBP;

o $1.3 million increase from rents commencing at development properties and the acquisition of other operating properties in 2022 and 2023; and

o $16.9 million net increase from same properties primarily due to higher operating costs in the current year.

• $3.3 million increase in Percentage rent due to increases in tenant sales.

• $14.4 million decrease primarily driven by the 2022 collections of previously reserve amounts, which have continued to occur in 2023, but to a lesser degree.

• $5.9 million increase in Other lease income primarily due to an $3.8 million increase in lease termination fees and $2.1 million related to the acquisition of UBP.

• $13.5 million decrease in Straight-line rent due to higher 2022 levels of reinstating straight-line rents from former cash basis tenants upon returning to accrual basis.

• $8.3 million increase in Above and below market rent primarily driven by accelerated write offs for early tenant move-outs.

Management, transaction, and other fees increased $1.1 million primarily due to increased debt placement, property management and development fees from our real estate partnerships.

Changes in our operating expenses are summarized in the following table:

(in thousands) 2023 2022 Change
Depreciation and amortization $ 352,282 319,697 32,585
Property operating expense 229,209 196,148 33,061
Real estate taxes 165,560 149,795 15,765
General and administrative 97,806 79,903 17,903
Other operating expenses 9,459 6,166 3,293
Total operating expenses $ 854,316 751,709 102,607

Depreciation and amortization costs increased $32.6 million, as follows:

• $24.0 million increase from acquisition of UBP;

• $5.1 million increase from same properties, primarily driven by redevelopment projects;

• $3.0 million increase from acquisitions of operating properties; and

• $0.5 million increase from development properties becoming available for occupancy.

Property operating expense increased $33.1 million, on a net basis, as follows:

• $8.1 million increase from acquisition of UBP;

• $1.3 million increase from development properties;

• $3.2 million increase from higher claims expense in our captive insurance company;

• $2.2 million related to acquisitions of other operating properties; and

• $18.3 million increase from same properties primarily attributable to an increase in recoverable common area and tenant related costs.

Real estate taxes increased $15.8 million, on a net basis, mainly due to the following:

• $8.9 million increase from acquisition of UBP;

• $2.1 million increase from acquisitions of other operating properties and developments where capitalization ceased and spaces became available for occupancy; and

• $4.8 million net increase from same properties primarily due to increases in real estate tax assessments across the portfolio.

General and administrative costs increased $17.9 million, on a net basis, mainly due to the following:

• $10.9 million net increase due to changes in the value of participant obligations within the deferred compensation plan, attributable to changes in market values of those investments, reflected within Net investment income;

• $1.1 million net increase driven by higher professional fees, business promotion and travel related costs;

• $8.3 million net increase in compensation costs primarily driven by salary increases, fewer vacant positions and performance-based incentive compensation; partially offset by

• $2.5 million decrease due to higher development overhead capitalization based on the timing and progress of our development and redevelopment projects.

Other operating expenses increased $3.3 million, primarily due to transition costs related to the acquisition of UBP.

The following table presents the components of Other expense:

(in thousands) 2023 2022 Change
Interest expense, net
Interest on notes payable $ 154,647 148,803 5,844
Interest on unsecured credit facilities 6,824 2,058 4,766
Capitalized interest (5,695 ) (4,166 ) (1,529 )
Hedge expense 438 438
Interest income (1,965 ) (947 ) (1,018 )
Interest expense, net 154,249 146,186 8,063
Gain on sale of real estate, net of tax (661 ) (109,005 ) 108,344
Early extinguishment of debt (99 ) (99 )
Net investment (income) loss (5,665 ) 6,921 (12,586 )
Total other expense (income) $ 147,824 44,102 103,722

Interest expense, net increased $8.1 million primarily due to the following:

• $5.8 million net increase related to loans assumed with the UBP acquisition;

• $4.8 million increase driven by higher average balances on our unsecured credit facility; partially offset by

• $2.5 million decrease from higher capitalization of interest due to timing of development spend and higher interest income earned on cash balances.

During 2023, we recognized gains on sale of $0.7 million from three land parcels. During 2022, we recognized gains on sale of $109.0 million from two operating property and five land parcels.

Net investment income increased $12.6 million primarily driven by $11.0 million gains on investments held in the non-qualified deferred compensation plan which have an offsetting expense in General and administrative costs noted above and $1.6 million gains on investments held in our captive insurance company.

Total equity in income of investments in real estate partnerships changed as follows:

(in thousands) Regency's<br>Ownership 2023 2022 Change
GRI - Regency, LLC ("GRIR") 40.00% $ 35,901 35,819 82
Equity One JV Portfolio LLC ("NYC") (1) 30.00% 84 9,173 (9,089 )
Columbia Regency Retail Partners, LLC ("Columbia I") 20.00% 1,630 1,817 (187 )
Columbia Regency Partners II, LLC ("Columbia II") 20.00% 1,743 1,735 8
Columbia Village District, LLC 30.00% 2,199 1,669 530
RegCal, LLC ("RegCal") (2) 25.00% 2,912 4,499 (1,587 )
Other investments in real estate partnerships 11.80% - 66.67% 6,072 5,112 960
Total equity in income of investments in real estate partnerships $ 50,541 59,824 (9,283 )

(1) On May 25, 2022, the NYC partnership sold its remaining two properties and distributed sales proceeds to its members. Dissolution will follow final distributions, which are expected in 2024.

(2) On April 1, 2022, we acquired our partner's 75% share in four properties held in the RegCal partnership for a total purchase price of $88.5 million; therefore, results following the date of acquisition are included in consolidated results. The remaining operating property within RegCal, LLC, was sold in the fourth quarter of 2023.

The $9.3 million decrease, on a net basis, in our equity in income of investments in real estate partnerships is largely attributable to the following changes:

• $9.1 million decrease within NYC, primarily due to gains on the sale of two operating properties during 2022;

• $1.6 million decrease within RegCal, primarily due to gain on sale of one operating property during 2022 in comparison to the one sold in 2023; partially offset by

• $1.0 million increase within Other investments in real estate partnerships, related to increases in lease income at a single property partnership under redevelopment and income generated by new partnerships assumed through the UBP acquisition.

The following represents the remaining components that comprise Net income attributable to common shareholders and unit holders:

(in thousands) 2023 2022 Change
Net income $ 370,867 488,035 (117,168 )
Income attributable to noncontrolling interests (6,310 ) (5,170 ) (1,140 )
Net income attributable to the Company 364,557 482,865 (118,308 )
Preferred stock dividends (5,057 ) (5,057 )
Net income attributable to common shareholders $ 359,500 482,865 (123,365 )
Net income attributable to exchangeable operating partnership units 2,008 2,105 (97 )
Net income attributable to common unit holders $ 361,508 484,970 (123,462 )

Comparison of the years ended December 31, 2022 and 2021:

For a comparison of our results from operations for the years ended December 31, 2022 and 2021, see "Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 17, 2023.

Supplemental Earnings Information

We use certain non-GAAP measures, in addition to certain performance metrics determined under GAAP, as we believe these measures improve the understanding of the operating results. We believe these non-GAAP measures provide useful information to our Board of Directors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes. We provide Pro-rata financial information because we believe it assists investors and analysts in estimating our economic interest in our consolidated and unconsolidated real estate partnerships, when read in conjunction with our reported results under GAAP. We believe presenting our Pro-rata share of operating results, along with other non-GAAP measures, may assist in comparing our operating results to other REITs. We continually evaluate the usefulness, relevance, limitations, and calculation of our reported non-GAAP measures to determine how best to provide relevant information to the public, and thus such reported non-GAAP measures could change. See "Defined Terms" in "Item 1. Business" for additional information regarding the definition of and other information regarding the non-GAAP measures we present in this Report.

We do not consider non-GAAP measures as an alternative to financial measures determined in accordance with GAAP, rather they supplement GAAP measures by providing additional information we believe to be useful to our shareholders. The principal limitation of these non-GAAP measures is they may exclude significant expense and income items that are required by GAAP to be recognized in our Consolidated Financial Statements. In addition, they reflect the exercise of management's judgment about which expense and income items are excluded or included in determining these non-GAAP measures. In order to compensate for these limitations, reconciliations of the non-GAAP measures we use to their most directly comparable GAAP measures are provided, including as set forth below. Non-GAAP measures should not be relied upon in evaluating the financial condition, results of operations, or future prospects.

Pro-rata Same Property NOI:

Pro-rata same property NOI, excluding termination fees/expenses, changed from the following major components:

(in thousands) 2023 2022 Change
Real estate revenues:
Base rent $ 940,556 908,351 32,205
Recoveries from tenants 328,314 308,930 19,384
Percentage rent 14,531 11,040 3,491
Termination fees 7,833 5,007 2,826
Uncollectible lease income (361 ) 14,496 (14,857 )
Other lease income 12,450 11,945 505
Other property income 9,229 8,580 649
Total real estate revenue 1,312,552 1,268,349 44,203
Real estate operating expenses:
Operating and maintenance 222,139 202,017 20,122
Real estate taxes 168,825 162,926 5,899
Ground rent 11,992 11,761 231
Total real estate operating expenses 402,956 376,704 26,252
Pro-rata same property NOI $ 909,596 891,645 17,951
Less: Termination fees / expense 7,833 5,007 2,826
Pro-rata same property NOI, excluding termination fees / expense $ 901,763 886,638 15,125
Pro-rata same property NOI growth, excluding termination fees / expense 1.7 %

Real estate revenue increased $44.2 million, on a net basis, as follows:

• Base rent increased $32.2 million due to rent steps in existing leases, positive rental spreads on new and renewal leases, and increases in occupancy, as well as redevelopment projects completing and operating.

• Recoveries from tenants increased $19.4 million due to increases in recoverable expenses.

• Percentage rent increased $3.5 million, due to increases in tenant sales.

• Termination fees increased $2.8 million driven by two anchor terminations recognized in 2023.

• Uncollectible lease income decreased $14.9 million primarily driven by the 2022 collection of previously reserved amounts, which have continued to occur in 2023, but to a lesser degree.

Total real estate operating expense increased $26.3 million, on a net basis, as follows:

• Operating and maintenance increased $20.1 million primary due to increases in common area maintenance and other tenant-recoverable costs.

• Real estate taxes increased $5.9 million primary due to an increase in real estate tax assessments across the portfolio.

Same Property Roll-forward:

Our same property pool includes the following property count, Pro-rata GLA, and changes therein:

2023 2022
(GLA in thousands) Property<br>Count GLA Property<br>Count GLA
Beginning same property count 389 41,383 393 41,294
Acquired properties owned for entirety of comparable periods 5 771 327
Developments that reached completion by beginning of earliest comparable period presented 1 72
Disposed properties (1 ) (27 ) (5 ) (195 )
SF adjustments (1) 8 (115 )
Change in intended property use 1
Ending same property count 394 42,135 389 41,383

(1) SF adjustments arising from re-measurements or redevelopments.

Nareit FFO and Core Operating Earnings:

Our reconciliation of net income attributable to common stock and unit holders to Nareit FFO and to Core Operating Earnings is as follows:

(in thousands, except share information) 2023 2022
Reconciliation of Net income to Nareit FFO
Net income attributable to common shareholders $ 359,500 482,865
Adjustments to reconcile to Nareit FFO: (1)
Depreciation and amortization (excluding FF&E) 378,400 344,629
Gain on sale of real estate (3,822 ) (121,835 )
Exchangeable operating partnership units 2,008 2,105
Nareit FFO attributable to common stock and unit holders $ 736,086 707,764
Reconciliation of Nareit FFO to Core Operating Earnings
Nareit Funds From Operations $ 736,086 707,764
Adjustments to reconcile to Core Operating Earnings: (1)
Not Comparable Items
Merger transition costs 4,620
Early extinguishment of debt (99 ) 176
Certain Non Cash Items
Straight-line rent (11,060 ) (11,327 )
Uncollectible straight-line rent (1,174 ) (14,155 )
Above/below market rent amortization, net (29,869 ) (21,434 )
Debt premium/discount amortization 2,352 (184 )
Core Operating Earnings $ 700,856 660,840

(1) Includes Regency's Pro-rata share of unconsolidated investment partnerships, net of Pro-rata share attributable to noncontrolling interests.

Reconciliation of Same Property NOI to Nearest GAAP Measure:

Our reconciliation of Net income attributable to common shareholders to Same Property NOI, on a Pro-rata basis, is as follows:

(in thousands) 2023 2022
Net income attributable to common shareholders $ 359,500 482,865
Less:
Management, transaction, and other fees 26,954 25,851
Other (1) 46,084 51,090
Plus:
Depreciation and amortization 352,282 319,697
General and administrative 97,806 79,903
Other operating expense 9,459 6,166
Other expense 147,824 44,102
Equity in income of investments in real estate excluded from NOI (2) 46,088 35,824
Net income attributable to noncontrolling interests 6,310 5,170
Preferred stock dividends 5,057
Pro-rata NOI 951,288 896,786
Less non-same property NOI (3) (41,692 ) (5,141 )
Pro-rata same property NOI $ 909,596 891,645

(1) Includes straight-line rental income and expense, net of reserves, above and below market rent amortization, other fees, and noncontrolling interests.

(2) Includes non-NOI income earned and expenses incurred at our unconsolidated real estate partnerships, including those separated out above for our consolidated properties.

(3) Includes revenues and expenses attributable to non-same property, sold property, development properties, and corporate activities. Also includes adjustments for earnings at the four properties we acquired from our former unconsolidated RegCal partnership in 2022 in order to calculate growth on a comparable basis for the periods presented.

Liquidity and Capital Resources

General

We use cash flows generated from operating, investing, and financing activities to strengthen our balance sheet, finance our development and redevelopment projects, fund our investment activities, and maintain financial flexibility. A significant portion of our cash from operations is distributed to our common shareholders in the form of dividends in order to maintain our status as a REIT.

Except for $200 million of private placement debt, our Parent Company has no capital commitments other than its guarantees of the commitments of our Operating Partnership. All remaining debt is held by our Operating Partnership, its subsidiaries, or by our real estate partnerships. The Operating Partnership is a co-issuer and a guarantor of the $200 million of outstanding debt of our Parent Company. The Parent Company will from time to time access the capital markets for the purpose of issuing new equity, and will simultaneously contribute all of the offering proceeds to the Operating Partnership in exchange for additional partnership units.

We continually assess our available liquidity and our expected cash requirements, including monitoring our tenant rent collections. We have access to and draw on multiple financing sources to fund our operations and our long-term capital needs, including the requirements of our in process and planned developments, redevelopments, other capital expenditures, and the repayment of debt. We expect to meet these needs by using a combination of the following: cash flow from operations after funding our common stock and preferred stock dividends, borrowings from our Line, proceeds from the sale of real estate, mortgage loan and unsecured bank financing, distributions received from our real estate partnerships, and when the capital markets are favorable, proceeds from the sale of equity securities or the issuance of new unsecured debt. We continually evaluate alternative financing options, and we believe we can obtain new financing on reasonable terms, although likely at higher interest rates than that of our debt currently outstanding, due to the current interest rate environment.

On January 8, 2024, Regency priced a public offering of $400 million of senior unsecured notes due 2034 (the “2024 Notes”) under our existing shelf registration filed with the SEC. The Notes mature on January 15, 2034, and were issued at 99.617% of par value with a coupon of 5.25%. We have $250 million of unsecured debt maturing in June 2024, which we intend to pay off by utilizing the proceeds available from the 2024 Notes. In addition, we have $148.3 million of secured mortgage maturities during the next 12 months, including mortgages within our real estate partnerships, which we intend to refinance or pay-off as they mature. Based upon our available cash balance, sources of capital, our current credit ratings, and the number of high quality, unencumbered properties we own, we believe our available capital resources are sufficient to meet our expected capital needs for the next year, although, in the longer term, we can provide no assurances.

In addition to our $85.0 million of unrestricted cash, we have the following additional sources of capital available:

(in thousands) December 31, 2023
ATM program (see note 12 to our Consolidated Financial Statements)
Original offering amount $ 500,000
Available capacity $ 500,000
Line of Credit (see note 9 to our Consolidated Financial Statements)
Total commitment amount(2) $ 1,250,000
Available capacity (1) $ 1,090,285
Maturity (2) March 23, 2025

(1) Net of letters of credit issued against our Line.

(2) In January 2024, the Company amended its Line, to, among other items, increase the borrowing capacity to $1.5 billion and to extend the maturity date to March, 2028 with the option to extend the maturity for two additional six-month periods.

The declaration of dividends is determined quarterly by our Board of Directors. On February 7, 2024, our Board of Directors:

• Declared a common stock dividend of $0.67 per share, payable on April 3, 2024, to shareholders of record as of March 13, 2024;

• Declared a dividend on the Series A Preferred Stock, which will be paid at a rate of $0.390625 per share on April 30, 2024. The dividend will be payable to holders of record of the Series A Preferred Stock as of the close of business on April 15, 2024; and

• Declared a dividend on the Series B Preferred Stock, which will be paid at a rate of $0.367200 per share on April 30, 2024. The dividend will be payable to holders of record of the Series B Preferred Stock as of the close of business on April 15, 2024.

While future dividends will be determined at the discretion of our Board of Directors, we plan to continue paying an aggregate amount of distributions to our stock and unit holders that, at a minimum, meet the requirements to continue qualifying as a REIT for federal income tax purposes. We have historically generated sufficient cash flow from operations to fund our dividend distributions. During the years ended December 31, 2023 and 2022, we generated cash flow from operations of $719.6 million and $655.8 million, respectively, and paid $458.8 million in dividends to our common and preferred stock and unit holders, and $430.1 million in dividends to our common stock and unit holders, respectively.

We currently have development and redevelopment projects in various stages of construction, along with a pipeline of potential projects for future development or redevelopment. After funding our common and preferred stock dividend payments in January 2024, we estimate that we will require capital during the next 12 months of approximately $677.8 million related to leasing commissions, tenant improvements, in-process developments and redevelopments, capital contributions to our real estate partnerships, and repaying maturing debt. These capital requirements are being impacted by inflation resulting in increased costs of construction materials, labor, and services from third party contractors and suppliers. Further, continued challenges from permitting delays and labor shortages may extend the time to completion of these projects. In response, we have implemented mitigation strategies such as entering into fixed cost construction contracts, pre-ordering materials, and other planning efforts.

If we start new developments or redevelopments, commit to property acquisitions, repay debt prior to maturity, declare future dividends, or repurchase shares of our common stock, our cash requirements will increase. If we refinance maturing debt, our cash requirements will decrease.

We endeavor to maintain a high percentage of unencumbered assets. As of December 31, 2023, 87.1% of our wholly-owned real estate assets were unencumbered. Our low level of encumbered assets allows us to more readily access the secured and unsecured debt markets and to maintain borrowing capacity on the Line. Our trailing 12 month fixed charge coverage ratio, including our Pro-rata share of our partnerships, was 4.7x and 4.6x for the periods ended December 31, 2023 and 2022, respectively, and our Pro-rata net debt and Preferred Stock-to-operating EBITDAre adjusted ratio on a trailing 12 month basis was 5.4x and 5.0x, respectively, for the same periods. In light of the merger with UBP on August 18, 2023, the adjusted debt metric calculations include legacy Regency results for the trailing 12 months and the annualized contribution from UBP post merger.

Our Line and unsecured debt require that we remain in compliance with various covenants, which are described in note 9 to the Consolidated Financial Statements. The debt assumed in conjunction with the UBP acquisition contain covenants that are consistent with our existing debt covenants. We were in compliance with these covenants at December 31, 2023, and expect to remain in compliance.

Summary of Cash Flow Activity

The following table summarizes net cash flows related to operating, investing, and financing activities of the Company:

(in thousands) 2023 2022 Change
Net cash provided by operating activities $ 719,591 655,815 63,776
Net cash used in investing activities (341,978 ) (206,108 ) (135,870 )
Net cash used in financing activities (355,035 ) (475,958 ) 120,923
Net change in cash, cash equivalents, and restricted cash 22,578 (26,251 ) 48,829
Total cash, cash equivalents, and restricted cash $ 91,354 68,776 22,578

Net cash provided by operating activities:

Net cash provided by operating activities increased $63.8 million due to:

• $58.7 million increase in cash from operations due to timing of receipts and payments, and

• $5.1 million increase in operating cash flow distributions from Investments in real estate partnerships.

Net cash used in investing activities:

Net cash used in investing activities changed by $135.9 million as follows:

(in thousands) 2022 Change
Cash flows from investing activities:
Acquisition of operating real estate, net of cash acquired of 0, 3,061 and 2,991 in 2023, 2022 and 2021, respectively (45,386 ) (169,639 ) 124,253
Acquisition of UBP, net of cash acquired of 14,143 (82,389 ) (82,389 )
Real estate development and capital improvements (232,855 ) (195,418 ) (37,437 )
Proceeds from sale of real estate 11,167 143,133 (131,966 )
Issuance of notes receivable (4,000 ) (4,000 )
Collection of notes receivable 4,000 1,823 2,177
Investments in real estate partnerships (13,119 ) (36,266 ) 23,147
Return of capital from investments in real estate partnerships 11,308 48,473 (37,165 )
Dividends on investment securities 1,283 1,113 170
Acquisition of investment securities (7,990 ) (21,112 ) 13,122
Proceeds from sale of investment securities 16,003 21,785 (5,782 )
Net cash used in investing activities (341,978 ) (206,108 ) (135,870 )

All values are in US Dollars.

Significant changes in investing activities include:

• We paid $45.4 million in 2023 to purchase two operating properties. In 2022, we paid $169.6 million to purchase seven operating properties, including four properties in which we previously held a 25% interest through an unconsolidated Investment in real estate partnership.

• We invested $82.4 million, net of $14.1 million in cash acquired for the acquisition of UBP, including $39.3 million for UBP debt repaid at closing, and $57.2 million in direct transaction and other costs.

• We invested $37.4 million more in 2023 than 2022 in real estate development, redevelopment, and capital improvements, as further detailed in the tables below.

• We sold five land parcels, and one development project interest in 2023 for proceeds of $11.2 million compared to two operating properties, four land parcels, and one development project interest in 2022 for proceeds of $143.1 million.

• We issued and collected $4.0 million in notes receivable during 2023, and collected $1.8 million during 2022.

• We invested $13.1 million in our real estate partnerships during 2023, including:

o $2.8 million to fund our share of acquiring one operating property within an existing real estate partnership, and

o $10.3 million to fund our share of development and redevelopment activities

• During the same period in 2022, we invested $36.3 million in our real estate partnerships, including:

o $6.1 million to fund our share of acquiring one operating property within an existing real estate partnership

o $20.2 million to fund our share of secured debt maturities, and

o $10.0 million to fund our share of development and redevelopment activities.

• Return of capital from our unconsolidated investments in real estate partnerships includes sales or financing proceeds:

o During 2023, we received $11.3 million, including $3.6 million from our share of debt refinancing activities and $7.7 million from our share of proceeds from real estate sales.

o During 2022, we received $48.5 million, including $11.6 million from our share of debt refinancing activities and $36.9 million from our share of proceeds from real estate sales.

• Acquisition of securities and proceeds from sale of securities pertain to investment activities held in our captive insurance company and our deferred compensation plan.

We plan to continue developing and redeveloping shopping centers for long-term investment. During 2023, we deployed capital of $232.9 million for the development, redevelopment, and improvement of our real estate properties, comprised of the following:

(in thousands) 2023 2022 Change
Capital expenditures:
Land acquisitions $ 2,580 12,484 (9,904 )
Building and tenant improvements 92,609 75,420 17,189
Redevelopment costs 88,426 68,730 19,696
Development costs 34,981 27,861 7,120
Capitalized interest 5,505 4,133 1,372
Capitalized direct compensation 8,754 6,790 1,964
Real estate development and capital improvements $ 232,855 195,418 37,437

• We paid $2.6 million to acquire one land parcel for development in 2023, and paid $12.5 million to acquire one land parcel for development and one land parcel formerly under ground lease at one of our existing centers in 2022.

• Building and tenant improvements increased $17.2 million during 2023, primarily related to the timing of capital projects.

• Redevelopment costs are $19.7 million higher in 2023 due to the timing and magnitude of projects currently in process. We intend to continuously improve our portfolio of shopping centers through redevelopment which can include adjacent land acquisition, existing building expansion, facade renovation, new out-parcel building construction, and redevelopment related tenant improvement costs. The size and magnitude of each redevelopment project varies with each redevelopment plan. The timing and duration of these projects could also result in volatility in NOI. See the tables below for more details about our redevelopment projects.

• Development costs are higher in 2023 due to the progress towards completion of our development projects in process. See the tables below for more details about our development projects.

• Interest is capitalized on our development and redevelopment projects and is based on cumulative actual costs expended. We cease interest capitalization when the property is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would we capitalize interest on the project beyond 12 months after the anchor tenant opens for business. If we reduce our development and redevelopment activity, the amount of interest that we capitalize may be lower than historical averages.

• We have a staff of employees who directly support our development program, which includes redevelopment of our existing properties. Internal compensation costs directly attributable to these activities are capitalized as part of each project.

The following table summarizes our development projects in-process and completed:

(in thousands, except cost PSF) December 31, 2023
Property Name Market Ownership Start Date Estimated Stabilization Year (1) Estimated / Actual Net<br>Development<br>Costs (2) (3) GLA (3) Cost PSF<br>of GLA (2) (3) % of Costs<br>Incurred
Developments In-Process
Glenwood Green Metro NYC 70% Q1-22 2025 46,172 247 187 81 %
Baybrook East - Phase 1B(4) Houston, TX 50% Q2-22 2025 10,384 78 133 77 %
Sienna - Phase 1 Houston, TX 75% Q2-23 2027 9,409 23 409 26 %
The Shops at SunVet Long Island, NY 100% Q2-23 2027 86,872 167 520 36 %
Total Developments In-Process $ 152,837 515 $ 297 51 %

(1) Estimated Stabilization Year represents the estimated first full calendar year that the project will reach our expected stabilized yield.

(2) Includes leasing costs and is net of tenant reimbursements.

(3) Estimated Net Development Costs and GLA are reported based on Regency’s ownership interest in the real estate partnership at completion.

(4) Estimated Net Development Costs for Baybrook East - Phase 1B is limited to our ownership interest in the value of land and site improvements to deliver a parcel to a grocer, under a ground lease agreement, to construct their building and improvements. This property is included in our Investments in real estate partnerships.

The following table summarizes our redevelopment projects in-process and completed:

(in thousands) December 31, 2023
Property Name Market Ownership Start Date Estimated Stabilization Year (1) Estimated Incremental Project Costs (2) (3) GLA (3) % of Costs Incurred
Redevelopments In-Process
The Abbot Boston, MA 100% Q2-19 2025 $ 58,973 64 95 %
Westbard Square Phase I Bethesda, MD 100% Q2-21 2025 37,000 126 74 %
Buckhead Landing Atlanta, GA 100% Q2-22 2025 30,859 152 37 %
Bloom on Third (fka Town and Country Center) Los Angeles, CA 35% Q4-22 2027 24,525 51 24 %
Mandarin Landing Jacksonville, FL 100% Q2-23 2025 16,422 140 22 %
Serramonte Center - Phase 3 San Francisco, CA 100% Q2-23 2025 36,989 1,072 13 %
Circle Marina Center Los Angeles, CA 100% Q3-23 2025 14,986 118 10 %
Avenida Biscayne Miami, FL 100% Q4-23 2026 22,743 29 12 %
Cambridge Square Atlanta, GA 100% Q4-23 2026 15,002 73 3 %
Various Redevelopments Various 20% - 100% Various Various 57,762 1,368 40 %
Total Redevelopments In-Process $ 315,261 3,193 43 %
Redevelopments Completed
The Crossing Clarendon Metro DC 100% Q4-18 2024 $ 55,679 129
Various Properties Various 20% - 100% Various Various 32,345 1,648
Total Redevelopments Completed $ 88,024 1,777

(1) Estimated Stabilization Year represents the estimated first full calendar year that the project will reach our expected stabilized yield.

(2) Includes leasing costs and is net of tenant reimbursements.

(3) Estimated Net Development Costs and GLA are reported based on Regency’s ownership interest in the real estate partnership at completion.

Net cash used in financing activities:

Net cash flows used in financing activities changed during 2023, as follows:

(in thousands) 2023 2022 Change
Cash flows from financing activities:
Net proceeds from common stock issuances $ (33 ) 61,284 (61,317 )
Repurchase of common shares in conjunction with equity award plans (7,662 ) (6,447 ) (1,215 )
Common shares repurchased through share repurchase program (20,006 ) (75,419 ) 55,413
Proceeds from sale of treasury stock, net 103 64 39
Contributions from (Distributions to) limited partners in consolidated partnerships, net 2,425 (7,245 ) 9,670
Dividend payments and operating partnership distributions (458,846 ) (430,143 ) (28,703 )
Redemption of exchangeable operating partnership units (9,163 ) (9,163 )
Proceeds from unsecured credit facilities, net 152,000 152,000
Proceeds from debt issuance 59,500 59,500
Debt repayment, including early redemption costs (72,827 ) (17,964 ) (54,863 )
Payment of loan costs (526 ) (88 ) (438 )
Net cash used in financing activities $ (355,035 ) (475,958 ) 120,923

Significant financing activities during the years ended December 31, 2023 and 2022 included the following:

• We received proceeds of $61.3 million, net of issue costs, in April 2022 upon settling forward equity sales under our ATM program.

• We repurchased for cash a portion of the common stock granted to employees for stock-based compensation to satisfy employee tax withholding requirements, which totaled $7.7 million and $6.4 million during the years ended December 31, 2023 and 2022, respectively.

• We paid $20.0 million to repurchase 349,519 shares of our common stock through our Repurchase Program during 2023, and $75.4 million during the same period in 2022 to repurchase 1,294,201 shares of our common stock through our Repurchase Program.

• We received $2.4 million net from limited partners, including $10.2 million of contributions for their share of debt repayments and development funding, partially offset by $7.8 million in operating distributions during 2023. During 2022, we paid $7.2 million, net to limited partners, including $15.0 million in distributions for both operating cash flows as well as a partner buyout, partially offset by $7.8 million of contributions from limited partners in new consolidated Investments in real estate partnerships.

• We paid $28.7 million more in dividends as a result of an increase in our dividend rate per share and the number of shares of our common stock outstanding, as well as preferred dividends commencing in 2023 as a result of the UBP acquisition.

• We paid $9.2 million in 2023 for the redemption of exchangeable operating partnership units.

• We received net proceeds of $152.0 million from our unsecured credit facilities to fund direct transaction costs related to the UBP acquisition.

• We had the following debt related activity during 2023:

o We received $59.5 million in proceeds from a mortgage refinancing,

o We paid $72.8 million for debt repayments, including:

▪ $11.2 million in principal mortgage payments, and

▪ $61.6 million for a combination of repaying or refinancing six mortgage loans at maturity.

• We had the following debt related activity during 2022:

o We paid $18.0 million for secured debt payments, including:

▪ $6.8 million to repay one mortgage, and

▪ $11.2 million in principal mortgage payments.

Contractual Obligations

We have contractual obligations at December 31, 2023, which are discussed in our notes to Consolidated Financial Statements and include:

• Mortgage loans, unsecured notes, and unsecured credit facilities as discussed in note 9, and related interest rate swaps as discussed in note 10;

• We have shopping centers that are subject to non-cancelable long-term ground leases where a third party owns and has leased the underlying land to us to construct and/or operate a shopping center. We also have non-cancelable operating leases pertaining to office space from which we conduct our business. These lease obligations are discussed in note 7;

• Our share of mortgage loans within our Investments in real estate partnerships, as discussed in note 4;

• Letters of credit of $8.5 million issued to cover our captive insurance program and performance obligations on certain development projects, the latter of which will be satisfied upon completion of the development projects;

• Obligations for retirement savings plans due to uncertainty around timing of participant withdrawals, which are solely within the control of the participant, and are further discussed in note 14; and

• We will also incur obligations related to construction or development contracts on projects in process; however, future amounts under these construction contracts are not due until future satisfactory performance under the contracts.

Critical Accounting Estimates

Knowledge about our significant accounting policies is necessary for a complete understanding of our Consolidated Financial Statements. The preparation of our Consolidated Financial Statements requires that we make certain estimates, judgments, and assumptions that impact the balance of assets and liabilities as of the financial statement date and the reported amount of income and expenses during the financial reporting period. These accounting estimates, judgments and assumptions are based upon, but not limited to historical experience, current trends, expected future results, current market conditions, and interpretation of industry accounting standards. While the following is not intended to be a comprehensive list of our accounting estimates, the estimates discussed below are believed to be critical because of their significance to the Consolidated Financial Statements and the possibility that future events may differ from those judgments, or that the use of different assumptions could result in materially different estimates. We review these estimates on a periodic basis to ensure reasonableness; however, the amounts we may ultimately realize could differ from such estimates.

Valuation of Real Estate Investments Acquired from Urstadt Biddle Properties, Inc.

We generally account for an acquisition of a single real estate property or portfolio of real estate properties as an asset acquisition. We measure the real estate assets acquired based on their total cost of the acquisition and the total cost is allocated to the real estate

properties acquired and related lease intangibles on a relative fair value basis. The fair value of the real estate properties acquired is based on a valuation utilizing an income approach methodology, primarily by applying a market-specific capitalization rate to the estimated stabilized net operating income of the individual real estate properties. The fair value of land acquired is generally based on a valuation utilizing a market approach methodology that identifies comparable land sales.

Key assumptions may include stabilized net operating income and capitalization rates. Stabilized net operating income is based on several factors including property operating history, market rents, location, property conditions, amenities, local demographics, economic trends, and size of the property. We determine capitalization rates by market based on recent transactions and other market data and adjust, if necessary, based on the property characteristics. The fair value of land is generally based on relevant market data, such as a comparison of the subject site to similar parcels that have recently been sold or are currently being offered on the market for sale. The use of different assumptions, judgments and estimates to value the acquired properties and allocate the most significant portion of the purchase price among the land, buildings and improvements and identified intangible assets and liabilities could affect the depreciation and amortization expense we recognize over the estimated remaining useful life.

Impairment of Real Estate Investments

In accordance with GAAP, we evaluate our real estate for impairment whenever there are events or changes in circumstances, including property operating performance, general market conditions or changes in expected hold periods, that indicate that the carrying value of our real estate properties (including any related amortizable intangible assets or liabilities) may not be recoverable. If such events or changes occur, we compare the current carrying value of the asset to the estimated undiscounted cash flows that are directly associated with the use and ultimate disposition of the asset. Our estimated cash flows are based on several key assumptions, including rental rates, expected leasing activity, costs of tenant improvements, leasing commissions, expected hold period, comparable sales information, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and the resulting impairment, if any, could differ from the actual gain or loss recognized upon ultimate sale in an arm's length transaction. If the carrying value of the asset exceeds the estimated undiscounted cash flows, an impairment loss is recognized equal to the excess of carrying value over the estimated fair value.

The estimated fair value of real estate assets is subjective and is estimated through comparable sales information and other market data if available, as well as the use of an income approach such as the direct capitalization method or the discounted cash flow approach. The discounted cash flow method uses similar assumptions to the undiscounted cash flow method above, as well as a discount rate. Such cash flow projections and rates are subject to management judgment and changes in those assumptions could impact the estimation of fair value. In estimating the fair value of undeveloped land, we generally use market data and comparable sales information. Changes in events or changes in circumstances may alter the expected hold period of an asset or asset group, which may result in an impairment loss and such loss could be material to the Company's financial condition or operating performance.

Recent Accounting Pronouncements

See note 1 to Consolidated Financial Statements.

Environmental Matters

We are subject to numerous environmental laws and regulations, which primarily pertain to chemicals historically used by certain current and former dry cleaning and gas station tenants and the existence of asbestos in older shopping centers. We believe that the relatively few tenants who currently operate dry cleaning plants or gas stations do so in accordance with current laws and regulations. Generally, we endeavor to require tenants to remove dry cleaning plants from our shopping centers or convert them to more environmentally friendly systems, in accordance with the terms of our leases. We carry an environmental insurance policy for certain third-party liabilities and, in certain circumstances, remediation costs on shopping centers for currently unknown contamination. We have also secured environmental insurance policies, where appropriate, on a relatively small number of specific properties with known contamination, in order to mitigate our environmental risk. We monitor the shopping centers containing environmental issues and in certain cases voluntarily remediate the sites. We also have legal obligations to remediate certain sites and we are in the process of doing so.

As of December 31, 2023, we had accrued liabilities of $19.4 million for our Pro-rata share of environmental remediation, including our Investments in real estate partnerships. We believe that the ultimate remediation of currently known environmental matters will not have a material effect on our financial position, cash flows, or results of operations. We can give no assurance that existing environmental studies on our shopping centers have revealed all potential environmental contamination; that our estimate of liabilities will not change as more information becomes available; that any previous owner, occupant or tenant did not create any material environmental condition not known to us; that the current environmental condition of the shopping centers will not be affected by tenants and occupants, by the condition of nearby properties, or by unrelated third parties; or that changes in applicable environmental laws and regulations or their interpretation will not result in additional environmental liability to us.

Item 7A. Quantitative and Qualitative Disclosures about Market Risk

We are exposed to two significant components of interest rate risk:

• Under the Line, as further described in note 9 to the Consolidated Financial Statements, we have a variable interest rate that, as of December 31, 2023, was based upon an annual rate of SOFR plus a 0.10% market adjustment ("Adjusted SOFR") plus 0.865%. SOFR rates charged on our Line change monthly, and the applicable margin on the Line was dependent upon maintaining specific credit ratings. If our credit ratings were downgraded, the applicable margin on the Line would increase, resulting in higher interest costs. As of December 31, 2023 the interest rate plus applicable margin based on our credit rating ranged from Adjusted SOFR plus 0.690% to Adjusted SOFR plus 1.540%. Effective January 18, 2024, upon the Sixth Amendment to the Line, the applicable margin on the Line is dependent upon maintaining certain compliance ratios and credit ratings stipulated in the credit agreement, and the interest rate plus applicable margin based on our credit rating ranges from Adjusted SOFR plus 0.640% to Adjusted SOFR plus 1.390%.

• We are also exposed to changes in interest rates when we refinance our existing long-term fixed rate debt. The objective of our interest rate risk management program is to limit the impact of interest rate changes on earnings and cash flows. To achieve these objectives, we borrow primarily at fixed interest rates and may enter into derivative financial instruments such as interest rate swaps, caps, or treasury locks in order to mitigate our interest rate risk on a related financial instrument. We do not enter into derivative or interest rate transactions for speculative purposes. Our interest rate swaps are structured solely for the purpose of interest rate protection.

We continuously monitor the capital markets and evaluate our ability to issue new debt, to repay maturing debt, or to fund our commitments. We continue to believe, in light of our credit ratings, the available capacity under our unsecured credit facility, and the number of high quality, unencumbered properties that we own which could collateralize borrowings, we will be able to successfully issue new secured or unsecured debt to fund maturing debt obligations. It is uncertain the degree to which capital market volatility and rising interest rates will adversely impact the interest rates on any new debt that we may issue.

Our interest rate risk is monitored using a variety of techniques. The table below presents the principal cash flows, weighted average interest rates of remaining debt, and the fair value of total debt as of December 31, 2023. For variable rate mortgages and unsecured credit facilities for which we have interest rate swaps in place to fix the interest rate, they are included in the Fixed rate debt section below at their all-in fixed rate. The table is presented by year of expected maturity to evaluate the expected cash flows and sensitivity to interest rate changes. Although the average interest rate for variable rate debt is included in the table, those rates represent rates that existed as of December 31, 2023, and are subject to change on a monthly basis. In addition, we continually assess the market risk for floating rate debt and believe that a 1% increase in interest rates would decrease future earnings and cash flows by approximately $1,557,500 per year based on $155.8 million of floating rate mortgage debt and floating rate line of credit balances outstanding at December 31, 2023. If we increase our line of credit balance in the future, additional decreases to future earnings and cash flows could occur.

Further, the table below incorporates only those exposures that exist as of December 31, 2023, and does not consider exposures or positions that could arise after that date or obligations repaid before maturity. Since firm commitments are not presented, the table has limited predictive value. As a result, our ultimate realized gain or loss with respect to interest rate fluctuations will depend on the exposures that arise during the period, our hedging strategies at that time, and actual interest rates.

The table below presents the principal cash flow payments associated with our outstanding debt by year, weighted average interest rates on debt outstanding at each year-end, and fair value of total debt as of December 31, 2023.

(dollars in thousands) 2024 2025 2026 2027 2028 Thereafter Total Fair Value
Fixed rate debt (1) $ 395,978 309,882 359,273 756,170 343,580 1,864,200 4,029,083 3,759,418
Average interest rate for all fixed rate debt (2) 3.86 % 3.88 % 3.88 % 3.87 % 3.94 % 3.86 %
Variable rate SOFR debt (1) $ 155,750 155,750 155,734
Average interest rate for all variable rate debt (2) 5.89 % 5.89 % % % % %

(1) Reflects amount of debt maturities during each of the years presented as of December 31, 2023.

(2) Reflects weighted average interest rates of debt outstanding at the end of each year presented. For variable rate debt, the rate as of December 31, 2023, was used to determine the average interest rate for all future periods.

Item 8. Consolidated Financial Statements and Supplementary Data

Regency Centers Corporation and Regency Centers, L.P.

Index to Financial Statements

Reports of Independent Registered Public Accounting Firm
Regency Centers Corporation:
Consolidated Balance Sheets as of December 31, 2023 and 2022 66
Consolidated Statements of Operations for the years ended December 31, 2023, 2022, and 2021 67
Consolidated Statements of Comprehensive Income for the years ended December 31, 2023, 2022, and 2021 68
Consolidated Statements of Equity for the years ended December 31, 2023, 2022, and 2021 69
Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022, and 2021 71
Regency Centers, L.P.:
Consolidated Balance Sheets as of December 31, 2023 and 2022 73
Consolidated Statements of Operations for the years ended December 31, 2023, 2022, and 2021 74
Consolidated Statements of Comprehensive Income for the years ended December 31, 2023, 2022, and 2021 75
Consolidated Statements of Capital for the years ended December 31, 2023, 2022, and 2021 76
Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022, and 2021 78
Notes to Consolidated Financial Statements 80
Financial Statement Schedule
Schedule III - Consolidated Real Estate and Accumulated Depreciation - December 31, 2023 115

All other schedules are omitted because of the absence of conditions under which they are required, materiality or because information required therein is shown in the Consolidated Financial Statements or notes thereto.

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Regency Centers Corporation:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Regency Centers Corporation and subsidiaries (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 16, 2024 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Evaluation of expected hold periods for certain real estate assets

As discussed in Note 1 to the consolidated financial statements and presented on the consolidated balance sheet, real estate assets, less accumulated depreciation was $10.8 billion as of December 31, 2023. The Company evaluates real estate properties (including any related amortizable intangible assets or liabilities) for impairment whenever there are events or changes in circumstances that indicate the carrying value of the real estate properties may not be recoverable.

We identified the Company’s assessment of events or changes in circumstances that could indicate a shortened expected hold period for certain real estate properties as a critical audit matter. Subjective auditor judgment was required to evaluate the events or changes in circumstances assessed by the Company that could indicate shortened expected hold periods for certain real estate properties. A shortening of the expected hold period could indicate a potential impairment.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of a control related to the Company’s assessment of events or changes in circumstances that could indicate shortened expected hold periods for certain real estate properties. To evaluate relevant events or changes in circumstances indicating a potential shortening of the expected holding period, we:

• inquired of management and obtained written representations regarding potential property disposal plans, if any

• read minutes of the meetings of the Company’s board of directors

• inquired about the Company’s plans with those in the organization who are responsible for, and have authority over, potential disposition activities

• compared management’s assessment of properties with potential shortened expected hold periods to information obtained from those in the organization responsible for disposition activity

• inspected listings from external sources of real estate properties for sale by the Company.

Acquisition of Urstadt Biddle Properties, Inc.

As discussed in Note 1 and 2 to the consolidated financial statements, the Company acquired Urstadt Biddle Properties, Inc. (UBP) for $1.1 billion on August 18, 2023, and the acquisition was accounted for as an asset acquisition. In asset acquisitions, the Company measures the real estate assets acquired based on their total cost of the acquisition and the total cost is allocated to the real estate properties acquired and related lease intangibles on a relative fair value basis. The fair value of the real estate properties acquired is based on a valuation utilizing an income approach methodology, primarily by applying a market-specific capitalization rate to the estimated stabilized net operating income of the individual real estate properties. The fair value of land acquired is generally based on a valuation utilizing a market approach methodology that identifies comparable land sales.

We identified the evaluation of the fair value measurement of certain real estate properties acquired, including the fair value measurement of certain land acquired, in the UBP acquisition as a critical audit matter. Specifically, subjective auditor judgment and specialized skills and knowledge were required to evaluate the capitalization rates used to measure the fair value of certain real estate properties acquired and to assess the comparable land sales used to measure the fair value of certain land acquired.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s fair value measurement process for the real estate properties acquired. This included controls over the capitalization rates used to measure the fair value of certain real estate properties acquired and the comparable land sales used to measure the fair value of certain land acquired. For certain real estate properties and land acquired we involved valuation professionals with specialized skills and knowledge, who assisted in:

• comparing the Company’s capitalization rate assumptions used in the measurement of the fair value of real estate properties acquired to available comparable market information and industry research publications.

• evaluating the identified comparable land sales used in the measurement of the fair value of land acquired by comparing to available market information related to land sales.

/s/ KPMG LLP

We have served as the Company's auditor since 1993.

Jacksonville, Florida

February 16, 2024

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Regency Centers Corporation:

Opinion on Internal Control Over Financial Reporting

We have audited Regency Centers Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements), and our report dated February 16, 2024 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Jacksonville, Florida

February 16, 2024

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Regency Centers Corporation

and the Partners of Regency Centers, L.P.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Regency Centers, L.P. and subsidiaries (the Partnership) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, capital, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Partnership as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Partnership’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 16, 2024 expressed an unqualified opinion on the effectiveness of the Partnership’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Evaluation of expected hold periods for certain real estate assets

As discussed in Note 1 to the consolidated financial statements and presented on the consolidated balance sheet, real estate assets, less accumulated depreciation was $10.8 billion as of December 31, 2023. The Partnership evaluates real estate properties (including any related amortizable intangible assets or liabilities) for impairment whenever there are events or changes in circumstances that indicate the carrying value of the real estate properties may not be recoverable.

We identified the Partnership’s assessment of events or changes in circumstances that could indicate a shortened expected hold period for certain real estate properties as a critical audit matter. Subjective auditor judgment was required to evaluate the events or changes in circumstances assessed by the Partnership that could indicate shortened expected hold periods for certain real estate properties. A shortening of the expected hold period could indicate a potential impairment.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of a control related to the Partnership’s assessment of events or changes in circumstances that could indicate shortened expected hold periods for certain real estate properties. To evaluate relevant events or changes in circumstances indicating a potential shortening of the expected holding period, we:

• inquired of management and obtained written representations regarding potential property disposal plans, if any

• read minutes of the meetings of the general partner’s board of directors

• inquired about the Partnership’s plans with those in the organization who are responsible for, and have authority over, potential disposition activities

• compared management’s assessment of properties with potential shortened expected hold periods to information obtained from those in the organization responsible for disposition activity

• inspected listings from external sources of real estate properties for sale by the Partnership.

Acquisition of Urstadt Biddle Properties, Inc.

As discussed in Note 1 and 2 to the consolidated financial statements, the Partnership acquired Urstadt Biddle Properties, Inc. (UBP) for $1.1 billion on August 18, 2023, and the acquisition was accounted for as an asset acquisition. In asset acquisitions, the Partnership measures the real estate assets acquired based on their total cost of the acquisition and the total cost is allocated to the real estate properties acquired and related lease intangibles on a relative fair value basis. The fair value of the real estate properties acquired is based on a valuation utilizing an income approach methodology, primarily by applying a market-specific capitalization rate to the estimated stabilized net operating income of the individual real estate properties. The fair value of land acquired is generally based on a valuation utilizing a market approach methodology that identifies comparable land sales.

We identified the evaluation of the fair value measurement of certain real estate properties acquired, including the fair value measurement of certain land acquired, in the UBP acquisition as a critical audit matter. Specifically, subjective auditor judgment and specialized skills and knowledge were required to evaluate the capitalization rates used to measure the fair value of certain real estate properties acquired and to assess the comparable land sales used to measure the fair value of certain land acquired.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Partnership's fair value measurement process for the real estate properties acquired. This included controls over the capitalization rates used to measure the fair value of certain real estate properties acquired and the comparable land sales used to measure the fair value of certain land acquired. For certain real estate properties and land acquired we involved valuation professionals with specialized skills and knowledge, who assisted in:

• comparing the Partnership's capitalization rate assumptions used in the measurement of the fair value of real estate properties acquired to available comparable market information and industry research publications.

• evaluating the identified comparable land sales used in the measurement of the fair value of land acquired by comparing to available market information related to land sales.

/s/ KPMG LLP

We have served as the Partnership's auditor since 1998.

Jacksonville, Florida

February 16, 2024

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Regency Centers Corporation

and the Partners of Regency Centers, L.P.:

Opinion on Internal Control Over Financial Reporting

We have audited Regency Centers, L.P. and subsidiaries' (the Partnership) internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Partnership as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, capital, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements), and our report dated February 16, 2024 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Partnership’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Partnership’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Jacksonville, Florida

February 16, 2024

REGENCY CENTERS CORPORATION

Consolidated Balance Sheets

December 31, 2023 and 2022

(in thousands, except share data)

2022
Assets
Net real estate investments:
Real estate assets, at cost (note 1) 13,454,391 11,858,064
Less: accumulated depreciation 2,691,386 2,415,860
Real estate assets, net 10,763,005 9,442,204
Investments in sales-type lease, net 8,705
Investments in real estate partnerships (note 4) 370,605 350,377
Net real estate investments 11,142,315 9,792,581
Properties held for sale 18,878
Cash, cash equivalents, and restricted cash, including 6,383 and 2,310 of restricted cash at December 31, 2023 and 2022, respectively (note 1) 91,354 68,776
Tenant and other receivables (note 1) 206,162 188,863
Deferred leasing costs, less accumulated amortization of 124,107 and 117,137 at December 31, 2023 and 2022, respectively 73,398 68,945
Acquired lease intangible assets, less accumulated amortization of 364,413 and 338,053 at December 31, 2023 and 2022, respectively (note 6) 283,375 197,745
Right of use assets, net 328,002 275,513
Other assets (note 5) 283,429 267,797
Total assets 12,426,913 10,860,220
Liabilities and Equity
Liabilities:
Notes payable, net (note 9) 4,001,949 3,726,754
Unsecured credit facility (note 9) 152,000
Accounts payable and other liabilities 358,612 317,259
Acquired lease intangible liabilities, less accumulated amortization of 211,067 and 193,315 at December 31, 2023 and 2022, respectively (note 6) 398,302 354,204
Lease liabilities 246,063 213,722
Tenants’ security, escrow deposits and prepaid rent 78,052 70,242
Total liabilities 5,234,978 4,682,181
Equity:
Shareholders’ equity (note 12):
Preferred stock 0.01 par value per share, 30,000,000 shares authorized; 9,000,000 shares issued, in the aggregate, in Series A and Series B at December 31, 2023 with liquidation preferences of 25 per share and no shares authorized or issued at December 31, 2022 225,000
Common stock 0.01 par value per share, 220,000,000 shares authorized; 184,581,070 and 171,124,593 shares issued at December 31, 2023 and 2022, respectively 1,846 1,711
Treasury stock at cost, 448,140 and 465,415 shares held at December 31, 2023 and 2022, respectively (25,488 ) (24,461 )
Additional paid-in-capital 8,704,240 7,877,152
Accumulated other comprehensive (loss) income (1,308 ) 7,560
Distributions in excess of net income (1,871,603 ) (1,764,977 )
Total shareholders’ equity 7,032,687 6,096,985
Noncontrolling interests (note 12):
Exchangeable operating partnership units, aggregate redemption value of 74,199 and 46,340 at December 31, 2023 and 2022, respectively 42,195 34,489
Limited partners’ interests in consolidated partnerships (note 1) 117,053 46,565
Total noncontrolling interests 159,248 81,054
Total equity 7,191,935 6,178,039
Total liabilities and equity 12,426,913 10,860,220

All values are in US Dollars.

See accompanying notes to consolidated financial statements.

REGENCY CENTERS CORPORATION

Consolidated Statements of Operations

For the years ended December 31, 2023, 2022, and 2021

(in thousands, except per share data)

2023 2022 2021
Revenues:
Lease income $ 1,283,939 1,187,452 1,113,368
Other property income 11,573 10,719 12,456
Management, transaction, and other fees 26,954 25,851 40,337
Total revenues 1,322,466 1,224,022 1,166,161
Operating expenses:
Depreciation and amortization 352,282 319,697 303,331
Property operating expense 229,209 196,148 184,553
Real estate taxes 165,560 149,795 142,129
General and administrative 97,806 79,903 78,218
Other operating expenses 9,459 6,166 5,751
Total operating expenses 854,316 751,709 713,982
Other expense (income):
Interest expense, net 154,249 146,186 145,170
Provision for impairment of real estate 84,389
Gain on sale of real estate, net of tax (661 ) (109,005 ) (91,119 )
Early extinguishment of debt (99 )
Net investment (income) loss (5,665 ) 6,921 (5,463 )
Total other expense 147,824 44,102 132,977
Income from operations before equity in income of investments in real estate partnerships 320,326 428,211 319,202
Equity in income of investments in real estate partnerships (note 4) 50,541 59,824 47,086
Net income 370,867 488,035 366,288
Noncontrolling interests:
Exchangeable operating partnership units (2,008 ) (2,105 ) (1,615 )
Limited partners’ interests in consolidated partnerships (4,302 ) (3,065 ) (3,262 )
Income attributable to noncontrolling interests (6,310 ) (5,170 ) (4,877 )
Net income attributable to the Company 364,557 482,865 361,411
Preferred stock dividends (5,057 )
Net income attributable to common shareholders $ 359,500 482,865 361,411
Income per common share - basic (note 15) $ 2.04 2.82 2.12
Income per common share - diluted (note 15) $ 2.04 2.81 2.12

See accompanying notes to consolidated financial statements.

REGENCY CENTERS CORPORATION

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2023, 2022, and 2021

(in thousands)

2023 2022 2021
Net income $ 370,867 488,035 366,288
Other comprehensive income:
Effective portion of change in fair value of derivative instruments:
Effective portion of change in fair value of derivative instruments (2,448 ) 20,061 5,391
Reclassification adjustment of derivative instruments included in net income (7,536 ) 833 4,141
Unrealized gain (loss) on available-for-sale debt securities 337 (1,309 ) (405 )
Other comprehensive (loss) income (9,647 ) 19,585 9,127
Comprehensive income 361,220 507,620 375,415
Less: comprehensive income attributable to noncontrolling interests:
Net income attributable to noncontrolling interests 6,310 5,170 4,877
Other comprehensive (loss) income attributable to noncontrolling interests (779 ) 1,798 729
Comprehensive income attributable to noncontrolling interests 5,531 6,968 5,606
Comprehensive income attributable to the Company $ 355,689 500,652 369,809

See accompanying notes to consolidated financial statements.

REGENCY CENTERS CORPORATION

Consolidated Statements of Equity

For the years ended December 31, 2023, 2022, and 2021

(in thousands, except per share data)

Noncontrolling Interests
Common<br>Stock Treasury<br>Stock Additional<br>Paid In<br>Capital Accumulated<br>Other<br>Comprehensive<br>Loss Distributions<br>in Excess of<br>Net Income Total<br>Shareholders’<br>Equity Exchangeable<br>Operating<br>Partnership<br>Units Limited<br>Partners’<br>Interest in<br>Consolidated<br>Partnerships Total<br>Noncontrolling<br>Interests Total<br>Equity
Balance at December 31, 2020 1,697 (24,436 ) 7,792,082 (18,625 ) (1,765,806 ) 5,984,912 35,727 37,508 73,235 6,058,147
Net income 361,411 361,411 1,615 3,262 4,877 366,288
Other comprehensive income
Other comprehensive income before reclassification 4,603 4,603 23 360 383 4,986
Amounts reclassified from accumulated other comprehensive income 3,795 3,795 17 329 346 4,141
Deferred compensation plan, net 1,678 (1,603 ) 75 75
Restricted stock issued, net of amortization 2 12,650 12,652 12,652
Common stock repurchased for taxes withheld for stock-based compensation, net (3,553 ) (3,553 ) (3,553 )
Common stock issued under dividend reinvestment plan 1,286 1,286 1,286
Common stock issued for partnership units exchanged 99 99 (99 ) (99 )
Common stock issued, net of issuance costs 13 82,497 82,510 82,510
Distributions to partners (4,345 ) (4,345 ) (4,345 )
Cash dividends declared:
Common stock/unit (2.410 per share) (410,419 ) (410,419 ) (1,836 ) (1,836 ) (412,255 )
Balance at December 31, 2021 1,712 (22,758 ) 7,883,458 (10,227 ) (1,814,814 ) 6,037,371 35,447 37,114 72,561 6,109,932
Net income 482,865 482,865 2,105 3,065 5,170 488,035
Other comprehensive income
Other comprehensive income before reclassification 17,008 17,008 80 1,664 1,744 18,752
Amounts reclassified from accumulated other comprehensive income 779 779 5 49 54 833
Deferred compensation plan, net (1,703 ) 1,702 (1 ) (1 )
Restricted stock issued, net of amortization 2 16,665 16,667 16,667
Common stock repurchased for taxes withheld for stock-based compensation, net (5,858 ) (5,858 ) (5,858 )
Common stock repurchased and retired (13 ) (75,406 ) (75,419 ) (75,419 )
Common stock issued under dividend reinvestment plan 524 524 524
Common stock issued for partnership units exchanged 1,275 1,275 (1,275 ) (1,275 )
Common stock issued, net of issuance costs 10 61,274 61,284 61,284
Reallocation of noncontrolling interests, net of transaction costs (6,482 ) (6,482 ) 6,266 6,266 (216 )
Contributions from partners 13,223 13,223 13,223
Distributions to partners (14,816 ) (14,816 ) (14,816 )
Cash dividends declared:
Common stock/unit (2.525 per share) (433,028 ) (433,028 ) (1,873 ) (1,873 ) (434,901 )
Balance at December 31, 2022 $ 1,711 (24,461 ) 7,877,152 7,560 (1,764,977 ) 6,096,985 34,489 46,565 81,054 6,178,039

All values are in US Dollars.

Noncontrolling Interests
Common<br>Stock Treasury<br>Stock Additional<br>Paid In<br>Capital Accumulated<br>Other<br>Comprehensive<br>Loss Distributions<br>in Excess of<br>Net Income Total<br>Shareholders’<br>Equity Exchangeable<br>Operating<br>Partnership<br>Units Limited<br>Partners’<br>Interest in<br>Consolidated<br>Partnerships Total<br>Noncontrolling<br>Interests Total<br>Equity
Balance at December 31, 2022 1,711 (24,461 ) 7,877,152 7,560 (1,764,977 ) 6,096,985 34,489 46,565 81,054 6,178,039
Net income 364,557 364,557 2,008 4,302 6,310 370,867
Other comprehensive loss
Other comprehensive income before reclassification (2,063 ) (2,063 ) (9 ) (39 ) (48 ) (2,111 )
Amounts reclassified from accumulated other comprehensive loss (6,805 ) (6,805 ) (39 ) (692 ) (731 ) (7,536 )
Adjustment for noncontrolling interests in the Operating Partnership 13,518 13,518 (13,518 ) (13,518 )
Deferred compensation plan, net (1,027 ) 1,027
Restricted stock issued, net of amortization 2 20,439 20,441 20,441
Common stock repurchased for taxes withheld for stock-based compensation, net (7,074 ) (7,074 ) (7,074 )
Common stock repurchased and retired (3 ) (20,003 ) (20,006 ) (20,006 )
Repurchase of exchangeable operating partnership units (9,163 ) (9,163 ) (9,163 )
Common stock issued under dividend reinvestment plan 622 622 622
Common stock issued for partnership units exchanged 198 198 (198 ) (198 )
Common stock issued, net of issuance costs 136 818,361 818,497 818,497
Issuance of exchangeable operating partnership units 31,253 31,253 31,253
Issuance of preferred stock 225,000 225,000 225,000
Contributions from partners 74,730 74,730 74,730
Distributions to partners (7,813 ) (7,813 ) (7,813 )
Cash dividends declared:
Preferred stock/unit (5,057 ) (5,057 ) (5,057 )
Common stock/unit (2.620 per share) (466,126 ) (466,126 ) (2,628 ) (2,628 ) (468,754 )
Balance at December 31, 2023 225,000 1,846 (25,488 ) 8,704,240 (1,308 ) (1,871,603 ) 7,032,687 42,195 117,053 159,248 7,191,935

All values are in US Dollars.

See accompanying notes to consolidated financial statements.

REGENCY CENTERS CORPORATION

Consolidated Statements of Cash Flows

For the years ended December 31, 2023, 2022, and 2021

(in thousands)

2022 2021
Cash flows from operating activities:
Net income 370,867 488,035 366,288
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 352,282 319,697 303,331
Amortization of deferred loan costs and debt premiums 8,252 5,799 6,003
Accretion of above and below market lease intangibles, net (29,130 ) (20,995 ) (22,936 )
Stock-based compensation, net of capitalization 20,075 16,521 12,515
Equity in income of investments in real estate partnerships (50,541 ) (59,824 ) (47,086 )
Gain on sale of real estate, net of tax (661 ) (109,005 ) (91,119 )
Provision for impairment of real estate, net of tax 84,389
Early extinguishment of debt (99 )
Distribution of earnings from investments in real estate partnerships 66,531 61,416 71,934
Settlement of derivative instruments (2,472 )
Deferred compensation expense (income) 4,782 (6,128 ) 4,572
Realized and unrealized (gain) loss on investments (5,571 ) 7,040 (5,348 )
Changes in assets and liabilities:
Tenant and other receivables (13,904 ) (35,274 ) (24,869 )
Deferred leasing costs (11,156 ) (10,801 ) (6,966 )
Other assets 3,028 1,292 (1,226 )
Accounts payable and other liabilities 5,152 (9,088 ) 6,677
Tenants’ security, escrow deposits and prepaid rent (316 ) 7,130 5,701
Net cash provided by operating activities 719,591 655,815 659,388
Cash flows from investing activities:
Acquisition of operating real estate, net of cash acquired of 0, 3,061 and 2,991 in 2023, 2022 and 2021, respectively (45,386 ) (169,639 ) (392,051 )
Acquisition of UBP, net of cash acquired of 14,143 (82,389 )
Real estate development and capital improvements (232,855 ) (195,418 ) (177,631 )
Proceeds from sale of real estate 11,167 143,133 206,193
Issuance of notes receivable (4,000 ) (20 )
Collection of notes receivable 4,000 1,823
Investments in real estate partnerships (13,119 ) (36,266 ) (23,476 )
Return of capital from investments in real estate partnerships 11,308 48,473 99,945
Dividends on investment securities 1,283 1,113 813
Acquisition of investment securities (7,990 ) (21,112 ) (23,971 )
Proceeds from sale of investment securities 16,003 21,785 23,846
Net cash used in investing activities (341,978 ) (206,108 ) (286,352 )
Cash flows from financing activities:
Net proceeds from common stock issuance (33 ) 61,284 82,510
Repurchase of common shares in conjunction with equity award plans (7,662 ) (6,447 ) (4,083 )
Common shares repurchased through share repurchase program (20,006 ) (75,419 )
Proceeds from sale of treasury stock 103 64 96
Contributions from limited partners in consolidated partnerships 10,238
Distributions to limited partners in consolidated partnerships (7,813 ) (7,245 ) (4,345 )
Distributions to exchangeable operating partnership unit holders (2,368 ) (1,867 ) (1,815 )
Redemption of exchangeable operating partnership units (9,163 )
Dividends paid to common shareholders (453,065 ) (428,276 ) (403,085 )
Dividends paid to preferred shareholders (3,413 )
Proceeds from unsecured credit facilities 557,000 95,000
Repayment of unsecured credit facilities (405,000 ) (95,000 ) (265,000 )
Proceeds from notes payable 59,500
Repayment of notes payable (61,592 ) (6,745 ) (42,014 )
Scheduled principal payments (11,235 ) (11,219 ) (11,255 )
Payment of loan costs (526 ) (88 ) (7,468 )
Net cash used in financing activities (355,035 ) (475,958 ) (656,459 )
Net change in cash, cash equivalents, and restricted cash 22,578 (26,251 ) (283,423 )
Cash, cash equivalents, and restricted cash at beginning of the year 68,776 95,027 378,450
Cash, cash equivalents, and restricted cash at end of the year 91,354 68,776 95,027

All values are in US Dollars.

2023 2022 2021
Supplemental disclosure of cash flow information:
Cash paid for interest (net of capitalized interest of $5,695, $4,166, and $4,202 in 2023, 2022, and 2021, respectively) $ 147,176 141,359 140,084
Cash paid for income taxes, net of refunds $ 933 570 378
Supplemental disclosure of non-cash transactions:
Common and Preferred stock, and exchangeable operating partnership dividends declared but not paid $ 126,683 111,709 107,480
Previously held equity investments in real estate assets acquired $ 17,179 (4,609 )
Mortgage loans assumed by Company with the acquisition of real estate $ 98 22,779 111,104
Right of use assets obtained in exchange for new operating lease liabilities $ 36,577
Sale of leased asset in exchange for net investment in sales-type lease $ 8,510
UBP Acquisition:
Notes payable assumed in acquisition, at fair value $ 284,706
Noncontrolling interest assumed in acquisition, at fair value $ 64,492
Common stock exchanged for UBP shares $ 818,530
Preferred stock exchanged for UBP shares $ 225,000
Common stock issued for partnership units exchanged $ 199 1,275 99
Exchangeable operating partnership units issued for acquisition of real estate $ 31,253
Real estate received in lieu of promote interest $ 13,589
Change in accrued capital expenditures $ 8,877 4,888 10,188
Common stock issued under dividend reinvestment plan $ 622 524 1,286
Stock-based compensation capitalized $ 954 735 666
Contributions to investments in real estate partnerships $ 920
Contributions from limited partners in consolidated partnerships, net $ 5,436
Reallocation of equity upon acquisition of a limited partner's interest in a consolidated partnership $ 6,266
Adjustment for noncontrolling interests in the operating partnership $
Common stock issued for dividend reinvestment in trust $ 1,193 1,126 1,084
Contribution of stock awards into trust $ 2,080 2,250 1,416
Distribution of stock held in trust $ 2,245 786 3,647
Change in fair value of securities $ 338 1,658 513

See accompanying notes to consolidated financial statements.

REGENCY CENTERS, L.P.

Consolidated Balance Sheets

December 31, 2023 and 2022

(in thousands, except unit data)

2022
Assets
Net real estate investments:
Real estate assets, at cost (note 1) 13,454,391 11,858,064
Less: accumulated depreciation 2,691,386 2,415,860
Real estate assets, net 10,763,005 9,442,204
Investments in sales-type lease, net 8,705
Investments in real estate partnerships (note 4) 370,605 350,377
Net real estate investments 11,142,315 9,792,581
Properties held for sale 18,878
Cash, cash equivalents, and restricted cash, including 6,383 and 2,310 of restricted cash at December 31, 2023 and 2022, respectively (note 1) 91,354 68,776
Tenant and other receivables (note 1) 206,162 188,863
Deferred leasing costs, less accumulated amortization of 124,107 and 117,137 at December 31, 2023 and 2022, respectively 73,398 68,945
Acquired lease intangible assets, less accumulated amortization of 364,413 and 338,053 at December 31, 2023 and 2022, respectively (note 6) 283,375 197,745
Right of use assets, net 328,002 275,513
Other assets (note 5) 283,429 267,797
Total assets 12,426,913 10,860,220
Liabilities and Capital
Liabilities:
Notes payable, net (note 9) 4,001,949 3,726,754
Unsecured credit facility (note 9) 152,000
Accounts payable and other liabilities 358,612 317,259
Acquired lease intangible liabilities, less accumulated amortization of 211,067 and 193,315 at December 31, 2023 and 2022, respectively (note 6) 398,302 354,204
Lease liabilities 246,063 213,722
Tenants’ security, escrow deposits and prepaid rent 78,052 70,242
Total liabilities 5,234,978 4,682,181
Capital:
Partners’ capital (note 12):
Preferred units 0.01 par value per unit, 30,000,000 units authorized; 9,000,000 units issued, in the aggregate, in Series A and Series B at December 31, 2023 with liquidation preferences of 25 per unit and no units authorized or issued at December 31, 2022 225,000
General partner; 184,581,070 and 171,124,593 units outstanding at December 31, 2023 and 2022, respectively 6,808,995 6,089,425
Limited partners; 1,107,454 and 741,433 units outstanding at December 31, 2023 and 2022, respectively 42,195 34,489
Accumulated other comprehensive (loss) income (1,308 ) 7,560
Total partners’ capital 7,074,882 6,131,474
Noncontrolling interest: Limited partners’ interests in consolidated partnerships 117,053 46,565
Total capital 7,191,935 6,178,039
Total liabilities and capital 12,426,913 10,860,220

All values are in US Dollars.

See accompanying notes to consolidated financial statements.

REGENCY CENTERS, L.P.

Consolidated Statements of Operations

For the years ended December 31, 2023, 2022, and 2021

(in thousands, except per unit data)

2023 2022 2021
Revenues:
Lease income $ 1,283,939 1,187,452 1,113,368
Other property income 11,573 10,719 12,456
Management, transaction, and other fees 26,954 25,851 40,337
Total revenues 1,322,466 1,224,022 1,166,161
Operating expenses:
Depreciation and amortization 352,282 319,697 303,331
Property operating expense 229,209 196,148 184,553
Real estate taxes 165,560 149,795 142,129
General and administrative 97,806 79,903 78,218
Other operating expenses 9,459 6,166 5,751
Total operating expenses 854,316 751,709 713,982
Other expense (income):
Interest expense, net 154,249 146,186 145,170
Provision for impairment of real estate 84,389
Gain on sale of real estate, net of tax (661 ) (109,005 ) (91,119 )
Early extinguishment of debt (99 )
Net investment (income) loss (5,665 ) 6,921 (5,463 )
Total other expense 147,824 44,102 132,977
Income from operations before equity in income of investments in real estate partnerships 320,326 428,211 319,202
Equity in income of investments in real estate partnerships (note 4) 50,541 59,824 47,086
Net income 370,867 488,035 366,288
Limited partners’ interests in consolidated partnerships (4,302 ) (3,065 ) (3,262 )
Net income attributable to the Partnership 366,565 484,970 363,026
Preferred unit distributions and issuance costs (5,057 )
Net income attributable to common unit holders $ 361,508 484,970 363,026
Income per common unit - basic (note 15): $ 2.04 2.82 2.12
Income per common unit - diluted (note 15): $ 2.04 2.81 2.12

See accompanying notes to consolidated financial statements.

REGENCY CENTERS, L.P.

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2023, 2022, and 2021

(in thousands)

2023 2022 2021
Net income $ 370,867 488,035 366,288
Other comprehensive income:
Effective portion of change in fair value of derivative instruments:
Effective portion of change in fair value of derivative instruments (2,448 ) 20,061 5,391
Reclassification adjustment of derivative instruments included in net income (7,536 ) 833 4,141
Unrealized gain (loss) on available-for-sale debt securities 337 (1,309 ) (405 )
Other comprehensive (loss) income (9,647 ) 19,585 9,127
Comprehensive income 361,220 507,620 375,415
Less: comprehensive income attributable to noncontrolling interests:
Net income attributable to noncontrolling interests 4,302 3,065 3,262
Other comprehensive (loss) income attributable to noncontrolling interests (731 ) 1,713 689
Comprehensive income attributable to noncontrolling interests 3,571 4,778 3,951
Comprehensive income attributable to the Company $ 357,649 502,842 371,464

See accompanying notes to consolidated financial statements.

REGENCY CENTERS, L.P.

Consolidated Statements of Capital

For the years ended December 31, 2023, 2022, and 2021

(in thousands)

General Partner<br>Preferred and<br>Common Units Limited<br>Partners Accumulated<br>Other<br>Comprehensive<br>Loss Total<br>Partners’<br>Capital Noncontrolling<br>Interests in<br>Limited Partners’<br>Interest in<br>Consolidated<br>Partnerships Total<br>Capital
Balance at December 31, 2020 $ 6,003,537 35,727 (18,625 ) 6,020,639 37,508 6,058,147
Net income 361,411 1,615 363,026 3,262 366,288
Other comprehensive income
Other comprehensive income before reclassifications 23 4,603 4,626 360 4,986
Amounts reclassified from accumulated other comprehensive income 17 3,795 3,812 329 4,141
Deferred compensation plan, net 75 75 75
Distributions to partners (410,419 ) (1,836 ) (412,255 ) (4,345 ) (416,600 )
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization 12,652 12,652 12,652
Common units issued as a result of common stock issued by Parent Company, net of issuance costs 82,510 82,510 82,510
Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances (2,267 ) (2,267 ) (2,267 )
Common units exchanged for common stock of Parent Company 99 (99 )
Balance at December 31, 2021 $ 6,047,598 35,447 (10,227 ) 6,072,818 37,114 6,109,932
Net income 482,865 2,105 484,970 3,065 488,035
Other comprehensive income
Other comprehensive income before reclassifications 80 17,008 17,088 1,664 18,752
Amounts reclassified from accumulated other comprehensive income 5 779 784 49 833
Deferred compensation plan, net (1 ) (1 ) (1 )
Contribution from partners 13,223 13,223
Distributions to partners (433,028 ) (1,873 ) (434,901 ) (14,816 ) (449,717 )
Reallocation of limited partners' interest, net of transaction costs (6,482 ) (6,482 ) 6,266 (216 )
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization 16,667 16,667 16,667
Common units repurchased and retired as a result of common stock repurchased and retired by Parent Company (75,419 ) (75,419 ) (75,419 )
Common units issued as a result of common stock issued by Parent Company, net of issuance costs 61,284 61,284 61,284
Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances (5,334 ) (5,334 ) (5,334 )
Common units exchanged for common stock of Parent Company 1,275 (1,275 )
Balance at December 31, 2022 $ 6,089,425 34,489 7,560 6,131,474 46,565 6,178,039
General Partner<br>Preferred and<br>Common Units Limited<br>Partners Accumulated<br>Other<br>Comprehensive<br>Loss Total<br>Partners’<br>Capital Noncontrolling<br>Interests in<br>Limited Partners’<br>Interest in<br>Consolidated<br>Partnerships Total<br>Capital
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Balance at December 31, 2022 $ 6,089,425 34,489 7,560 6,131,474 46,565 6,178,039
Net income 364,557 2,008 366,565 4,302 370,867
Other comprehensive loss
Other comprehensive loss before reclassifications (9 ) (2,063 ) (2,072 ) (39 ) (2,111 )
Amounts reclassified from accumulated other comprehensive loss (39 ) (6,805 ) (6,844 ) (692 ) (7,536 )
Adjustment for noncontrolling interests in the Operating Partnership 13,518 (13,518 )
Contribution from partners 74,730 74,730
Issuance of exchangeable operating partnership units 31,253 31,253 31,253
Distributions to partners (466,126 ) (2,628 ) (468,754 ) (7,813 ) (476,567 )
Preferred unit distributions (5,057 ) (5,057 ) (5,057 )
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization 20,441 20,441 20,441
Preferred units issued as a result of preferred stock issued by Parent Company, net of issuance costs 225,000 225,000 225,000
Common units repurchased and retired as a result of common stock repurchased and retired by Parent Company (20,006 ) (20,006 ) (20,006 )
Common units issued as a result of common stock issued by Parent Company, net of issuance costs 818,497 818,497 818,497
Repurchase of exchangeable operating partnership units (9,163 ) (9,163 ) (9,163 )
Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances (6,452 ) (6,452 ) (6,452 )
Common units exchanged for common stock of Parent Company 198 (198 )
Balance at December 31, 2023 $ 7,033,995 42,195 (1,308 ) 7,074,882 117,053 7,191,935

See accompanying notes to consolidated financial statements.

REGENCY CENTERS, L.P.

Consolidated Statements of Cash Flows

For the years ended December 31, 2023, 2022, and 2021

(in thousands)

2022 2021
Cash flows from operating activities:
Net income 370,867 488,035 366,288
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 352,282 319,697 303,331
Amortization of deferred loan costs and debt premiums 8,252 5,799 6,003
Accretion of above and below market lease intangibles, net (29,130 ) (20,995 ) (22,936 )
Stock-based compensation, net of capitalization 20,075 16,521 12,515
Equity in income of investments in real estate partnerships (50,541 ) (59,824 ) (47,086 )
Gain on sale of real estate, net of tax (661 ) (109,005 ) (91,119 )
Provision for impairment of real estate, net of tax 84,389
Early extinguishment of debt (99 )
Distribution of earnings from investments in real estate partnerships 66,531 61,416 71,934
Settlement of derivative instruments (2,472 )
Deferred compensation expense (income) 4,782 (6,128 ) 4,572
Realized and unrealized (gain) loss on investments (5,571 ) 7,040 (5,348 )
Changes in assets and liabilities:
Tenant and other receivables (13,904 ) (35,274 ) (24,869 )
Deferred leasing costs (11,156 ) (10,801 ) (6,966 )
Other assets 3,028 1,292 (1,226 )
Accounts payable and other liabilities 5,152 (9,088 ) 6,677
Tenants’ security, escrow deposits and prepaid rent (316 ) 7,130 5,701
Net cash provided by operating activities 719,591 655,815 659,388
Cash flows from investing activities:
Acquisition of operating real estate, net of cash acquired of 0, 3,061 and 2,991 in 2023, 2022 and 2021, respectively (45,386 ) (169,639 ) (392,051 )
Acquisition of UBP, net of cash acquired of 14,143 (82,389 )
Real estate development and capital improvements (232,855 ) (195,418 ) (177,631 )
Proceeds from sale of real estate 11,167 143,133 206,193
Issuance of notes receivable (4,000 ) (20 )
Collection of notes receivable 4,000 1,823
Investments in real estate partnerships (13,119 ) (36,266 ) (23,476 )
Return of capital from investments in real estate partnerships 11,308 48,473 99,945
Dividends on investment securities 1,283 1,113 813
Acquisition of investment securities (7,990 ) (21,112 ) (23,971 )
Proceeds from sale of investment securities 16,003 21,785 23,846
Net cash used in investing activities (341,978 ) (206,108 ) (286,352 )
Cash flows from financing activities:
Net proceeds from common stock issuance (33 ) 61,284 82,510
Repurchase of common units in conjunction with equity award plans (7,662 ) (6,447 ) (4,083 )
Common units repurchased through share repurchase program (20,006 ) (75,419 )
Proceeds from sale of treasury stock 103 64 96
Contributions from limited partners in consolidated partnerships 10,238
Distributions to limited partners in consolidated partnerships (7,813 ) (7,245 ) (4,345 )
Distributions to partners (455,433 ) (430,143 ) (404,900 )
Dividends paid to preferred shareholders (3,413 )
Redemption of exchangeable operating partnership units (9,163 )
Proceeds from unsecured credit facilities 557,000 95,000
Repayment of unsecured credit facilities (405,000 ) (95,000 ) (265,000 )
Proceeds from notes payable 59,500
Repayment of notes payable (61,592 ) (6,745 ) (42,014 )
Scheduled principal payments (11,235 ) (11,219 ) (11,255 )
Payment of loan costs (526 ) (88 ) (7,468 )
Net cash used in financing activities (355,035 ) (475,958 ) (656,459 )
Net change in cash, cash equivalents, and restricted cash 22,578 (26,251 ) (283,423 )
Cash, cash equivalents, and restricted cash at beginning of the year 68,776 95,027 378,450
Cash, cash equivalents, and restricted cash at end of the year 91,354 68,776 95,027

All values are in US Dollars.

2023 2022 2021
Supplemental disclosure of cash flow information:
Cash paid for interest (net of capitalized interest of $5,695, $4,166, and $4,202 in 2023, 2022, and 2021, respectively) $ 147,176 141,359 140,084
Cash paid for income taxes, net of refunds $ 933 570 378
Supplemental disclosure of non-cash transactions:
Common and Preferred stock, and exchangeable operating partnership dividends declared but not paid $ 126,683 111,709 107,480
Previously held equity investments in real estate assets acquired $ 17,179 (4,609 )
Mortgage loans assumed by Company with the acquisition of real estate $ 98 22,779 111,104
Right of use assets obtained in exchange for new operating lease liabilities $ 36,577
Sale of leased asset in exchange for net investment in sales-type lease $ 8,510
UBP Acquisition:
Notes payable assumed in acquisition, at fair value $ 284,706
Noncontrolling interest assumed in acquisition, at fair value $ 64,492
Common stock exchanged for UBP shares $ 818,530
Preferred stock exchanged for UBP shares $ 225,000
Common stock issued by Parent Company for partnership units exchanged $ 199 1,275 99
Exchangeable operating partnership units issued for acquisition of real estate $ 31,253
Real estate received in lieu of promote interest $ 13,589
Change in accrued capital expenditures $ 8,877 4,888 10,188
Common stock issued by Parent Company for dividend reinvestment plan $ 622 524 1,286
Stock-based compensation capitalized $ 954 735 666
Contributions to investments in real estate partnerships $ 920
Contributions from limited partners in consolidated partnerships, net $ 5,436
Reallocation of equity upon acquisition of a limited partner's interest in a consolidated partnership $ 6,266
Adjustment for noncontrolling interests in the operating partnership $
Common stock issued for dividend reinvestment in trust $ 1,193 1,126 1,084
Contribution of stock awards into trust $ 2,080 2,250 1,416
Distribution of stock held in trust $ 2,245 786 3,647
Change in fair value of securities $ 338 1,658 513

See accompanying notes to consolidated financial statements.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Summary of Significant Accounting Policies

(a) Organization and Principles of Consolidation

General

Regency Centers Corporation (the "Parent Company") began its operations as a REIT in 1993 and is the general partner of Regency Centers, L.P. (the "Operating Partnership"). The Parent Company primarily engages in the ownership, management, leasing, acquisition, development, and redevelopment of shopping centers through the Operating Partnership, and has no other assets other than through its investment in the Operating Partnership, and its only liabilities are $200 million of unsecured private placement notes, which are co-issued and guaranteed by the Operating Partnership. The Parent Company guarantees all of the unsecured debt of the Operating Partnership.

As of December 31, 2023, the Parent Company, the Operating Partnership, and their controlled subsidiaries on a consolidated basis (the "Company" or "Regency") owned 381 properties and held partial interests in an additional 101 properties through unconsolidated Investments in real estate partnerships (also referred to as "joint ventures" or "investment partnerships").

Acquisition of Urstadt Biddle Properties Inc.

On May 17, 2023, the Parent Company entered into an Agreement and Plan of Merger (the “merger agreement”) by and among the Parent Company, Hercules Merger Sub, LLC, a wholly owned subsidiary of the Parent Company (“Merger Sub”), UBP, UB Maryland I, Inc., a wholly owned subsidiary of Urstadt Biddle (“UB Sub I”), and UB Maryland II, Inc., a wholly owned subsidiary of UB Sub I (“UB Sub II”), pursuant to which, (a) UB Sub II merged with and into Urstadt Biddle (the “first merger”), with Urstadt Biddle surviving the first merger as a wholly owned subsidiary of UB Sub I, and (b) following the first merger, UB Sub I merged with and into Merger Sub (the “second merger” and together with the first merger, the “mergers”), with Merger Sub being the surviving entity in the second merger. The combined company continues to trade under the ticker symbol “REG” on the National Association of Securities Dealers Automated Quotations (the “NASDAQ”). The closing of the mergers completed on August 18, 2023 and each share of Urstadt Biddle’s common stock, par value $0.01 per share (“Urstadt Biddle common stock”), class A common stock, par value $0.01 per share (“Urstadt Biddle Class A common stock” and, together with Urstadt Biddle common stock, the “Urstadt Biddle common shares”), 6.25% Series H Cumulative Redeemable Preferred Stock and 5.875% Series K Cumulative Redeemable Preferred Stock converted into one equivalent share in UB Sub I, with respect to each class, subject to limited exceptions set forth in the merger agreement. Immediately thereafter, on August 18, 2023, each share of UB Sub I’s common stock, par value $0.01 per share, and class A common stock, par value $0.01 per share, converted into 0.347 of a share of common stock, par value $0.01 per share, of common stock of the Parent Company, without interest and subject to certain adjustments, subject to limited exceptions set forth in the merger agreement, and each share of UB Sub I’s 6.25% Series H Cumulative Redeemable Preferred Stock and 5.875% Series K Cumulative Redeemable Preferred Stock was converted into one share of newly issued Parent Company 6.25% Series A Cumulative Redeemable Preferred Stock (“Parent Company Series A preferred stock”) and 5.875% Series B Cumulative Redeemable Preferred Stock (“Parent Company Series B preferred stock”), respectively (collectively referred to as the “Preferred Stock”). Estimates, Risks, and Uncertainties The preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of commitments and contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The most significant estimates in the Company's financial statements relate to the net carrying values of its real estate investments, collectibility of lease income, and acquired lease intangible assets and liabilities. It is possible that the estimates and assumptions that have been utilized in the preparation of the Consolidated Financial Statements could change significantly if economic conditions were to weaken.

The success of the Company's tenants in operating their businesses and their corresponding ability to pay rent continue to be influenced by current economic challenges, which impact their cost of doing business, including but not limited to the impact of inflation, the cost and availability of labor, increasing energy prices and interest rates, and access to credit. Additionally, macroeconomic and geopolitical challenges, including the war involving Russia and Ukraine, Middle East conflicts and wars, and the economic and other possible conflicts involving China (including any slowing of its economy), could impact aspects 80


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

of the U.S. economy and, therefore, consumer spending. The policies implemented by the U.S. government to address these issues, including raising interest rates, could result in adverse impacts on the U.S. economy, including a slowing of growth and potentially a recession, thereby impacting consumer spending, tenants' businesses, and/or decreasing future demand for space in shopping centers. The potential impact of current macroeconomic and geopolitical challenges on the Company's financial condition, results of operations, and cash flows is subject to change and continues to depend on the extent and duration of these risks and uncertainties.

Consolidation

The accompanying Consolidated Financial Statements include the accounts of the Parent Company, the Operating Partnership, its wholly-owned subsidiaries, and consolidated partnerships in which the Company has a controlling financial interest. Investments in real estate partnerships not controlled by the Company are accounted for under the equity method of accounting. All significant inter-company balances and transactions are eliminated in the Consolidated Financial Statements.

The Company consolidates properties that are wholly-owned and properties where it owns less than 100% but has control over the activities most important to the overall success of the partnership. Control is determined using an evaluation based on accounting standards related to the consolidation of Variable Interest Entities ("VIEs") and voting interest entities. For joint ventures that are determined to be a VIE, the Company consolidates the entity where it is deemed to be the primary beneficiary. Determination of the primary beneficiary is based on whether an entity has (1) the power to direct the activities of the VIE that most significantly impact the entity's economic performance, and (2) the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE.

Ownership of the Parent Company

The Parent Company has a single class of common stock and two series of preferred stock outstanding.

Ownership of the Operating Partnership

The Operating Partnership's capital includes Common Units and Preferred Units. As of December 31, 2023, the Parent Company owned approximately 99.4% or 184,581,070 of the 185,688,524 of the outstanding Common Units, with the remaining limited partner's Common Units held by third parties ("Exchangeable operating partnership units" or "EOP units"). The Parent Company currently owns all of the Preferred Units.

Each EOP unit is exchangeable for cash or one share of common stock of the Parent Company, at the discretion of the Parent Company, and the unit holder cannot require redemption in cash or common stock (i.e., registered shares of the Parent). The Parent Company has evaluated the conditions as specified under Accounting Standards Codification ("ASC") Topic 480, Distinguishing Liabilities from Equity, as it relates to EOP units outstanding and concluded that the Parent Company has the right to satisfy the redemption requirements of the units by delivering shares of unregistered common stock. Accordingly, the Parent Company classifies EOP units as permanent equity in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity and Comprehensive Income. The Parent Company serves as general partner of the Operating Partnership. The EOP unit holders have limited rights over the Operating Partnership such that they do not have the power to direct the activities that most significantly impact the Operating Partnership’s economic performance. As such, the Operating Partnership is considered a VIE, and the Parent Company, which consolidates it, is the primary beneficiary. The Parent Company's only investment is the Operating Partnership. Net income and distributions of the Operating Partnership are allocable to the general and limited common Partnership Units in accordance with their ownership percentages.

Real Estate Partnerships

As of December 31, 2023, Regency held partial ownership interests in 119 properties through partnerships, of which 18 are consolidated. Regency's partners include institutional investors and real estate developers and/or operators (the "Partners" or "Limited Partners"). These partnerships have been established to own and operate real estate property. Regency has a variable interest in these entities through its equity ownership, with Regency being the primary beneficiary in certain of these real estate partnerships. As such, Regency consolidates the partnerships into its financial statements for which it is the primary beneficiary and reports the limited partners' interests as noncontrolling interests. For those partnerships which Regency is not the primary beneficiary and does not control, but has significant influence, Regency recognizes its investment in them in accordance with the equity method of accounting. 81


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The assets of these partnerships are restricted to the use of the partnerships and cannot be reached by general creditors of the Company. Similarly, the obligations of the partnerships can only be settled by the assets of these partnerships or additional contributions by the partners. As managing member, Regency maintains the books and records and typically provides leasing property and asset management services to the partnerships. The Partners' level of involvement in these partnerships varies from protective decisions (debt, bankruptcy, selling primary asset(s) of business) to participating involvement such as approving leases, operating budgets, and capital budgets.

• Certain partnerships were deemed VIEs primarily because the unrelated investors do not have substantive kick-out rights to remove the general or managing partner by a vote of a simple majority or less, and they do not have substantive participating rights. Those partnerships for which the Partners are involved in the day to day decisions and do not have any other aspects that would cause them to be considered VIEs, are evaluated for consolidation using the voting interest model.

o Those partnerships in which Regency does not have a controlling financial interest are accounted for using the equity method of accounting and Regency's ownership interest is recognized through single-line presentation as Investments in real estate partnerships, in the Consolidated Balance Sheet, and Equity in income of investments in real estate partnerships, in the Consolidated Statements of Operations. Cash distributions of earnings from operations from Investments in real estate partnerships are presented in Cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows. Cash distributions from the sale of a property or loan proceeds received from the placement of debt on a property included in Investments in real estate partnerships are presented in Cash flows provided by investing activities in the accompanying Consolidated Statements of Cash Flows. If distributed proceeds from debt refinancing and real estate sales in excess of Regency's carrying value of its investment results in a negative investment balance for a partnership, it is recorded within Accounts payable and other liabilities in the Consolidated Balance Sheets.

The net difference in the carrying amount of investments in real estate partnerships and the underlying equity in net assets is accreted to earnings and recorded in Equity in income of investments in real estate partnerships in the accompanying Consolidated Statements of Operations over the expected useful lives of the properties and other intangible assets, which range from 10 to 40 years.

The majority of the operations of the VIEs are funded with cash flows generated by the properties, or in the case of developments, with capital contributions or third-party construction loans. The major classes of assets, liabilities, and noncontrolling equity interests held by the Company's consolidated VIEs, exclusive of the Operating Partnership, are as follows:

(in thousands) December 31, 2023 December 31, 2022
Assets
Net real estate investments $ 270,674 107,725
Cash, cash equivalents, and restricted cash 8,201 2,420
Liabilities
Notes payable 33,211 4,188
Equity
Limited partners’ interests in consolidated partnerships 88,794 24,364

Noncontrolling Interests

The Company accounts for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. Noncontrolling interests represent the portion of equity that the Company does not own in those entities it consolidates. Noncontrolling interests also include amounts related to partnership units issued by consolidated subsidiaries of the Company in connection with certain property acquisitions. These partnership units have a defined redemption amount and the unit holders generally have the right to redeem their units at any time after a certain period from issuance. For these partnership units, the Company has the option to settle redemption amounts in cash or common stock. The Company evaluates the terms of the partnership units issued in accordance with the FASB’s Distinguishing Liabilities from Equity guidance. The partnership units for which the Company has the option to settle redemption amounts in cash or common stock are included in the caption Noncontrolling interests within the equity section on the Company’s Consolidated Balance Sheets.

82


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Noncontrolling Interests of the Parent Company

The Consolidated Financial Statements of the Parent Company include the following ownership interests held by owners other than the common shareholders of the Parent Company: (i) the EOP units and (ii) the minority-owned interest held by third parties in consolidated partnerships ("Limited partners' interests in consolidated partnerships"). The Parent Company has included all of these noncontrolling interests in permanent equity, separate from the Parent Company's shareholders' equity, in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity. The portion of net income or comprehensive income attributable to these noncontrolling interests is included in net income and comprehensive income in the accompanying Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income of the Parent Company.

The Parent Company also evaluated its fiduciary duties to itself, its shareholders, and, as the managing general partner of the Operating Partnership, to the Operating Partnership, and concluded its fiduciary duties are not in conflict with each other or the underlying agreements. Therefore, the Parent Company classifies such units and interests as permanent equity in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity.

Noncontrolling Interests of the Operating Partnership

The Operating Partnership has determined that limited partners' interests in consolidated partnerships are noncontrolling interests. Subject to certain conditions and pursuant to the terms of the partnership agreements, the Company generally has the right, but not the obligation, to purchase the other members' interest or sell its own interest in these consolidated partnerships. The Operating Partnership has included these noncontrolling interests in permanent capital, separate from partners' capital, in the accompanying Consolidated Balance Sheets and Consolidated Statements of Capital. The portion of net income (loss) or comprehensive income (loss) attributable to these noncontrolling interests is included in Net income and Comprehensive income in the accompanying Consolidated Statements of Operations and Consolidated Statements Comprehensive Income of the Operating Partnership.

(b) Revenues and Tenant Receivable

Leasing Income and Tenant Receivables

The Company leases space to tenants under agreements with varying terms that generally provide for fixed payments of base rent, with stated increases over the term of the lease. Some of the lease agreements contain provisions that provide for additional rents based on tenants' sales volume ("percentage rent"), which are recognized when the tenants achieve the specified targets as defined in their lease agreements. Additionally, most lease agreements contain provisions for reimbursement of the tenants' share of actual real estate taxes and insurance and common area maintenance ("CAM") costs (collectively "Recoverable Costs") incurred.

Lease terms generally range from three to seven years for tenant spaces under 10,000 square feet ("Shop Space") and in excess of five years for spaces greater than 10,000 square feet ("Anchor Space"). Many leases also provide tenants the option to extend their lease beyond the initial term of the lease. If a tenant does not exercise its option or otherwise negotiate to renew, the lease expires and the lease contains an obligation for the tenant to relinquish its space, allowing it to be re-leased to a new tenant. This generally involves some level of cost to prepare the space for re-leasing, which is capitalized and depreciated over the shorter period of the life of the subsequent lease or the useful life of the improvement.

The Company accounts for its leases under ASC Topic 842, Leases ("Topic 842"), as follows:

Classification

Under Topic 842, new leases or modifications thereto must be evaluated against specific classification criteria, which, based on the customary terms of the Company's leases, are classified as operating leases. However, certain longer-term leases (both lessee and lessor leases) may be classified as direct financing or sales type leases, which may result in selling profit and an accelerated pattern of earnings recognition. At December 31, 2023, the Company classified one lease as a sales type lease, with all others classified as operating leases.

83


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Recognition and Presentation

Lease income for operating leases with fixed payment terms is recognized on a straight-line basis over the expected term of the lease for all leases for which collectibility is considered probable. CAM is considered a non-lease component of the lease contract under Topic 842. However, as the timing and pattern of providing the CAM service to the tenant is the same as the timing and pattern of the tenant's use of the underlying lease asset, the Company elected, as part of an available practical expedient, to combine CAM with the remaining lease components, along with tenant's reimbursement of real estate taxes and insurance, and recognize them together as Lease income in the accompanying Consolidated Statements of Operations.

For sales type leases, the Company records any selling profit or loss arising from the lease at inception within Gain on sale of real estate, net of tax in the accompanying Consolidated Statement of Operations, as well as any initial direct costs recorded as an expense if, at commencement, the fair value of the underlying asset differs from its carrying amount, otherwise, they are deferred and included in the net investment in the lease. The net investment in the sales-type lease represents the lease receivable, the components of which are the future lease payments and any guaranteed residual value for the underlying assets, as well as any unguaranteed residual asset expected at the end of the lease term, each measured at net present value discounted using a rate implicit in the lease. Interest income is recorded within Lease income in the accompanying Consolidated Statements of Operations over the lease term so as to produce a constant periodic rate of return on the Company’s net investment in the leases. At the commencement date, the Company derecognizes the carrying amount of the underlying asset. When measuring the net investment in a long-term ground lease, the undiscounted residual value of the land will be limited to its fair value at commencement which will likely equate to its cost.

Collectibility

At lease commencement, the Company generally expects that collectibility of substantially all payments due under the lease is probable due to the Company's credit checks on tenants and other creditworthiness analysis undertaken before entering into a new lease; therefore, income from most operating leases is initially recognized on a straight-line basis. For operating leases in which collectibility of Lease income is not considered probable, Lease income is recognized on a cash basis and all previously recognized straight-line rent receivables are reversed in the period in which the Lease income is determined not to be probable of collection. Should collectibility of Lease income become probable again, through evaluation of qualitative and quantitative measures on a tenant by tenant basis, accrual basis accounting resumes and all commencement-to-date straight-line rent is recognized in that period.

In addition to the lease-specific collectibility assessment performed under Topic 842, the Company may also recognize a general reserve, as a reduction to Lease income, for its portfolio of operating lease receivables which are not expected to be fully collectible based on the Company's historical collection experience. The Company estimates the collectibility of the accounts receivable related to base rents, straight-line rents, recoveries from tenants, and other revenue taking into consideration the Company's historical write-off experience, tenant credit-worthiness, current economic trends, and remaining lease terms. Uncollectible lease income is a direct charge against Lease income. Although we estimate uncollectible receivables and provide for them through charges against income, actual experience may differ from those estimates.

The following table represents the components of Tenant and other receivables, net of amounts considered uncollectible, in the accompanying Consolidated Balance Sheets:

December 31,
(in thousands) 2023 2022
Tenant receivables $ 34,814 31,486
Straight-line rent receivables 138,590 128,214
Other receivables (1) 32,758 29,163
Total tenant and other receivables, net $ 206,162 188,863

(1) Other receivables include construction receivables, insurance receivables, and amounts due from real estate partnerships for Management, transaction and other fee income.

84


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Real Estate Sales

The Company accounts for sales of nonfinancial assets under ASC Subtopic 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets, whereby the Company derecognizes real estate and recognizes a gain or loss on sales when a contract exists and control of the property has transferred to the buyer. Control of the property, including controlling financial interest, is generally considered to transfer upon closing through transfer of the legal title and possession of the property. While generally rare, any retained noncontrolling interest is measured at fair value at that time.

Management Services and Other Property Income

The Company recognizes revenue under ASC Topic 606, Revenue from Contracts with Customers ("Topic 606"), when or as control of the promised services are transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The following is a description of the Company's revenue from contracts with customers within the scope of Topic 606.

Property and Asset Management Services

The Company is engaged under agreements with its joint venture partnerships, which are generally perpetual in nature and cancellable through unanimous partner approval, absent an event of default. Under these agreements, the Company is to provide asset and property management and leasing services for the joint ventures' shopping centers. The fees are market-based, generally calculated as a percentage of either revenues earned or the estimated values of the properties managed or the proceeds received, and are recognized over the monthly or quarterly periods as services are rendered. Property management and asset management services represent a series of distinct daily services. Accordingly, the Company satisfies its performance obligation as service is rendered each day and the variability associated with that compensation is resolved each day. Amounts due from the partnerships for such services are paid during the month following the monthly or quarterly service periods.

Several of the Company's partnership agreements provide for incentive payments, generally referred to as "promotes" or "earnouts," to Regency for appreciation in property values in Regency's capacity as managing member. The terms of these promotes are based on appreciation in real estate value over designated time intervals or upon designated events. The Company evaluates its expected promote payout at each reporting period, which generally does not result in revenue recognition until the measurement period has completed, when the amount can be reasonably determined and the amount is not probable of significant reversal.

Leasing Services

Leasing service fees are based on a percentage of the total rent due under the lease. The leasing service is considered performed upon successful execution of an acceptable tenant lease for the joint ventures' shopping centers, at which time revenue is recognized. Payment of the first half of the fee is generally due upon lease execution and the second half is generally due upon tenant opening or the commencement of rent payments.

Transaction Services

The Company also receives transaction fees, as contractually agreed upon with each joint venture, which include acquisition fees, disposition fees, and financing service fees. Control of these services is generally transferred at the time the related transaction closes, which is the point in time when the Company recognizes the related fee revenue. Any unpaid amounts related to transaction-based fees are included in Tenant and other receivables within the Consolidated Balance Sheets.

Other Property Income

Other property income includes parking fees and other incidental income from the properties and is generally recognized at the point in time that the performance obligation is met.

85


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Income within Management, transaction, and other fees on the Consolidated Statements of Operations is primarily from contracts with the Company's real estate partnerships. The primary components of these revenue streams, the timing of satisfying the performance obligations, and amounts are as follows:

Year ended December 31,
(in thousands) Timing of<br>satisfaction of<br>performance<br>obligations 2023 2022 2021
Management, transaction, and other fees:
Property management services Over time $ 14,075 13,470 14,415
Asset management services Over time 6,542 6,752 6,921
Promote income Over time 13,589 (1)
Leasing services Point in time 3,908 3,945 4,096
Other transaction fees Point in time 2,429 1,684 1,316
Total management, transaction, and other fees $ 26,954 25,851 40,337

(1) The Company recognized $13.6 million in promote revenue during the year ended December 31, 2021, for exceeding partnership return hurdles from the Company's performance as managing member in the USAA partnership. The consideration was paid in the form of a real estate asset.

The accounts receivable for management services, which are included within Tenant and other receivables in the accompanying Consolidated Balance Sheets, are $18.5 million and $16.4 million, as of December 31, 2023 and 2022, respectively.

(c) Real Estate Assets

The following table details the components of Real estate assets in the Consolidated Balance Sheets:

(in thousands) December 31, 2023 December 31, 2022
Land $ 4,802,583 4,379,877
Land improvements 758,779 707,227
Buildings 6,371,894 5,465,877
Building and tenant improvements 1,302,954 1,171,650
Construction in progress 218,181 133,433
Total real estate assets $ 13,454,391 11,858,064

Capitalization and Depreciation

Real estate assets are stated at cost, less accumulated depreciation, and amortization. The Company periodically assesses the useful lives of its depreciable real estate assets, including those intended to be redeveloped in the near term, and accounts for any revisions prospectively. Expenditures for maintenance, repairs and demolition costs are charged to operations as incurred. Significant renovations and replacements, which improve or extend the life of the asset, are capitalized.

As part of the leasing process, the Company may provide lessees with allowances for the construction of leasehold improvements. These leasehold improvements are capitalized and recorded as tenant improvements and depreciated over the shorter of the useful life of the improvements or the remaining lease term. If the allowance represents a payment for a purpose other than funding leasehold improvements, or in the event the Company is not considered the owner of the improvements, the allowance is considered to be a lease incentive and is recognized over the lease term as a reduction of Lease income. Factors considered during this evaluation include, among other things, who holds legal title to the improvements as well as other controlling rights provided by the lease agreement and provisions for substantiation of such costs (e.g. unilateral control of the tenant space during the build-out process). Determination of the appropriate accounting for the payment of a tenant allowance is made on a lease-by-lease basis, considering the facts and circumstances of the individual tenant lease.

Depreciation is computed using the straight-line method over estimated useful lives of approximately 15 years for land improvements, 40 years for buildings and improvements, and the shorter of the useful life or the remaining lease term.

86


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Development and Redevelopment Costs

All specifically identifiable costs related to development and redevelopment activities are capitalized into Real estate assets in the accompanying Consolidated Balance Sheets, and are included in Construction in progress within the above table. The capitalized costs include pre-development costs essential to the development or redevelopment of the property, construction costs, interest costs, real estate taxes, insurance, legal costs, salaries and related costs of personnel directly involved and other costs incurred during the period of development or redevelopment.

Pre-development costs represent the costs the Company incurs prior to land acquisition or pursuing a redevelopment including contract deposits, as well as legal, engineering, and other external professional fees related to evaluating the feasibility of developing or redeveloping a shopping center. As of December 31, 2023 and 2022, the Company had nonrefundable deposits and other pre-development costs of approximately $7.7 million and $6.9 million, respectively. If the Company determines that the development or redevelopment of a particular shopping center is no longer probable, any related pre-development costs previously capitalized are immediately expensed. During the years ended December 31, 2023, 2022, and 2021, the Company expensed pre-development costs of approximately $0.1 million, $0.6 million, and $1.5 million, respectively, in Other operating expenses in the accompanying Consolidated Statements of Operations.

Interest costs are capitalized into each development and redevelopment project based upon applying the Company's weighted average borrowing rate to that portion of the actual development or redevelopment costs incurred. The Company discontinues interest and real estate tax capitalization when a project is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would the Company capitalize interest on a project beyond 12 months after substantial completion of the building. During the years ended December 31, 2023, 2022, and 2021, the Company capitalized interest of $5.7 million, $4.2 million, and $4.2 million, respectively, on our development and redevelopment projects.

We have a staff of employees directly supporting our development and redevelopment program. All direct internal costs attributable to these development activities are capitalized as part of each development and redevelopment project. The capitalization of costs is directly related to the actual level of development activity occurring. During the years ended December 31, 2023, 2022, and 2021, we capitalized $13.3 million, $10.8 million, and $11.3 million, respectively, of direct internal costs incurred to support our development and redevelopment program.

Acquisitions

Upon acquisition of operating real estate properties, the Company estimates the fair value of acquired tangible assets (consisting of land, land improvements, buildings, building improvements and tenant improvements) and identified intangible assets and liabilities (consisting of above and below-market leases and in-place leases), assumed debt, and any noncontrolling interest in the acquiree at the date of acquisition, based on evaluation of information and estimates available at that date. Based on these estimates, the Company allocates the purchase price of the acquired properties based on their relative fair value to the applicable assets and liabilities. Acquisitions of operating properties are generally considered asset acquisitions and therefore transaction costs are capitalized. Fair value is determined based on an exit price approach, which contemplates the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The Company's methodology includes estimating an "as-if vacant" fair value of the physical property, which includes land, building, and improvements. In addition, the Company determines the estimated fair value of identifiable intangible assets and liabilities, considering the following categories: (i) value of in-place leases, and (ii) above and below-market value of in-place leases.

The value of in-place leases is estimated based on the value associated with the costs avoided in originating leases compared to the acquired in-place leases as well as the value associated with lost rental and recovery revenue during the assumed lease-up period. The value of in-place leases is recorded to Depreciation and amortization expense in the Consolidated Statements of Operations over the remaining expected term of the respective leases.

Above-market and below-market in-place lease values for acquired properties are recorded based on the present value of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management's estimate of market lease rates for comparable in-place leases, measured over a period equal to the remaining non-cancelable term of the lease, including below-market renewal options, if applicable. The value of above-market leases is amortized as a reduction of Lease income over the remaining terms of the respective leases and the value of below-market leases is accreted to Lease income over the remaining terms of the respective leases, including below-market renewal options, if applicable. 87


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The Company does not assign value to customer relationship intangibles if it has pre-existing business relationships with major retailers at the acquired property since they do not provide incremental value over the Company's existing relationships.

Held for Sale

The Company classifies real estate assets as held-for-sale upon satisfaction of all the following criteria: (i) management commits to a plan to sell a property (or group of properties), (ii) the property is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such properties, (iii) an active program to locate a buyer and other actions required to complete the plan to sell the property have been initiated, (iv) the sale of the property is probable and transfer of the asset is expected to be completed within one year, (v) the property is being actively marketed for sale, and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Upon the determination to classify a property as held for sale, the Company ceases depreciation and amortization on the real estate property held for sale, as well as the amortization of any related intangible assets. Such properties are recorded at the lesser of the carrying value or estimated fair value less estimated costs to sell.

Valuation of Real Estate Investments and Impairments

The Company continually evaluates whether there are any events or changes in circumstances, that could indicate the carrying values of the real estate properties (including any related amortizable intangible assets or liabilities) may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate assets may not be recoverable, the Company assesses the recoverability of the asset group by estimating whether the Company will recover the carrying value of the asset group through its undiscounted future cash flows, including eventual disposition. Based on this analysis, if the Company does not believe that it will be able to recover the carrying value of the asset group, an impairment charge will be recorded to the extent that the carrying value exceeds the estimated fair value of the asset group.

Estimated cash flows are based on several key assumptions, including rental rates, expected leasing activity, costs of tenant improvements, leasing commissions, expected hold period, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and could differ materially from actual results. Changes in events or changes in circumstances may alter the hold period of an asset or asset group which may result in an impairment loss and such loss could be material to the Company's financial condition or operating performance. If a property previously classified as held and used is changed to held for sale, the Company estimates fair value, less expected costs to sell, which could cause the Company to determine that the property is impaired.

The estimated fair value of real estate assets is subjective and is estimated through comparable sales information and other market data if available, or through use of an income approach such as the direct capitalization method or the discounted cash flow approach. The discounted cash flow approach uses similar assumptions to the undiscounted cash flow approach above, as well as a discount rate. Such cash flow projections and rates are subject to management judgment and changes in those assumptions could impact the estimate of fair value. In estimating the fair value of undeveloped land, the Company generally uses market data and comparable sales information.

(d) Cash, Cash Equivalents, and Restricted Cash

Any instruments which have an original maturity of 90 days or less when purchased are considered cash equivalents. As of December 31, 2023 and 2022, $6.4 million and $2.3 million, respectively, of cash was restricted through escrow agreements and certain mortgage loans.

(e) Other Assets

Goodwill

Goodwill represents the excess of the purchase price consideration from the Equity One merger in 2017 over the fair value of the assets acquired and liabilities assumed. The Company accounts for goodwill in accordance with ASC Topic 350, Intangibles - Goodwill and Other, and allocates its goodwill to its reporting units, which have been determined to be at the individual property level. The Company performs an impairment evaluation of its goodwill at least annually, in November of each year, or more frequently as triggers occur. See note 5.

The goodwill impairment evaluation is completed using either a qualitative or quantitative approach. Under a qualitative approach, the impairment review for goodwill consists of an assessment of whether it is more-likely-than-not that the reporting unit's fair value is less than its carrying value, including goodwill. If a qualitative approach indicates it is more 88


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

likely-than-not that the estimated carrying value of a reporting unit (including goodwill) exceeds its fair value, or if the Company chooses to bypass the qualitative approach for any reporting unit, the Company will perform the quantitative approach described below.

The quantitative approach consists of estimating the fair value of each reporting unit using discounted projected future cash flows and comparing those estimated fair values with the carrying values, which include the allocated goodwill. If the estimated fair value is less than the carrying value, the Company would then recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to that reporting unit.

Investments

The Company determines the appropriate classification of its investments in debt and equity securities at the time of purchase and reevaluates such determinations at each balance sheet date. The fair value of securities is determined using quoted market prices.

Debt securities are classified as held to maturity when the Company has the positive intent and ability to hold the securities to maturity. Debt securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and are reported at fair value, with unrealized gains and losses recognized through earnings in Investment income in the Consolidated Statements of Operations. Debt securities not classified as held to maturity or as trading, are classified as available-for-sale, and are carried at fair value, with the unrealized gains and losses, net of tax, included in the determination of comprehensive income and reported in the Consolidated Statements of Comprehensive Income.

Equity securities with readily determinable fair values are measured at fair value with changes in the fair value recognized through net income and presented within Investment income in the Consolidated Statements of Operations.

Derivative Instruments

The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative instruments. Specifically, the Company enters into derivative instruments to manage exposures that arise from business activities that result in the receipt or future payment of known and uncertain cash amounts, the amount of which are determined by interest rates. The Company's derivative instruments are used to manage fluctuations in the amount, timing, and duration of the Company's known or expected cash payments principally related to the Company's borrowings.

All derivative instruments, whether designated in hedging relationships or not, are recorded on the accompanying Consolidated Balance Sheets at their fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.

The Company uses interest rate swaps to mitigate its interest rate risk on a related financial instrument or forecasted transaction, and the Company designates these interest rate swaps as cash flow hedges. Interest rate swaps designated as cash flow hedges generally involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company may also utilize cash flow hedges to lock U.S. Treasury rates in anticipation of future fixed-rate debt issuances. The gains or losses resulting from changes in fair value of derivatives that qualify as cash flow hedges are recognized in Accumulated other comprehensive income (loss) ("AOCI"). Upon the settlement of a hedge, gains and losses remaining in AOCI are amortized through earnings over the underlying term of the hedged transaction. The cash receipts or payments related to interest rate swaps are presented in cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows.

89


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking various hedge transactions. The Company assesses, both at inception of the hedge and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in the cash flows and/or forecasted cash flows of the hedged items.

In assessing the valuation of the hedges, the Company uses standard market conventions and techniques such as discounted cash flow analysis, option pricing models, and termination costs at each balance sheet date. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized.

(f) Deferred Leasing Costs

Deferred leasing costs consist of costs associated with leasing the Company's shopping centers, and are presented net of accumulated amortization. Such costs are amortized over the period through lease expiration. If the lease is terminated early, the remaining leasing costs are written off.

Under ASC Topic 842, the Company, as a lessor, may only defer as initial direct costs the incremental costs of a tenant's operating lease that would not have been incurred if the lease had not been obtained. These costs generally consist of third party broker payments. Non-contingent internal leasing and legal costs associated with leasing activities are expensed within General and administrative expenses.

(g) Income Taxes

The Parent Company believes it qualifies, and intends to continue to qualify, as a REIT under the Code. As a REIT, the Parent Company will generally not be subject to federal income tax, provided that distributions to its shareholders are at least equal to REIT taxable income. All wholly-owned corporate subsidiaries of the Operating Partnership have elected to be a TRS or qualify as a REIT. The TRS's are subject to federal and state income taxes and file separate tax returns. As a pass through entity, the Operating Partnership generally does not pay taxes, but its taxable income or loss is reported by its partners, of which the Parent Company, as general partner and approximately 99.4% owner, is allocated its Pro-rata share of tax attributes.

The Company accounts for income taxes related to its TRS's under the asset and liability approach, which requires the recognition of the amount of taxes payable or refundable for the current year and deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company records net deferred tax assets to the extent it believes it is more likely than not that these assets will be realized. A valuation allowance is recorded to reduce deferred tax assets when it is believed that it is more likely than not that all or some portion of the deferred tax asset will not be realized. The Company considers all available positive and negative evidence, including forecasts of future taxable income, the reversal of other existing temporary differences, available net operating loss carryforwards, tax planning strategies and recent and projected results of operations in order to make that determination.

In addition, tax positions are initially recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions shall initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company believes that it has appropriate support for the income tax positions taken and to be taken on its tax returns and that its accruals for tax liabilities are adequate for all open tax years (2020 and forward for federal and state) based on an assessment of many factors including past experience and interpretations of tax laws applied to the facts of each matter.

(h) Lease Obligations

The Company has certain properties within its consolidated real estate portfolio that are either partially or completely on land subject to ground leases with third parties, which are all classified as operating leases. Accordingly, the Company owns only a long-term leasehold or similar interest in these properties. The building and improvements constructed on the leased land are capitalized as Real estate assets in the accompanying Consolidated Balance Sheets and depreciated over the shorter of the useful life of the improvements or the lease term. 90


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

In addition, the Company has non-cancelable operating leases pertaining to office space from which it conducts its business. Leasehold improvements are capitalized as tenant improvements, included in Other assets in the Consolidated Balance Sheets, and depreciated over the shorter of the useful life of the improvements or the lease term.

Under Topic 842, the Company recognizes Lease liabilities on its Consolidated Balance Sheets for its ground and office leases and corresponding Right of use assets related to these same ground and office leases which are classified as operating leases. A key input in estimating the Lease liabilities and resulting Right of use assets is establishing the discount rate in the lease, which since the rates implicit in the lease contracts are not readily determinable, requires additional inputs for the longer-term ground leases, including market-based interest rates that correspond with the remaining term of the lease, the Company's credit spread, and a securitization adjustment necessary to reflect the collateralized payment terms present in the lease. This discount rate is applied to the remaining unpaid minimum rental payments for each lease to measure the operating lease liabilities.

The ground and office lease expenses are recognized on a straight-line basis over the term of the leases, including management's estimate of expected optional renewal periods. For ground leases, the Company generally assumes it will exercise options through the latest option date of that shopping center's anchor tenant lease.

(i) Earnings per Share and Unit

Basic earnings per share of common stock and unit are computed based upon the weighted average number of common shares and units, respectively, outstanding during the period. Diluted earnings per share and unit reflect the conversion of obligations and the assumed exercises of securities including the effects of shares issuable under the Company's share-based payment arrangements, if dilutive. Dividends paid on the Company's share-based compensation awards are not participating securities as they are forfeitable.

(j) Stock-Based Compensation

The Company grants stock-based compensation to its employees and directors. The Company recognizes the cost of stock-based compensation based on the grant-date fair value of the award, which is expensed over the vesting period.

When the Parent Company issues common stock as compensation, it receives an equal number of common units from the Operating Partnership. The Company is committed to contributing to the Operating Partnership all proceeds from the share-based awards granted under the Parent Company's Long-Term Omnibus Plan (the "Plan"). Accordingly, the Parent Company's ownership in the Operating Partnership will increase based on the amount of proceeds contributed to the Operating Partnership for the common units it receives. As a result of the issuance of common units to the Parent Company for stock-based compensation, the Operating Partnership records the effect of stock-based compensation for awards of equity in the Parent Company.

(k) Segment Reporting

The Company's business is investing in retail shopping centers through direct ownership or partnership interests. The Company actively manages its portfolio of retail shopping centers and may from time to time make decisions to sell lower performing properties or developments not meeting its long-term investment objectives. The proceeds from sales are generally reinvested into higher quality retail shopping centers, through acquisitions, new developments, or redevelopment of existing centers, which management believes will generate sustainable revenue growth and attractive returns. It is management's intent that all retail shopping centers will be owned or developed for investment purposes; however, the Company may decide to sell all or a portion of a development upon completion. The Company's revenues and net income are generated from the operation of its investment portfolio. The Company also earns fees for services provided to manage and lease retail shopping centers owned through joint ventures.

The Company's portfolio is located throughout the United States. Management does not distinguish or group its operations on a geographical basis for purposes of allocating resources or capital. The Company’s chief operating decision maker evaluates operating and financial performance for each property on an individual property level; therefore, the Company defines an operating segment as its individual properties. The individual properties have been aggregated into one reportable segment based upon their similarities with regard to both the nature and economics of the centers, tenants and operational processes, as well as long-term average financial performance.

(l) Business Concentration

Grocer anchor tenants represent approximately 20.0% of Pro-rata annual base rent. No single tenant accounts for 10% or more of revenue and none of the shopping centers are located outside the United States. 91


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

(m) Fair Value of Assets and Liabilities

ASC 820, Fair Value Measurements and Disclosures, or ASC 820, defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosures about fair value measurements. ASC 820 emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement. Fair value is defined by ASC 820 as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Therefore, a fair value measurement is determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, the Company uses a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from independent sources (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the Company's own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). The three levels of inputs used to measure fair value are as follows:

• Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

• Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

• Level 3 - Unobservable inputs for the asset or liability, which are typically based on the Company's own assumptions, as there is little, if any, related market activity.

The Company also re-measures nonfinancial assets and nonfinancial liabilities, initially measured at fair value in a business combination or other new basis event, at fair value in subsequent periods if a re-measurement event occurs.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

(n) Recent Accounting Pronouncements

The following table provides a brief description of recent accounting pronouncements and expected impact on our financial statements:

Standard Description Date of adoption Effect on the financial statements or other significant matters
Recently adopted:
ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In March 2020, the Financial Accounting Standards Board ("FASB") issued ASU 2020-04, Reference Rate Reform (Topic 848). ASU 2020-04 contains practical expedients for reference rate reform related to activities that impact debt, leases, derivatives, and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. The amendments in this update provide exceptions to the guidance in Topic 815 related to changes to the critical terms of a hedging relationship due to reference rate reform, which if criteria are met, provide such changes should not result in the dedesignation and redesignation of the hedging relationship. March 2020 through March 31, 2023 The Company has elected to apply the hedge accounting expedients and exceptions related to changes to the reference rate from LIBOR to SOFR in the Company's interest rate swaps, which it completed during the three months ended March 31, 2023. Application of these exceptions preserves the hedge designation of interest rate swaps and the related accounting and presentation consistent with past presentation.
ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers The amendments in this update require acquiring entities to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination rather than at fair value on the acquisition date required by Topic 805. January 1, 2023 The adoption of this ASU did not have a material impact on the Company’s financial position and/or results of operations.
ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures The amendments are aimed at enhancing the disclosures public entities provide regarding significant segment expenses so that investors can “better understand an entity’s overall performance” and assess “potential future cash flows.” January 1, 2024 The Company is assessing the impact this ASU will have on the Company’s financial statement disclosures.
ASU 2023-09,<br><br>Income Taxes (Topic 740):Improvements to Income Tax Disclosures. ASU 2023-09 requires public business entities to disclose additional information in specified categories with respect to the reconciliation of the effective tax rate to the statutory rate for federal, state, and foreign income taxes. It also requires greater detail about individual reconciling items in the rate reconciliation to the extent the impact of those items exceeds a specified threshold. January 1, 2025 The Company is assessing the impact this ASU will have on the Company’s financial statement disclosures.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Real Estate Investments

UBP Acquisition

General

With respect to the acquisition of UBP discussed in Note 1 - Acquisition of Urstadt Biddle Properties Inc, the following table provides the components that make up the total purchase price for the UBP acquisition:

(in thousands, except stock price) Purchase Price
Shares of common stock issued for acquisition 13,568
Closing stock price on August 17, 2023 $ 61.03
Value of common stock issued for acquisition $ 828,025
Other adjustments (9,495 )
Total value of common stock issued $ 818,530
Debt repaid 39,266
Preferred stock converted 225,000
Transaction costs 57,197
Other cash payments 68
Total purchase price $ 1,140,061

Purchase Price Allocation

The acquisition has been accounted for using the asset acquisition method of accounting in accordance with ASC 805, Business Combinations, which requires, among other things, that the total cost or total consideration exchanged be allocated to the real estate properties and related lease intangibles on a relative fair value basis. All the other assets acquired, and liabilities assumed, including notes payable, are recorded at fair value. The total purchase price, including direct transaction costs capitalized, was allocated as follows:

(in thousands) Purchase Price Allocation
Real estate assets $ 1,379,835
Investments in unconsolidated real estate partnerships 35,942
Real estate assets 1,415,777
Cash, accounts receivable and other assets 51,902
Lease intangible assets 128,663
Total assets acquired 1,596,342
Notes payable 284,706
Accounts payable, accrued expenses, and other liabilities 37,500
Lease intangible liabilities 69,583
Total liabilities assumed 391,789
Non-controlling interest 64,492
Total purchase price $ 1,140,061

The acquired assets and assumed liabilities for an acquired operating property generally include, but are not limited to: land, buildings and improvements, identified tangible and intangible assets and liabilities associated with in-place leases, including tenant improvements, leasing costs, value of above-market and below-market leases, and value of acquired in-place leases. This methodology includes estimating an “as-if vacant” fair value of the physical property, which includes land, building, and improvements and also determines the estimated fair value of identifiable intangible assets and liabilities, considering the following categories: (i) value of in-place leases, and (ii) above and below-market value of in-place leases. The fair market value of the acquired operating properties is based on a valuation prepared by Regency with assistance of a third party valuation specialist. The third-party specialist utilized stabilized NOI and market specific capitalization rates as the primary valuation inputs in determining the fair value of the real estate assets. The fair value of land is generally based on relevant market data, such as a comparison of the subject site to similar parcels that have recently been sold or are currently being offered on the market for sale. Management reviews the inputs used by the third-party specialist as well as the allocation of the purchase price to ensure reasonableness and that the procedures are performed in accordance with management's policy. Management and the third-party valuation specialist prepared their fair value estimates for each of the operating properties acquired. The allocation of the purchase price described above requires a significant amount of judgment and represents management's best estimate of the fair value as of the acquisition date.

94


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The following table details the weighted average amortization and net accretion periods, in years, of the major classes of intangible assets and intangible liabilities arising from the UBP acquisition:

(in years) Weighted Average Amortization Period
Assets:
In-place leases 8.0
Above-market leases 7.0
Liabilities:
Below-market leases 18.5

Other Acquisitions

The following tables detail the other properties acquired for the periods set forth below:

(in thousands) December 31, 2023
Date<br>Purchased Property Name City/State Property<br>Type Regency Ownership Purchase<br>Price (1) Debt<br>Assumed,<br>Net of<br>Premiums (1) Intangible<br>Assets (1) Intangible<br>Liabilities (1)
5/1/2023 Sienna Phase 1 Houston, TX Development 75% $ 2,695
5/18/2023 SunVet Holbrook, NY Development 100% 24,140
10/11/2023 Nohl Plaza Orange, CA Operating 100% 25,328 3,940 10,470
12/1/2023 The Longmeadow Shops Longmeadow, MA Operating 100% 31,400 4,049 1,876
Total property acquisitions $ 83,563 7,989 12,346

(1) Amounts for purchase price and allocation are reflected at 100%.

(in thousands) December 31, 2022
Date<br>Purchased Property Name City/State Property<br>Type Regency Ownership Purchase<br>Price (1) Debt<br>Assumed,<br>Net of<br>Premiums (1) Intangible<br>Assets (1) Intangible<br>Liabilities (1)
3/1/2022 Glenwood Green Old Bridge, NJ Development 70% $ 11,000
3/31/2022 Island Village Bainbridge Island, WA Operating 100% 30,650 2,900 6,839
4/1/2022 Apple Valley (2) Apple Valley, MN Operating 100% 34,070 4,773 490
4/1/2022 Cedar Commons (2) Minneapolis, MN Operating 100% 29,330 4,369 58
4/1/2022 Corral Hollow (2) Tracy, CA Operating 100% 40,600 3,410 74
4/1/2022 Shops at the Columbia (2) Washington, DC Operating 100% 14,000 889 181
5/6/2022 Baederwood Shoppes Jenkintown, PA Operating 80% 51,603 22,779 5,796 1,062
10/12/2022 East Meadow Plaza East Meadow, NY Operating 100% 30,000 3,295 10,867
Total property acquisitions $ 241,253 22,779 25,432 19,571

(1) Amounts for purchase price and allocation are reflected at 100%.

(2) These properties were part of the four property portfolio purchased from an existing unconsolidated real partnership, RegCal, LLC, in which the Company held a 25% ownership interest. The basis allocated to Real estate assets was $93.2 million on a combined basis, including the Company's carry over basis related to its 25% previously owned equity investment in the partnership.

In addition to the acquisitions listed above, the Company acquired, for $9.0 million, the remaining 50% ownership interest from its partner in Kroger New Albany Center, an existing consolidated property.

3. Property Dispositions

The following table provides a summary of consolidated shopping centers and land parcels sold during the periods set forth below:

Year ended December 31,
(in thousands, except number sold data) 2023 2022 2021
Net proceeds from sale of real estate investments $ 11,167 143,133 206,193
Gain on sale of real estate, net of tax $ 661 109,005 91,119
Provision for impairment of real estate sold $ 112
Number of operating properties sold 2 7
Number of land parcels sold 5 5 5
Percent interest sold 100% 100% 100 %

95


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Investments in Real Estate Partnerships

The Company invests in real estate partnerships, which consist of the following:

December 31, 2023
(in thousands) Regency's Ownership Number of Properties Total Investment Total Assets of the Partnership The Company's Share of Net Income of the Partnership Net Income of the Partnership
GRI - Regency, LLC (GRIR) 40.00% 66 $ 144,371 1,475,611 35,901 84,224
Columbia Regency Retail Partners, LLC (Columbia I) 20.00% 7 7,045 139,224 1,630 8,559
Columbia Regency Partners II, LLC (Columbia II) 20.00% 14 42,994 424,672 1,743 8,769
Columbia Village District, LLC 30.00% 1 6,123 97,522 2,199 7,383
Individual Investors
Ballard Bocks 49.90% 2 62,140 120,379 1,486 3,297
Town & Country Center 35.00% 1 42,074 224,579 1,075 3,136
Others(1) 11.80% - 66.67% 10 65,858 208,006 6,507 19,770
Total investments in real estate partnerships 101 $ 370,605 2,689,993 50,541 135,138

(1) New York Common Retirement Fund (NYC) and RegCal, LLC (RegCal) no longer have any operating properties and any residual balances have been included in Others as of December 31, 2023. The residual balances are primarily made up of the Company’s share of remaining working capital.

December 31, 2022
(in thousands) Regency's Ownership Number of Properties Total Investment Total Assets of the Partnership The Company's Share of Net Income of the Partnership Net Income of the Partnership
GRI - Regency, LLC (GRIR) 40.00% 66 $ 155,302 1,501,876 35,819 83,989
New York Common Retirement Fund (NYC)(1) 30.00% 674 2,468 9,173 35,673
Columbia Regency Retail Partners, LLC (Columbia I) 20.00% 7 7,423 138,493 1,817 9,392
Columbia Regency Partners II, LLC (Columbia II) 20.00% 13 41,757 405,927 1,735 8,674
Columbia Village District, LLC 30.00% 1 5,836 96,002 1,669 5,597
RegCal, LLC (RegCal)(2) 25.00% 1 5,789 24,326 4,499 18,258
Individual Investors
Ballard Bocks 49.90% 2 62,624 126,482 1,300 2,925
Town & Country Center 35.00% 1 40,409 206,931 819 2,404
Others 50.00% 5 30,563 105,500 2,993 6,254
Total investments in real estate partnerships 96 $ 350,377 2,608,005 59,824 173,166

(1) On May 25, 2022, the NYC partnership sold the remaining two properties and distributed sales proceeds to the members. Dissolution will follow final distributions, which are expected in 2024.

(2) During April 2022, we acquired our partner's 75% share in four properties held in the RegCal, LLC, partnership for a total purchase price of $88.5 million. Upon acquisition, these four properties were consolidated into Regency's financial statements.

96


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The summarized balance sheet information for the investments in real estate partnerships, on a combined basis, is as follows:

December 31,
(in thousands) 2023 2022
Investments in real estate, net $ 2,432,859 2,359,289
Acquired lease intangible assets, net 16,723 16,821
Other assets 240,411 231,895
Total assets $ 2,689,993 2,608,005
Notes payable $ 1,499,702 1,398,297
Acquired lease intangible liabilities, net 15,112 17,619
Other liabilities 80,457 81,714
Capital - Regency 418,205 412,784
Capital - Third parties 676,517 697,591
Total liabilities and capital $ 2,689,993 2,608,005

The following table reconciles the Company's capital recorded by the unconsolidated partnerships to the Company's investments in real estate partnerships reported in the accompanying Consolidated Balance Sheet:

December 31,
(in thousands) 2023 2022
Capital - Regency $ 418,205 412,784
Basis difference (47,600 ) (62,407 )
Investments in real estate partnerships $ 370,605 350,377

The revenues and expenses for the investments in real estate partnerships, on a combined basis, are summarized as follows:

Year ended December 31,
(in thousands) 2023 2022 2021
Total revenues $ 390,843 378,096 416,222
Operating expenses:
Depreciation and amortization 88,974 86,193 94,026
Property operating expense 65,509 61,224 66,061
Real estate taxes 47,529 42,010 54,618
General and administrative 5,008 5,615 5,837
Other operating expenses 3,119 3,851 3,624
Total operating expenses $ 210,139 198,893 224,166
Other expense (income):
Interest expense, net 56,706 54,874 58,109
Gain on sale of real estate (11,140 ) (49,424 ) (75,162 )
Early extinguishment of debt 587
Provision for impairment 9,833
Total other expense (income) 45,566 6,037 (7,220 )
Net income of the Partnerships $ 135,138 173,166 199,276
The Company's share of net income of the Partnerships $ 50,541 59,824 47,086

97


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Acquisitions

The following table provides a summary of shopping centers and land parcels acquired through our unconsolidated real estate partnerships for the periods set forth below:

(in thousands) Year ended December 31, 2023
Date<br>Purchased Property<br>Name City/State Property<br>Type Real Estate Partner Ownership<br>% Purchase Price (1) Debt Assumed, Net of Premiums (1) Intangible Assets (1) Intangible Liabilities (1)
9/19/2023 Old Town Square Chicago, IL Operating Other 20% 27,510 3,625 503
Total property acquisitions $ 27,510 3,625 503

(1) Amounts reflected for purchase price and allocation are reflected at 100%.

(in thousands) Year ended December 31, 2022
Date<br>Purchased Property<br>Name City/State Property<br>Type Real Estate Partner Ownership<br>% Purchase Price (1) Debt Assumed, Net of Premiums (1) Intangible Assets (1) Intangible Liabilities (1)
03/25/22 Naperville Plaza Naperville, IL Operating Columbia II 20.00% $ 52,380 22,074 4,336 814
06/24/22 Baybrook East 1B Houston, TX Development Other 50.00% $ 5,540
Total property acquisitions $ 57,920 22,074 4,336 814

(1) Amounts reflected for purchase price and allocation are reflected at 100%.

Dispositions

The following table provides a summary of shopping centers and land parcels disposed of through our unconsolidated real estate partnerships:

Year ended December 31,
(in thousands) 2023 2022 2021
Proceeds from sale of real estate investments $ 30,659 116,377 224,708
Gain on sale of real estate $ 11,140 49,424 75,162
The Company's share of gain on sale of real estate $ 3,161 12,748 9,380
Number of operating properties sold 1 4 4
Number of land out-parcels sold 1

Notes Payable

Scheduled principal repayments on notes payable held by our unconsolidated investments in real estate partnerships as of December 31, 2023, were as follows:

(in thousands)<br>Scheduled Principal Payments and Maturities by Year: Scheduled<br>Principal<br>Payments Mortgage<br>Loan<br>Maturities Unsecured<br>Maturities Total Regency's<br>Pro-Rata<br>Share
2024 $ 3,718 33,690 37,408 14,678
2025 6,094 147,222 153,316 48,506
2026 7,393 233,147 41,800 282,340 89,520
2027 7,576 32,800 40,376 13,669
2028 4,267 246,605 250,872 92,027
Beyond 5 Years 6,688 739,324 746,012 280,328
Net unamortized loan costs, debt premium / (discount) (10,622 ) (10,622 ) (3,872 )
Total notes payable $ 35,736 1,422,166 41,800 1,499,702 534,856

These fixed and variable rate notes payable are all non-recourse to the partnerships, and mature through

2034

, with 95.4% having a weighted average fixed interest rate of 3.8%. The remaining notes payable float with SOFR and had a weighted average variable interest rate of 7.2% at December 31, 2023.

98


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

As notes payable mature, they will be repaid from proceeds from new borrowings and/or partner capital contributions. Refinancing debt at maturity in the current interest rate environment could result in higher interest expense in future periods if rates remain elevated. The Company is obligated to contribute its Pro-rata share to fund maturities if the loans are not refinanced, and it has the capacity to do so from existing cash balances, availability on its line of credit, and operating cash flows. The Company believes that its partners are financially sound and have sufficient capital or access thereto to fund future capital requirements. In the event that a real estate partner was unable to fund its share of the capital requirements of the real estate partnership, the Company would have the right, but not the obligation, to loan the defaulting partner the amount of its capital call which would be secured by the partner's membership interest.

Management fee income

In addition to earning our Pro-rata share of net income or loss in each of these real estate partnerships, we receive fees as discussed in Note 1, as follows:

Year ended December 31,
(in thousands) 2023 2022 2021
Asset management, property management, leasing, and investment and financing services $ 26,954 25,851 40,301 (1)

(1) In connection with the USAA partnership, we received and recognized a one-time promote fee of $13.6 million during the year ended December 31, 2021, in consideration for exceeding return thresholds resulting from our performance as managing member.

5. Other Assets

The following table represents the components of Other assets in the accompanying Consolidated Balance Sheets as of the periods set forth below:

(in thousands) December 31, 2023 December 31, 2022
Goodwill $ 167,062 167,062
Investments 51,992 54,581
Prepaid and other 40,635 28,615
Derivative assets 14,213 6,575
Furniture, fixtures, and equipment, net 6,662 5,808
Deferred financing costs, net 2,865 5,156
Total other assets $ 283,429 267,797

The following table presents the goodwill balances and activity during the year to date periods ended:

December 31, 2023 December 31, 2022
(in thousands) Goodwill Accumulated<br>Impairment<br>Losses Total Goodwill Accumulated<br>Impairment<br>Losses Total
Beginning of year balance $ 300,496 (133,434 ) 167,062 $ 300,529 (133,434 ) 167,095
Goodwill allocated to Properties held for sale (5,972 ) 5,972
Goodwill associated with disposed reporting units:
Goodwill allocated to Gain on sale of real estate (33 ) (33 )
End of year balance $ 294,524 (127,462 ) 167,062 $ 300,496 (133,434 ) 167,062

As the Company identifies properties ("reporting units") that no longer meet its investment criteria, it will evaluate the property for potential sale. A decision to sell a reporting unit results in the need to evaluate its goodwill for recoverability and may result in impairment. Additionally, other changes impacting a reporting unit may be considered a triggering event. If events occur that trigger an impairment evaluation at multiple reporting units, a goodwill impairment may be significant.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Acquired Lease Intangibles

The Company had the following acquired lease intangibles as of the periods set forth below:

December 31,
(in thousands) 2023 2022
In-place leases $ 543,892 452,868
Above-market leases 103,896 82,930
Total intangible assets 647,788 535,798
Accumulated amortization (364,413 ) (338,053 )
Acquired lease intangible assets, net $ 283,375 197,745
Below-market leases 609,369 547,519
Accumulated amortization (211,067 ) (193,315 )
Acquired lease intangible liabilities, net $ 398,302 354,204

The following table provides a summary of amortization and net accretion amounts from acquired lease intangibles:

Year ended December 31,
(in thousands) 2023 2022 2021 Line item in Consolidated Statements of Operations
In-place lease amortization $ 44,102 34,568 33,621 Depreciation and amortization
Above-market lease amortization 6,571 5,828 5,487 Lease income
Acquired lease intangible asset amortization $ 50,673 40,396 39,108
Below-market lease amortization $ 37,831 28,642 30,378 Lease income

The estimated aggregate amortization and net accretion amounts from acquired lease intangibles for the next five years are as follows:

(in thousands)
In Process Year Ending<br>December 31, Amortization of <br>In-place lease intangibles Net accretion of Above<br>/ Below market lease<br>intangibles
2024 $ 45,098 22,598
2025 33,012 21,953
2026 26,791 21,216
2027 21,185 20,207
2028 16,764 20,065

7. Leases

Lessor Accounting

Substantially all of the Company's leases are classified as operating leases. The Company's Lease income is comprised of both fixed and variable income. Fixed and in-substance fixed lease income includes stated amounts per lease contracts, which are primarily related to base rent, and in some cases stated amounts for CAM, real estate taxes, and insurance ("Recoverable Costs"). Income for these amounts is recognized on a straight-line basis.

Variable lease income includes the following two main items in the lease contracts:

(i) Recoveries from tenants represent the tenants' contractual obligations to reimburse the Company for their portion of recoverable costs incurred. Generally, the Company's leases provide for the tenants to reimburse the Company based on the tenants' share of the actual costs incurred in proportion to the tenants' share of leased space in the property.

(ii) Percentage rent represents amounts billable to tenants based on the tenants' actual sales volume in excess of levels specified in the lease contract.

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REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The following table provides a disaggregation of lease income recognized as either fixed or variable lease income based on the criteria specified in Topic 842:

(in thousands) December 31, 2023 December 31, 2022 December 31, 2021
Operating lease income
Fixed and in-substance fixed lease income $ 928,364 851,409 797,502
Variable lease income 324,037 287,149 262,619
Other lease related income, net:
Above/below market rent and tenant rent inducement amortization, net 30,826 22,543 24,539
Uncollectible straight-line rent 1,261 12,510 5,227
Uncollectible amounts billable in lease income (549 ) 13,841 23,481
Total lease income $ 1,283,939 1,187,452 1,113,368

Future minimum rents under non-cancelable operating leases, excluding variable lease payments, are as follows:

(in thousands)
For the year ended December 31, December 31, 2023
2024 $ 972,980
2025 872,330
2026 757,633
2027 633,290
2028 480,640
Thereafter 1,740,783
Total $ 5,457,656

At December 31, 2023, the Company had one lease classified as a sales-type lease, with lease income recorded over the lease term in the form of variable interest income representing the constant periodic rate of return on the Company’s net investment in the lease, and fixed contractual obligations.

Lessee Accounting

The Company has shopping centers that are subject to non-cancelable, long-term ground leases where a third party owns the underlying land and has leased the land to the Company to construct and/or operate a shopping center.

The Company has 21 properties within its consolidated real estate portfolio that are either partially or completely on land subject to ground leases with third parties. Accordingly, the Company owns only a long-term leasehold or similar interest in these properties. These ground leases expire through the year

2121

, and in most cases, provide for renewal options. In addition, the Company has non-cancelable operating leases pertaining to office space from which it conducts its business. Office leases expire through the year

2029

, and in many cases, provide for renewal options. The ground and office lease expenses are recognized on a straight-line basis over the term of the leases, including management's estimate of expected optional renewal periods, with ground lease expense presented within Property operating expense, and office lease expense presented within General and administrative in the accompanying Consolidated Statements of Operations.

101


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Operating lease expense under the Company's ground and office leases were as follows, including straight-line rent expense and variable lease expenses such as CPI increases, percentage rent and reimbursements of landlord costs:

(in thousands) December 31, 2023 December 31, 2022 December 31, 2021
Fixed operating lease expense
Ground leases $ 14,727 13,759 13,862
Office leases 4,103 4,162 4,309
Total fixed operating lease expense 18,830 17,921 18,171
Variable lease expense
Ground leases 1,586 1,591 1,032
Office leases 729 611 615
Total variable lease expense 2,315 2,202 1,647
Total lease expense $ 21,145 20,123 19,818
Cash paid for amounts included in the measurement of operating lease liabilities
Operating cash flows for operating leases $ 15,823 14,656 15,165

The following table summarizes the undiscounted future cash flows by year attributable to the operating lease liabilities for ground and office leases as of December 31, 2023, and provides a reconciliation to the Lease liability included in the accompanying Consolidated Balance Sheets:

(in thousands) Lease Liabilities
For the year ended December 31, Ground Leases Office Leases Total
2024 $ 12,955 3,082 16,037
2025 12,962 3,464 16,426
2026 12,883 3,331 16,214
2027 12,909 2,151 15,060
2028 13,051 1,305 14,356
Thereafter 702,602 312 702,914
Total undiscounted lease liabilities $ 767,362 13,645 781,007
Present value discount (533,777 ) (1,167 ) (534,944 )
Lease liabilities $ 233,585 12,478 246,063
Weighted average discount rate 5.5 % 3.7 %
Weighted average remaining term (in years) 49.4 4.1
  1. Income Taxes

The Company has elected to be taxed as a REIT under the applicable provisions of the Internal Revenue Code with certain of its subsidiaries treated as taxable REIT subsidiary entities, which are subject to federal and state income taxes. The following table summarizes the tax status of dividends paid on our common stock:

Year ended December 31,
2023 2022 2021
Dividend per share $ 2.56 (1) 2.53 (2) 2.53 (3)
Ordinary income 100 % 100 % 92 %
Capital gain (4) % % 8 %
Additional tax status information:
Qualified dividend income % % 1 %
Section 199A dividend 100 % 100 % 91 %
Section 897 ordinary dividends % % 2 %
Section 897 capital gains % % 4 %

(1) During 2023, the Company declared four quarterly dividends, the last of which was paid on January 3, 2024, with a portion allocated to the 2023 dividend period, and the balance allocated to 2024.

(2) During 2022, the Company declared four quarterly dividends, the last of which was paid on January 4, 2023, with a portion allocated to the 2022 dividend period, and the balance allocated to 2023.

(3) During 2021, the Company declared four quarterly dividends, the last of which was paid on January 5, 2022, with a portion allocated to the 2021 dividend period, and the balance allocated to 2022.

(4) Of the total capital gain distribution during 2021, 42% is excluded under Reg. 1.1061-4(b)(7). The remaining 58% is a Three Year Amount under Reg. 1.1061-6(c).

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REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The following table summarizes the tax status of dividends paid on our Series A preferred stock:

Year ended December 31,
2023
Dividend per share $ 0.39
Ordinary income 100 %
Capital gain %
Additional tax status information:
Qualified dividend income %
Section 199A dividend 100 %
Section 897 ordinary dividends %
Section 897 capital gains %

The following table summarizes the tax status of dividends paid on our Series B preferred stock:

Year ended December 31,
2023
Dividend per share $ 0.37
Ordinary income 100 %
Capital gain %
Additional tax status information:
Qualified dividend income %
Section 199A dividend 100 %
Section 897 ordinary dividends %
Section 897 capital gains %

Our consolidated expense (benefit) for income taxes for the years ended December 31, 2023, 2022, and 2021 was as follows:

Year ended December 31,
(in thousands) 2023 2022 2021
Income tax expense (benefit):
Current $ 796 (332 ) 620
Deferred 99 293 421
Total income tax expense (benefit) (1) $ 895 (39 ) 1,041

(1) Included within Other operating expenses in the Consolidated Statements of Operations.

The TRS entities are subject to federal and state income taxes and file separate tax returns. Income tax expense (benefit) differed from the amounts computed by applying the U.S. Federal income tax rate to pretax income of the TRS entities, as follows:

Year ended December 31,
(in thousands) 2023 2022 2021
Computed expected tax expense (benefit) $ 371 504 544
State income tax, net of federal benefit 60 52 477
Valuation allowance 227 (323 ) 15
Permanent items 2 1 1
All other items 235 (273 ) 4
Total income tax expense (1) 895 (39 ) 1,041
Income tax expense attributable to operations (1) $ 895 (39 ) 1,041

(1) Included within Other operating expenses in the Consolidated Statements of Operations.

103


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The tax effects of temporary differences (included in Accounts payable and other liabilities in the accompanying Consolidated Balance Sheets) are summarized as follows:

December 31,
(in thousands) 2023 2022
Deferred tax assets
Other 1,893 1,007
Deferred tax assets 1,893 1,007
Valuation allowance (1,893 ) (1,007 )
Deferred tax assets, net $
Deferred tax liabilities
Fixed assets (12,563 ) (12,527 )
Other (780 ) (61 )
Deferred tax liabilities (13,343 ) (12,588 )
Net deferred tax liabilities $ (13,343 ) (12,588 )

The Company believes it is more likely than not that the remaining deferred tax assets will not be realized unless tax planning strategies are implemented.

9. Notes Payable and Unsecured Credit Facility

The Company's outstanding debt, net of unamortized debt premium (discount) and debt issuance costs, consisted of the following as of the dates set forth below:

Maturing<br>Through Weighted<br>Average<br>Contractual<br>Rate Weighted<br>Average<br>Effective<br>Rate December 31,
(in thousands) 2023 2022
Notes payable:
Fixed rate mortgage loans 6/1/2037 3.8% 4.2% $ 449,615 342,135
Variable rate mortgage loans (1) 1/31/2032 4.2% 4.3% 299,579 136,246
Fixed rate unsecured debt 3/15/2049 3.8% 4.0% 3,252,755 3,248,373
Total notes payable 4,001,949 3,726,754
Unsecured credit facilities:
$1.25 Billion Line of Credit (the "Line") (2) 3/23/2025 6.3% 6.6% 152,000
Total unsecured credit facilities 152,000
Total debt outstanding $ 4,153,949 3,726,754

(1) As of December 31, 2023, 15 of these 17 variable rate loans, representing $294.9 million of debt in the aggregate, have interest rate swaps in place to mitigate interest rate fluctuation risk. Based on these swap agreements, the effective fixed rates of the 15 loans range from 2.5% to 6.7%.

(2) Weighted average effective rate for the Line is calculated based on a fully drawn Line balance using the period end variable rate. In January 2024, the Company amended its Line to, among other items, increase the borrowing capacity to $1.5 billion and to extend the expiration date to March, 2028 with the option to extend the expiration for two additional six-month period.

Notes Payable

Notes payable consist of mortgage loans secured by properties and unsecured public and private debt. Mortgage loans may be repaid before maturity, but could be subject to yield maintenance premiums, and are generally due in monthly installments of principal and interest or interest only. Unsecured public debt may be repaid before maturity subject to accrued and unpaid interest through the proposed redemption date and a make-whole premium. Interest on unsecured public and private debt is payable semi-annually.

The Company is required to comply with certain financial covenants for its unsecured public debt as defined in the indenture agreements such as the following ratios: Consolidated Debt to Consolidated Assets, Consolidated Secured Debt to Consolidated Assets, Consolidated Income for Debt Service to Consolidated Debt Service, and Unencumbered Consolidated Assets to Unsecured Consolidated Debt. As of December 31, 2023, management of the Company believes it is in compliance with all financial covenants for its unsecured public debt.

104


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Unsecured Credit Facilities

The Company has an unsecured line of credit commitment (the "Line") with a syndicate of banks. At December 31, 2023, the Line had a borrowing capacity of $1.25 billion, which is reduced by the balance of outstanding borrowings and commitments from issued letters of credit. The Line bears interest at a variable rate of SOFR plus a 0.10% market adjustment and an applicable margin of 0.865%, and is subject to a commitment fee of 0.15%. Both the applicable margin and the commitment fee are based on the Company's corporate credit rating.

The Company is required to comply with certain financial covenants as defined in the Line credit agreement, such as Ratio of Indebtedness to Total Asset Value ("TAV"), Ratio of Unsecured Indebtedness to Unencumbered Asset Value, Ratio of Adjusted EBITDA to Fixed Charges, Ratio of Secured Indebtedness to TAV, Ratio of Unencumbered Net Operating Income to Unsecured Interest Expense, and other covenants customary with this type of unsecured financing. As of December 31, 2023, the Company is in compliance with all financial covenants for the Line.

On January 8, 2024, the Company priced a public offering of $400 million of senior unsecured debt due in 2034, and were issued at 99.617% of par value with a coupon of 5.250%.

On January 18, 2024, the Company entered into a Sixth Amended and Restated Credit Agreement (the "Credit Agreement"), with the financial institutions party thereto, as Lenders, and Wells Fargo Bank, National Association, as Administrative Agent. The Credit Agreement provides for an unsecured revolving credit facility in the amount of $1.50 billion for a term of four years (plus two six-month extension options) and includes an accordion feature which permits the borrower to request increases in the size of the revolving loan facility by up to an additional $1.50 billion. The interest rate on the revolving credit facility is equal to the Secured Overnight Financing Rate ("SOFR") plus a margin that is determined based on the borrower’s long-term unsecured debt ratings and ratio of indebtedness to total asset value. At the time of the closing, the effective interest rate was SOFR plus a credit spread adjustment of 10 basis points plus a margin of 72.5 basis points. The Credit Agreement also incorporates sustainability-linked adjustments to the interest rate, which provide for upward or downward adjustments to the applicable margin if the Company achieves, or fails to achieve, certain specified targets based on Scope 1 and Scope 2 emission standards as set forth in the Credit Agreement. At the time of the closing, a 1 basis point downward sustainability-linked adjustment to the interest rate was applicable. The maturity date of the Credit Agreement is March 23, 2028 with the option to extend the expiration for two additional six month periods.

Scheduled principal payments and maturities on notes payable and unsecured credit facilities were as follows:

(in thousands) December 31, 2023
Scheduled Principal Payments and Maturities by Year: Scheduled<br>Principal<br>Payments Mortgage<br>Loan<br>Maturities Unsecured<br>Maturities (1) Total
2024 $ 12,398 133,580 250,000 395,978
2025 11,094 52,537 402,000 465,631
2026 11,426 147,847 200,000 359,273
2027 8,612 222,558 525,000 756,170
2028 7,011 36,570 300,000 343,581
Beyond 5 Years 8,070 106,130 1,750,000 1,864,200
Unamortized debt premium/(discount) and issuance costs (8,640 ) (22,244 ) (30,884 )
Total $ 58,611 690,582 3,404,756 4,153,949

(1) Includes unsecured public and private debt and unsecured credit facilities.

105


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

In connection with the acquisition of UBP on August 18, 2023, the Company completed the following debt transactions:

• Assumed fixed rate debt of $130.0 million in the aggregate (including a mark to market debt discount of $13.6 million) that, on a property-by-property basis, encumbers 11 operating properties, and includes one unsecured note. This indebtedness has scheduled maturity dates ranging from August 2024 to June 2037, and accrues interest at rates ranging from 3.5% to 5.6% per annum.

• Assumed variable rate debt of $154.7 million in the aggregate (including a mark to market debt premium of $1.1 million) that collectively encumbers 9 operating properties. This indebtedness has interest rate swaps in place to mitigate rate fluctuation risk. Based on these swap agreements, the effective fixed rates range from 3.1% to 4.8% per annum. The scheduled maturity dates range from August 2024 to January 2032.

The Company was in compliance as of December 31, 2023, with all financial and other covenants under its unsecured public and private placement debt and unsecured credit facilities.

10. Derivative Instruments

The Company may use derivative financial instruments, including interest rate swaps, caps, options, floors, and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. The principal objective of such arrangements is to minimize the risks and/or costs associated with the Company's operating and financial structure as well as to hedge specific anticipated transactions. The Company does not intend to utilize derivatives for speculative transactions or purposes other than mitigation of interest rate risk. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties with quality credit ratings. The Company does not anticipate that any of the counterparties will fail to meet their obligations.

The Company's objectives in using interest rate derivatives are to attempt to stabilize interest expense where possible and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

The following table summarizes the terms and fair values of the Company's derivative financial instruments, as well as their classification on the Consolidated Balance Sheets:

Fair Value at December 31,
(in thousands) Assets (Liabilities) (1)
Effective<br>Date Maturity<br>Date Notional<br>Amount Bank Pays Variable<br>Rate of Regency Pays<br>Fixed Rate of 2023 2022
12/1/22 3/17/25 24,000 SOFR 1.443% 873 1,443
12/16/22 6/2/27 34,873 SOFR 2.261% 1,540 2,158
1/17/23(2) 8/15/24 13,033 SOFR 3.995% 196 -
7/17/17(2) 7/1/27 43,150 SOFR 1.498% 3,041 -
9/21/16(2) 10/1/26 8,768 SOFR 1.475% 526 -
8/16/18(2) 8/15/28 8,764 SOFR 4.830% 214 -
3/18/19(2) 4/1/29 23,078 SOFR 3.165% 473 -
2/1/22(2) 2/1/32 33,667 SOFR 3.053% 4,879 -
1/3/23(2) 7/1/29 10,944 SOFR 3.633% 861 -
1/3/23(2) 11/1/24 5,000 SOFR 3.705% 106 -
2/24/23 12/31/26 15,342 SOFR 4.229% (212 ) 152
2/21/23 12/21/26 24,365 SOFR 1.684% 1,386 1,939
9/19/23 9/19/28 30,919 SOFR 4.314% (1,008 ) 883
10/31/17(2) 10/1/24 6,025 SOFR 2.334% 118 -
12/1/23 12/1/26 13,000 SOFR 4.060% (115 ) -
Total derivative financial instruments $ 12,878 6,575

(1) Derivatives in an asset position are included within Other assets in the accompanying Consolidated Balance Sheets, while those in a liability position are included within Accounts payable and other liabilities.

(2) Derivative instruments assumed as part of the UBP acquisitions.

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REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

These derivative financial instruments are all interest rate swaps, which are designated and qualify as cash flow hedges. The Company does not use derivatives for trading or speculative purposes and, as of December 31, 2023, does not have any derivatives that are not designated as hedges.

The changes in the fair value of derivatives designated and qualifying as cash flow hedges are recorded in Accumulated other comprehensive income ("AOCI") and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings.

The following table represents the effect of the derivative financial instruments on the accompanying Consolidated Financial Statements:

Location and Amount of Gain (Loss) <br>Recognized in OCI on Derivative Location and Amount of Loss (Gain) <br>Reclassified from AOCI into Income Total amounts presented in the Consolidated <br>Statements of Operations in which the effects <br>of cash flow hedges are recorded
Year ended December 31, Year ended December 31, Year ended December 31,
(in thousands) 2023 2022 2021 2023 2022 2021 2023 2022 2021
Interest <br>rate swaps $ (2,448 ) 20,061 5,391 Interest <br>expense, net $ (7,536 ) 833 4,141 Interest <br>expense, net $ 154,249 146,186 145,170
Early extinguishment of debt $ (99 )

As of December 31, 2023, the Company expects approximately $10.6 million of accumulated comprehensive income on derivative instruments in AOCI, including the Company's share from its Investments in real estate partnerships, to be reclassified into earnings during the next 12 months.

11. Fair Value Measurements

(a) Disclosure of Fair Value of Financial Instruments

All financial instruments of the Company are reflected in the accompanying Consolidated Balance Sheets at amounts which, in management's estimation, reasonably approximate their fair values, except for the following:

December 31,
2023 2022
(in thousands) Carrying<br>Amount Fair Value Carrying<br>Amount Fair Value
Financial assets:
Notes receivable $ 2,109 2,109 $
Financial liabilities:
Notes payable, net $ 4,001,949 3,763,152 $ 3,726,754 3,333,378
Unsecured credit facilities $ 152,000 152,000 $

The above fair values represent management's estimate of the amounts that would be received from selling those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants as of December 31, 2023 and 2022, respectively. These fair value measurements maximize the use of observable inputs which are classified within Level 2 of the fair value hierarchy. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company's own judgments about the assumptions that market participants would use in pricing the asset or liability.

The Company develops its judgments based on the best information available at the measurement date, including expected cash flows, appropriate risk-adjusted discount rates, and available observable and unobservable inputs. Service providers involved in fair value measurements are evaluated for competency and qualifications on an ongoing basis. As considerable judgment is often necessary to estimate the fair value of these financial instruments, the fair values presented above are not necessarily indicative of amounts that will be realized upon disposition of the financial instruments.

107


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

(b) Fair Value Measurements

The following financial instruments are measured at fair value on a recurring basis:

Securities

The Company has investments in marketable securities that are included within Other assets on the accompanying Consolidated Balance Sheets. The fair value of the securities was determined using quoted prices in active markets, which are considered Level 1 inputs of the fair value hierarchy. Changes in the value of securities are recorded within Net investment (income) loss in the accompanying Consolidated Statements of Operations, and include unrealized gains of $4.2 million for the year ended December 31, 2023, unrealized losses of $8.0 million for the year ended December 31, 2022 and unrealized gains of $1.7 million for the year ended December 31, 2021.

Available-for-Sale Debt Securities

Available-for-sale debt securities consist of investments in certificates of deposit and corporate bonds, and are recorded at fair value using either recent trade prices for the identical debt instrument or comparable instruments by issuers of similar industry sector, issuer rating, and size, to estimate fair value, which are considered Level 2 inputs of the fair value hierarchy. Unrealized gains or losses on these debt securities are recognized through Other comprehensive income.

Interest Rate Derivatives

The fair value of the Company's interest rate derivatives is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty's nonperformance risk in the fair value measurements.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparties. The Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its interest rate swaps. As a result, the Company determined that its interest rate swaps valuation in its entirety is classified in Level 2 of the fair value hierarchy.

The following tables present the placement in the fair value hierarchy of assets and liabilities that are measured at fair value on a recurring basis:

Fair Value Measurements as of December 31, 2023
(in thousands) Balance Quoted Prices in Active Markets for Identical Assets <br>(Level 1) Significant Other Observable Inputs <br>(Level 2) Significant Unobservable Inputs <br>(Level 3)
Assets:
Securities $ 37,039 37,039
Available-for-sale debt securities 14,953 14,953
Interest rate derivatives 14,213 14,213
Total $ 66,205 37,039 29,166
Liabilities:
Interest rate derivatives $ (1,335 ) (1,335 )

108


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Fair Value Measurements as of December 31, 2022
(in thousands) Balance Quoted Prices in Active Markets for Identical Assets <br>(Level 1) Significant Other Observable Inputs <br>(Level 2) Significant Unobservable Inputs <br>(Level 3)
Assets:
Securities $ 40,089 40,089
Available-for-sale debt securities 14,492 14,492
Interest rate derivatives 6,575 6,575
Total $ 61,156 40,089 21,067

During the year ended December 31, 2023 and December 31, 2022, there were no real estate assets re-measured to estimated fair value on a nonrecurring basis.

12. Equity and Capital

UBP Acquisition

See Note 1 — Acquisition of Urstadt Biddle Properties Inc, for discussion regarding UBP acquisition.

Preferred Stock of the Parent Company

Terms and conditions of the preferred stock outstanding are summarized as follows:

Preferred Stock Outstanding as of December 31, 2023
Date of Issuance Shares Issued and Outstanding Liquidation Preference Distribution Rate Callable By Company
Series A 8/18/2023 4,600,000 $ 115,000,000 6.250% On demand
Series B 8/18/2023 4,400,000 110,000,000 5.875% On or after 10/1/2024
9,000,000 $ 225,000,000

Each series of Preferred Stock is non-voting, has no stated maturity and is redeemable for cash at $25.00 per share at the Company's option, except that the Parent Company Series B preferred stock is not redeemable until on or after October 1, 2024. The holders of the Preferred Stock have general preference rights over common stock holders with respect to liquidation and quarterly distributions. Except under certain limited conditions, holders of the Preferred Stock will not be entitled to vote. In the event of a cumulative arrearage equal to six quarterly dividends, holders of the Preferred Stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the Company's Articles of Incorporation, the holders of the Preferred Stock will have the right to convert all or part of the shares of the Preferred Stock held by such holders on the applicable conversion date into a number of shares of Common Stock.

Dividends Declared

On February 7, 2024, the Board:

• Declared a dividend on the Series A Preferred Stock, which will be paid at a rate of $0.390625 per share on April 30, 2024. The dividend will be payable to holders of record of the Series A Preferred Stock as of the close of business on April 15, 2024; and

• Declared a dividend on the Series B Preferred Stock, which will be paid at a rate of $0.367200 per share on April 30, 2024 The dividend will be payable to holders of record of the Series B Preferred Stock as of the close of business on April 15, 2024.

109


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Common Stock of the Parent Company

Dividends Declared

On February 7, 2024, the Board declared a common stock dividend of $0.67 per share, payable on April 3, 2024, to shareholders of record as of March 13, 2024.

At the Market ("ATM") Program

Under the Parent Company's ATM program, as authorized by the Board, the Parent Company may sell up to $500 million of common stock at prices determined by the market at the time of sale. The timing of sales, if any, will be dependent on market conditions and other factors. No sales occurred under the ATM program during 2023. As of December 31, 2023, $500 million of common stock remained available for issuance under this ATM equity program.

Stock Repurchase Program

The Board has authorized a two-year common stock repurchase program under which the Company may purchase, from time to time, up to a maximum of $250 million of its outstanding common stock through open market purchases, and/or in privately negotiated transactions (referred to as the "Repurchase Program"). The timing and price of stock repurchases, if any will be dependent upon market conditions and other factors. The stock repurchased, if not retired, would be treated as treasury stock. The Board's authorization for this Repurchase Program will expire on February 7, 2025, unless modified, extended or earlier terminated by the Board.

During the year ended December 31, 2023, the Company executed multiple trades to repurchase 349,519 common shares under the Repurchase Program for a total of $20.0 million at a weighted average price of $57.22 per share. All repurchased shares were retired on the respective settlement dates. At December 31, 2023, $230.0 million remained available under this Repurchase Program.

Preferred Units of the Operating Partnership

The number of Series A Preferred Units and Series B Preferred Units, respectively, issued by RCLP is equal to the number of Series A Preferred Stock and Series B Preferred Stock, respectively, issued by the Company.

Common Units of the Operating Partnership

Common Units are issued, or redeemed and retired, for each share of Parent Company stock issued or redeemed, or retired, as described above. During the year ended December 31, 2023, the Operating Partnership issued 520,589 exchangeable operating partnership units, valued at $31.3 million, as partial purchase price consideration for the acquisition of two properties. In addition, 3,340 Partnership Units were converted to Parent Company common stock, and 151,228 Partnership Units were converted to $9.2 million in cash at the Parent Company's election.

General Partners

The Parent Company, as general partner, owned the following Partnership Units outstanding:

December 31,
(in thousands) 2023 2022
Partnership units owned by the general partner 184,581 171,125
Partnership units owned by the limited partners 1,108 741
Total partnership units outstanding 185,689 171,866
Percentage of partnership units owned by the general partner 99.4 % 99.6 %

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Stock-Based Compensation

The Company recorded stock-based compensation in General and administrative expenses in the accompanying Consolidated Statements of Operations, the components of which are further described below:

Year ended December 31,
(in thousands) 2023 2022 2021
Restricted stock (1) $ 17,277 16,667 12,651
Directors' fees paid in common stock and other employee stock grants 590 589 530
Capitalized stock-based compensation (954 ) (735 ) (666 )
Stock-based compensation, net of capitalization $ 16,913 16,521 12,515

(1) Includes amortization of the grant date fair value of restricted stock awards over the respective vesting periods.

The Company established its Omnibus Incentive Plan (the "Plan") under which the Board of Directors may grant stock options and other stock-based awards to officers, directors, and other key employees. The Plan allows the Company to issue up to 5.0 million shares in the form of the Parent Company's common stock or stock options. As of December 31, 2023, there were 4.1 million shares available for grant under the Plan.

Restricted Stock Awards

The Company grants restricted stock under the Plan to its employees as a form of long-term compensation and retention. The terms of each restricted stock grant vary depending upon the participant's responsibilities and position within the Company. The Company's stock grants can be categorized as either time-based awards, performance-based awards, or market-based awards. All awards are valued at fair value, earn dividends throughout the vesting period, and have no voting rights. Fair value is measured using the grant date market price for all time-based or performance-based awards. Market based awards are valued using a Monte Carlo simulation to estimate the fair value based on the probability of satisfying the market conditions and the projected stock price at the time of payout, discounted to the valuation date over a three year performance period. Assumptions include historic volatility over the previous three year period, risk-free interest rates, and Regency's historic daily return as compared to the market index. Since the award payout includes dividend equivalents and the total shareholder return includes the value of dividends, no dividend yield assumption is required for the valuation. Compensation expense is measured at the grant date and recognized on a straight-line basis over the requisite vesting period for the entire award.

111


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The following table summarizes non-vested restricted stock activity:

Year ended December 31, 2023
Number of Shares Intrinsic Value (in thousands) Weighted Average Grant Price
Non-vested as of December 31, 2022 711,699
Time-based awards granted  (1) (4) 162,616 $ 66.62
Performance-based awards granted (2) (4) 15,882 $ 67.53
Market-based awards granted (3) (4) 129,305 $ 70.47
Change in market-based awards earned for performance (3) 36,483 $ 66.78
Vested (5) (299,938 ) $ 65.74
Forfeited (1,529 ) $ 65.38
Non-vested as of December 31, 2023 (6) 754,518 $ 50,553

(1) Time-based awards vest beginning on the first anniversary following the grant date over a one or four year service period. These grants are subject only to continued employment and are not dependent on future performance measures. Accordingly, if such vesting criteria are not met, compensation cost previously recognized would be reversed.

(2) Performance-based awards are earned subject to future performance measurements. Once the performance criteria are achieved and the actual number of shares earned is determined, shares vest over a required service period. The Company considers the likelihood of meeting the performance criteria based upon management's estimates from which it determines the amounts recognized as expense on a periodic basis.

(3) Market-based awards are earned dependent upon the Company's total shareholder return in relation to the shareholder return of a NAREIT index over a three-year period. Once the performance criteria are met and the actual number of shares earned is determined, the shares are immediately vested and distributed. The probability of meeting the criteria is considered when calculating the estimated fair value on the date of grant using a Monte Carlo simulation. These awards are accounted for as awards with market criteria, with compensation cost recognized over the service period, regardless of whether the performance criteria are achieved and the awards are ultimately earned. The significant assumptions underlying determination of fair values for market-based awards granted were as follows:

Year ended December 31,
2023 2022 2021
Volatility 45.50 % 43.10 % 42.60 %
Risk free interest rate 3.75 % 1.39 % 0.18 %

(4) The weighted-average grant price for restricted stock granted during the years is summarized below:

Year ended December 31,
2023 2022 2021
Weighted-average grant price for restricted stock $ 68.28 $ 72.86 $ 46.55

(5) The total intrinsic value of restricted stock vested during the years is summarized below (in thousands):

Year ended December 31,
2023 2022 2021
Intrinsic value of restricted stock vested $ 19,717 $ 17,797 $ 10,939

(6) As of December 31, 2023, there was $20.3 million of unrecognized compensation cost related to non-vested restricted stock granted under the Parent Company's Plan. When recognized, this compensation results in additional paid in capital in the accompanying Consolidated Statements of Equity of the Parent Company and in general partner preferred and common units in the accompanying Consolidated Statements of Capital of the Operating Partnership. This unrecognized compensation cost is expected to be recognized over the next three years. The Company issues new restricted stock from its authorized shares available at the date of grant.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Saving and Retirement Plans

401(k) Retirement Plan

The Company maintains a 401(k) retirement plan covering substantially all employees and permits participants to defer eligible compensation up to the maximum allowable amount determined by the IRS. This deferred compensation, together with Company matching contributions equal to 100% of employee deferrals up to a maximum of $5,000 of their eligible compensation, is fully vested and funded as of December 31, 2023. Additionally, an annual profit sharing contribution may be made, which are fully vested after three years in service. Costs for Company contributions to the plan totaled $5.3 million, $4.4 million, and $4.1 million for the years ended December 31, 2023, 2022, and 2021, respectively.

Non-Qualified Deferred Compensation Plan ("NQDCP")

The Company maintains a NQDCP which allows select employees and directors to defer part or all of their cash bonus, director fees, and vested restricted stock awards. All contributions into the participants' accounts are fully vested upon contribution to the NQDCP and are deposited in a Rabbi trust.

The following table reflects the balances of the assets and deferred compensation liabilities of the Rabbi trust and related participant account obligations in the accompanying Consolidated Balance Sheets, excluding Regency stock:

Year ended December 31,
(in thousands) 2023 2022 Location in Consolidated Balance Sheets
Assets:
Securities $ 31,852 36,163 Other assets
Liabilities:
Deferred compensation obligation $ 31,770 36,085 Accounts payable and other liabilities

Realized and unrealized gains and losses on securities held in the NQDCP are recognized within Net investment (income) loss in the accompanying Consolidated Statements of Operations. Changes in participant obligations, which is based on changes in the value of their investment elections, is recognized within General and administrative expenses within the accompanying Consolidated Statements of Operations.

Investments in shares of the Company's common stock are included, at cost, as Treasury stock in the accompanying Consolidated Balance Sheets of the Parent Company and as a reduction of General partner capital in the accompanying Consolidated Balance Sheets of the Operating Partnership. The participant's deferred compensation liability attributable to the participants' investments in shares of the Company's common stock are included, at cost, within Additional paid in capital in the accompanying Consolidated Balance Sheets of the Parent Company and as a reduction of General partner capital in the accompanying Consolidated Balance Sheets of the Operating Partnership. Changes in participant account balances related to the Regency common stock fund are recorded directly within shareholders' equity.

15. Earnings per Share and Unit

Parent Company Earnings per Share

The following summarizes the calculation of basic and diluted earnings per share:

Year ended December 31,
(in thousands, except per share data) 2023 2022 2021
Numerator:
Income attributable to common shareholders - basic $ 359,500 482,865 361,411
Income attributable to common shareholders - diluted $ 359,500 482,865 361,411
Denominator:
Weighted average common shares outstanding for basic EPS 176,085 171,404 170,236
Weighted average common shares outstanding for diluted EPS (1) (2) 176,371 171,791 170,694
Income per common share – basic $ 2.04 2.82 2.12
Income per common share – diluted $ 2.04 2.81 2.12

(1) Includes the dilutive impact of unvested restricted stock.

(2) Using the treasury stock method, weighted average common shares outstanding for basic and diluted earnings per share exclude 1.0 million shares issuable under the forward ATM equity offering outstanding during 2021 as they would be anti-dilutive.

113


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The effect of the assumed conversion of certain convertible units had an anti-dilutive effect upon the calculation of income to the common shareholders per share. Accordingly, the impact of such conversions has not been included in the determination of diluted income per share calculations.

Operating Partnership Earnings per Unit

The following summarizes the calculation of basic and diluted earnings per unit ("EPU"):

Year ended December 31,
(in thousands, except per share data) 2023 2022 2021
Numerator:
Income attributable to common unit holders - basic $ 361,508 484,970 363,026
Income attributable to common unit holders - diluted $ 361,508 484,970 363,026
Denominator:
Weighted average common units outstanding for basic EPU 177,038 172,152 170,998
Weighted average common units outstanding for diluted EPU (1) (2) 177,324 172,540 171,456
Income per common unit – basic $ 2.04 2.82 2.12
Income per common unit – diluted $ 2.04 2.81 2.12

(1) Includes the dilutive impact of unvested restricted stock.

(2) Using the treasury stock method, weighted average common shares outstanding for basic and diluted earnings per share exclude 1.0 million shares issuable under the forward ATM equity offering outstanding during 2021 as they would be anti-dilutive.

The effect of the assumed conversion of certain convertible units had an anti-dilutive effect upon the calculation of income to the common unit holders per share. Accordingly, the impact of such conversions has not been included in the determination of diluted income per unit calculations.

16. Commitments and Contingencies

Litigation

The Company is a party to litigation, and is subject to other disputes, in each case that arise in the ordinary course of business. While the outcome of any particular lawsuit or dispute cannot be predicted with certainty, in the opinion of management, the Company's currently pending litigation and disputes are not expected to have a material adverse effect on the Company's consolidated financial position, results of operations, or liquidity. Legal fees are expensed as incurred.

Environmental

The Company is subject to numerous environmental laws and regulations. With respect to applicability to the Company, these pertain primarily to chemicals historically used by certain current and former dry cleaning tenants, the existence of asbestos in older shopping centers, older underground petroleum storage tanks and other historic land uses. The Company believes that the ultimate disposition of currently known environmental matters will not have a material effect on its financial position, liquidity, or operations. The Company can give no assurance that existing environmental studies with respect to its shopping centers have revealed all potential environmental contaminants; that its estimate of liabilities will not change as more information becomes available; that any previous owner, occupant or tenant did not create any material environmental condition not known to the Company; that the current environmental condition of the shopping centers will not be affected by tenants and occupants, by the condition of nearby properties, or by unrelated third parties; and that changes in applicable environmental laws and regulations or their interpretation will not result in additional environmental liability to the Company.

Letters of Credit

The Company has the right to issue letters of credit under the Line up to an aggregate amount not to exceed $50.0 million, which reduces the credit availability under the Line. These letters of credit are primarily issued as collateral on behalf of its captive insurance subsidiary and to facilitate the construction of development projects. The Company had $8.5 million and $9.4 million in letters of credit outstanding as of December 31, 2023, and 2022, respectively.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Initial Cost Total Cost Net Cost
Shopping Centers (1) Land & Land<br>Improvements Building &<br>Improvements Cost<br>Capitalized<br>Subsequent to<br>Acquisition (2) Land & Land<br>Improvements Building &<br>Improvements Total Accumulated<br>Depreciation Net of<br>Accumulated<br>Depreciation Mortgages or<br>Encumbrances
101 7th Avenue $ 48,340 34,895 (57,260 ) 15,378 10,597 25,975 (1,818 ) 24,157
111 Kraft Avenue 1,220 3,932 1,220 3,932 5,152 (39 ) 5,113
1175 Third Avenue 40,560 25,617 866 40,560 26,483 67,043 (4,243 ) 62,800
1225-1239 Second Ave 23,033 17,173 (33 ) 23,033 17,140 40,173 (3,637 ) 36,536
200 Potrero 4,860 2,251 135 4,860 2,386 7,246 (535 ) 6,711
22 Crescent Road 2,198 272 (318 ) 2,152 2,152 2,152
25 Valley Drive 3,141 2,945 3,141 2,945 6,086 (37 ) 6,049
260-270 Sawmill Road 3,943 58 3,943 58 4,001 (1 ) 4,000
27 Purchase Street 903 2,239 903 2,239 3,142 (21 ) 3,121
321-323 Railroad Ave 3,044 2,414 1 3,044 2,415 5,459 (29 ) 5,430
410 South Broadway 2,372 1,603 2,372 1,603 3,975 (15 ) 3,960
470 Main Street 1,021 4,361 (1 ) 1,021 4,360 5,381 (70 ) 5,311
48 Purchase Street 1,214 4,414 6 1,214 4,420 5,634 (42 ) 5,592
4S Commons Town Center 30,760 35,830 3,021 30,812 38,799 69,611 (30,862 ) 38,749 (79,032 )
530 Old Post Rd 1,673 552 1,673 552 2,225 (11 ) 2,214
6401 Roosevelt 2,685 934 288 2,685 1,222 3,907 (139 ) 3,768
7 Riversville 2,170 1,634 2,170 1,634 3,804 (20 ) 3,784
90 - 30 Metropolitan Avenue 16,614 24,171 343 16,614 24,514 41,128 (4,940 ) 36,188
91 Danbury Road 732 851 25 732 876 1,608 (220 ) 1,388
970 High Ridge Center 5,695 5,204 (1 ) 5,695 5,203 10,898 (67 ) 10,831
Airport Plaza 1,293 11,119 1,293 11,119 12,412 (119 ) 12,293
Alafaya Village 3,004 5,852 220 3,004 6,072 9,076 (1,398 ) 7,678
Alden Bridge 17,014 21,958 623 17,014 22,581 39,595 (2,363 ) 37,232 (26,000 )
Aldi Square 6,394 1,704 6,394 1,704 8,098 (41 ) 8,057
Amerige Heights Town Center 10,109 11,288 1,591 10,109 12,879 22,988 (6,797 ) 16,191
Anastasia Plaza 9,065 1,270 3,338 6,997 10,335 (4,250 ) 6,085
Apple Valley Square 5,438 21,328 (33 ) 5,358 21,375 26,733 (2,788 ) 23,945
Arcadian Shopping Center 14,546 26,716 31 14,546 26,747 41,293 (298 ) 40,995 (13,033 )
Ashford Place 2,584 9,865 1,278 2,584 11,143 13,727 (9,409 ) 4,318
Atlantic Village 4,282 18,827 2,145 4,868 20,386 25,254 (6,183 ) 19,071
Avenida Biscayne (fka Aventura Square) 88,098 20,771 764 89,657 19,976 109,633 (4,374 ) 105,259
Aventura Shopping Center 2,751 10,459 11,071 9,486 14,795 24,281 (5,369 ) 18,912
Baederwood Shopping Center 12,016 33,556 887 12,016 34,443 46,459 (2,158 ) 44,301 (24,365 )
Balboa Mesa Shopping Center 23,074 33,838 14,113 27,758 43,267 71,025 (21,154 ) 49,871
Banco Popular Building 2,160 1,137 (1,294 ) 2,003 2,003 2,003
Belleview Square 8,132 9,756 5,081 8,323 14,646 22,969 (10,673 ) 12,296
Belmont Chase 13,881 17,193 (247 ) 14,372 16,455 30,827 (9,231 ) 21,596
Berkshire Commons 2,295 9,551 3,061 2,965 11,942 14,907 (9,854 ) 5,053
Bethany Park Place 4,832 12,405 532 4,832 12,937 17,769 (1,440 ) 16,329 (10,200 )
Bethel Hub Center 1,738 3,918 88 1,738 4,006 5,744 (47 ) 5,697

115


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Initial Cost Total Cost Net Cost
Shopping Centers (1) Land & Land<br>Improvements Building &<br>Improvements Cost<br>Capitalized<br>Subsequent to<br>Acquisition (2) Land & Land<br>Improvements Building &<br>Improvements Total Accumulated<br>Depreciation Net of<br>Accumulated<br>Depreciation Mortgages or<br>Encumbrances
Biltmore Shopping Center 4,632 3,766 11 4,632 3,777 8,409 (47 ) 8,362
Bird 107 Plaza 10,371 5,136 125 10,371 5,261 15,632 (1,452 ) 14,180
Bird Ludlam 42,663 38,481 1,126 42,663 39,607 82,270 (9,570 ) 72,700
Black Rock 22,251 20,815 587 22,251 21,402 43,653 (7,461 ) 36,192 (15,342 )
Blakeney Town Center 82,411 89,165 3,178 82,425 92,329 174,754 (7,764 ) 166,990
Bloomfield Crossing 3,365 11,453 3,365 11,453 14,818 (137 ) 14,681
Bloomingdale Square 3,940 14,912 23,012 8,639 33,225 41,864 (13,921 ) 27,943
Blossom Valley 31,988 5,850 823 31,988 6,673 38,661 (901 ) 37,760 (22,300 )
Boca Village Square 43,888 9,726 353 43,888 10,079 53,967 (3,389 ) 50,578
Boonton ACME Shopping Center 8,664 9,601 8,664 9,601 18,265 (139 ) 18,126 (10,585 )
Boulevard Center 3,659 10,787 3,750 3,659 14,537 18,196 (9,678 ) 8,518
Boynton Lakes Plaza 2,628 11,236 5,218 3,606 15,476 19,082 (9,941 ) 9,141
Boynton Plaza 12,879 20,713 597 12,879 21,310 34,189 (5,343 ) 28,846
Brentwood Plaza 2,788 3,473 380 2,788 3,853 6,641 (1,999 ) 4,642
Briarcliff La Vista 694 3,292 785 694 4,077 4,771 (3,518 ) 1,253
Briarcliff Village 4,597 24,836 6,113 5,519 30,027 35,546 (22,604 ) 12,942
Brick Walk 25,299 41,995 2,258 25,299 44,253 69,552 (13,635 ) 55,917 (30,919 )
BridgeMill Market 7,521 13,306 1,057 7,522 14,362 21,884 (4,303 ) 17,581
Bridgeton 3,033 8,137 621 3,067 8,724 11,791 (4,005 ) 7,786
Brighten Park 3,983 18,687 12,076 3,887 30,859 34,746 (23,089 ) 11,657
Broadway Plaza 40,723 42,170 2,015 40,723 44,185 84,908 (10,433 ) 74,475
Brooklyn Station on Riverside 7,019 8,688 353 6,998 9,062 16,060 (3,453 ) 12,607
Brookside Plaza 35,161 17,494 5,966 36,163 22,458 58,621 (7,166 ) 51,455
Buckhead Court 1,417 7,432 4,425 1,417 11,857 13,274 (10,379 ) 2,895
Buckhead Landing 45,502 16,642 (3,255 ) 42,552 16,337 58,889 (8,210 ) 50,679
Buckhead Station 70,411 36,518 937 70,448 37,418 107,866 (10,853 ) 97,013
Buckley Square 2,970 5,978 1,424 2,970 7,402 10,372 (5,222 ) 5,150
Caligo Crossing 2,459 4,897 163 2,546 4,973 7,519 (4,274 ) 3,245
Cambridge Square 774 4,347 604 774 4,951 5,725 (4,358 ) 1,367
Carmel Commons 2,466 12,548 5,844 3,422 17,436 20,858 (12,733 ) 8,125
Carmel ShopRite Plaza 5,828 15,321 5,828 15,321 21,149 (174 ) 20,975
Carriage Gate 833 4,974 3,233 1,302 7,738 9,040 (7,541 ) 1,499
Carytown Exchange 24,121 21,263 (44 ) 24,122 21,218 45,340 (4,162 ) 41,178
Cashmere Corners 3,187 9,397 686 3,187 10,083 13,270 (3,127 ) 10,143
Cedar Commons 4,704 16,748 140 4,704 16,888 21,592 (1,717 ) 19,875
Cedar Hill Shopping Center 7,266 9,372 35 7,280 9,393 16,673 (120 ) 16,553 (7,035 )
Centerplace of Greeley III 6,661 11,502 244 4,607 13,800 18,407 (7,740 ) 10,667
Charlotte Square 1,141 6,845 1,511 1,141 8,356 9,497 (2,794 ) 6,703
Chasewood Plaza 4,612 20,829 5,947 6,886 24,502 31,388 (21,856 ) 9,532
Chastain Square 30,074 12,644 2,479 30,074 15,123 45,197 (5,178 ) 40,019
Cherry Grove 3,533 15,862 5,763 3,533 21,625 25,158 (14,466 ) 10,692

116


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Initial Cost Total Cost Net Cost
Shopping Centers (1) Land & Land<br>Improvements Building &<br>Improvements Cost<br>Capitalized<br>Subsequent to<br>Acquisition (2) Land & Land<br>Improvements Building &<br>Improvements Total Accumulated<br>Depreciation Net of<br>Accumulated<br>Depreciation Mortgages or<br>Encumbrances
Chilmark Shopping Center 4,952 15,407 4,952 15,407 20,359 (168 ) 20,191
Chimney Rock 23,623 48,200 685 23,623 48,885 72,508 (18,914 ) 53,594
Circle Center West 22,930 9,028 304 22,930 9,332 32,262 (2,513 ) 29,749
Circle Marina Center 29,303 18,437 77 28,880 18,937 47,817 (2,642 ) 45,175 (24,000 )
CityLine Market 12,208 15,839 464 12,306 16,205 28,511 (6,478 ) 22,033
CityLine Market Phase II 2,744 3,081 104 2,744 3,185 5,929 (1,136 ) 4,793
Clayton Valley Shopping Center 24,189 35,422 2,474 24,538 37,547 62,085 (30,482 ) 31,603
Clocktower Plaza Shopping Ctr 49,630 19,624 550 49,630 20,174 69,804 (5,041 ) 64,763
Clybourn Commons 15,056 5,594 499 15,056 6,093 21,149 (2,220 ) 18,929
Cochran's Crossing 13,154 12,315 2,839 13,154 15,154 28,308 (12,149 ) 16,159
Compo Acres Shopping Center 28,627 10,395 952 28,627 11,347 39,974 (2,735 ) 37,239
Concord Shopping Plaza 30,819 36,506 1,699 31,272 37,752 69,024 (8,597 ) 60,427
Copps Hill Plaza 29,515 40,673 2,473 29,514 43,147 72,661 (9,074 ) 63,587 (7,706 )
Coral Reef Shopping Center 14,922 15,200 2,542 15,332 17,332 32,664 (4,734 ) 27,930
Corkscrew Village 8,407 8,004 899 8,407 8,903 17,310 (4,641 ) 12,669
Cornerstone Square 1,772 6,944 1,988 1,772 8,932 10,704 (7,179 ) 3,525
Corral Hollow 8,887 24,121 62 8,887 24,183 33,070 (1,649 ) 31,421
Corvallis Market Center 6,674 12,244 915 6,696 13,137 19,833 (8,297 ) 11,536
Cos Cob Commons 6,608 14,967 11 6,608 14,978 21,586 (163 ) 21,423 (13,142 )
Cos Cob Plaza 4,030 4,225 4,030 4,225 8,255 (53 ) 8,202 (3,902 )
Country Walk Plaza 18,713 20,373 421 18,713 20,794 39,507 (2,857 ) 36,650 (16,000 )
Countryside Shops 17,982 35,574 13,746 23,175 44,127 67,302 (14,636 ) 52,666
Courtyard Shopping Center 5,867 4 3 5,867 7 5,874 (3 ) 5,871
Culver Center 108,841 32,308 3,391 108,841 35,699 144,540 (9,219 ) 135,321
Danbury Green 30,303 19,255 1,967 30,303 21,222 51,525 (4,970 ) 46,555
Danbury Square 6,592 23,543 542 6,592 24,085 30,677 (248 ) 30,429
Dardenne Crossing 4,194 4,005 803 4,343 4,659 9,002 (2,726 ) 6,276
Darinor Plaza 693 32,140 1,328 711 33,450 34,161 (8,335 ) 25,826
DeCicco's Plaza 8,890 23,368 30 8,890 23,398 32,288 (240 ) 32,048
Diablo Plaza 5,300 8,181 2,880 5,300 11,061 16,361 (7,125 ) 9,236
Dunwoody Hall 15,145 12,110 924 15,145 13,034 28,179 (1,255 ) 26,924 (13,800 )
Dunwoody Village 3,342 15,934 7,519 3,342 23,453 26,795 (18,473 ) 8,322
East Meadow 12,325 21,378 715 12,267 22,151 34,418 (1,923 ) 32,495
East Meadow Plaza 13,135 25,070 (27 ) 13,137 25,041 38,178 (1,902 ) 36,276
East Pointe 1,730 7,189 2,622 1,941 9,600 11,541 (7,486 ) 4,055
East San Marco 4,663 14,313 (144 ) 4,519 14,313 18,832 (1,023 ) 17,809
Eastchester Plaza 5,017 7,379 20 5,017 7,399 12,416 (82 ) 12,334
Eastport 2,985 5,649 784 2,925 6,493 9,418 (568 ) 8,850
El Camino Shopping Center 7,600 11,538 15,728 10,328 24,538 34,866 (13,584 ) 21,282
El Cerrito Plaza 11,025 27,371 3,818 11,025 31,189 42,214 (15,804 ) 26,410
El Norte Pkwy Plaza 2,834 7,370 3,039 3,263 9,980 13,243 (7,042 ) 6,201
Emerson Plaza 8,615 7,835 65 8,641 7,874 16,515 (99 ) 16,416

117


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Initial Cost Total Cost Net Cost
Shopping Centers (1) Land & Land<br>Improvements Building &<br>Improvements Cost<br>Capitalized<br>Subsequent to<br>Acquisition (2) Land & Land<br>Improvements Building &<br>Improvements Total Accumulated<br>Depreciation Net of<br>Accumulated<br>Depreciation Mortgages or<br>Encumbrances
Encina Grande 5,040 11,572 20,254 10,518 26,348 36,866 (17,639 ) 19,227
Fairfield Center 6,731 29,420 1,757 6,731 31,177 37,908 (9,194 ) 28,714
Fairfield Crossroads 9,982 9,796 (1 ) 9,982 9,795 19,777 (119 ) 19,658
Falcon Marketplace 1,340 4,168 507 1,246 4,769 6,015 (3,276 ) 2,739
Fellsway Plaza 30,712 7,327 10,350 34,924 13,465 48,389 (8,847 ) 39,542 (34,873 )
Fenton Marketplace 2,298 8,510 (7,919 ) 512 2,377 2,889 (1,428 ) 1,461
Ferry Street Plaza 7,960 24,439 100 7,960 24,539 32,499 (258 ) 32,241 (8,796 )
Fleming Island 3,077 11,587 3,735 3,111 15,288 18,399 (10,020 ) 8,379
Fountain Square 29,722 29,041 438 29,784 29,417 59,201 (14,462 ) 44,739
French Valley Village Center 11,924 16,856 543 11,822 17,501 29,323 (15,956 ) 13,367
Friars Mission Center 6,660 28,021 2,922 6,660 30,943 37,603 (19,452 ) 18,151
Gardens Square 2,136 8,273 894 2,136 9,167 11,303 (6,220 ) 5,083
Gateway Shopping Center 52,665 7,134 12,960 55,087 17,672 72,759 (20,577 ) 52,182
Gelson's Westlake Market Plaza 3,157 11,153 6,182 4,654 15,838 20,492 (10,315 ) 10,177
Glen Oak Plaza 4,103 12,951 1,826 4,124 14,756 18,880 (6,036 ) 12,844
Glenwood Village 1,194 5,381 613 1,194 5,994 7,188 (5,082 ) 2,106
Golden Hills Plaza 12,699 18,482 3,843 11,521 23,503 35,024 (13,838 ) 21,186
Goodwives Shopping Center 17,091 26,274 184 17,092 26,457 43,549 (282 ) 43,267 (23,078 )
Grand Ridge Plaza 24,208 61,033 6,199 24,918 66,522 91,440 (32,434 ) 59,006
Greens Farms Plaza 4,831 3,138 (1 ) 4,831 3,137 7,968 (59 ) 7,909
Greenwich Commons 3,831 6,990 1 3,831 6,991 10,822 (72 ) 10,750 (4,866 )
Greenwood Shopping Centre 7,777 24,829 1,079 7,777 25,908 33,685 (6,997 ) 26,688
H Mart Plaza 1,296 2,469 1,296 2,469 3,765 (24 ) 3,741
Hammocks Town Center 28,764 25,113 1,484 28,764 26,597 55,361 (7,202 ) 48,159
Hancock 8,232 28,260 (13,805 ) 4,692 17,995 22,687 (12,162 ) 10,525
Harpeth Village Fieldstone 2,284 9,443 947 2,284 10,390 12,674 (6,769 ) 5,905
Harrison Shopping Square 6,034 5,195 6,034 5,195 11,229 (71 ) 11,158
Hasley Canyon Village 17,630 8,231 65 17,630 8,296 25,926 (881 ) 25,045 (16,000 )
Heritage 202 Center 1,694 5,901 (1 ) 1,694 5,900 7,594 (67 ) 7,527
Heritage Plaza 12,390 26,097 14,924 12,215 41,196 53,411 (22,818 ) 30,593
Hershey 7 808 12 7 820 827 (601 ) 226
Hewlett Crossing I & II 11,850 18,205 949 11,850 19,154 31,004 (3,806 ) 27,198
Hibernia Pavilion 4,929 5,065 244 4,929 5,309 10,238 (4,498 ) 5,740
High Ridge Center 26,078 21,460 4 26,078 21,464 47,542 (254 ) 47,288 (9,047 )
Hillcrest Village 1,600 1,909 51 1,600 1,960 3,560 (1,245 ) 2,315
Hilltop Village 2,995 4,581 4,423 3,104 8,895 11,999 (5,268 ) 6,731
Hinsdale Lake Commons 5,734 16,709 12,058 8,343 26,158 34,501 (18,222 ) 16,279
Holly Park 8,975 23,799 2,334 8,828 26,280 35,108 (9,330 ) 25,778
Howell Mill Village 5,157 14,279 7,444 9,610 17,270 26,880 (9,115 ) 17,765
Hyde Park 9,809 39,905 11,630 9,971 51,373 61,344 (31,988 ) 29,356

118


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Initial Cost Total Cost Net Cost
Shopping Centers (1) Land & Land<br>Improvements Building &<br>Improvements Cost<br>Capitalized<br>Subsequent to<br>Acquisition (2) Land & Land<br>Improvements Building &<br>Improvements Total Accumulated<br>Depreciation Net of<br>Accumulated<br>Depreciation Mortgages or<br>Encumbrances
Indian Springs Center 24,974 25,903 1,318 25,050 27,145 52,195 (9,052 ) 43,143
Indigo Square 8,087 9,849 (4 ) 8,087 9,845 17,932 (2,940 ) 14,992
Inglewood Plaza 1,300 2,159 1,283 1,300 3,442 4,742 (2,099 ) 2,643
Island Village 12,354 23,660 175 12,361 23,828 36,189 (1,721 ) 34,468
Keller Town Center 2,294 12,841 1,382 2,404 14,113 16,517 (8,293 ) 8,224
Kirkman Shoppes 9,364 26,243 787 9,367 27,027 36,394 (6,805 ) 29,589
Kirkwood Commons 6,772 16,224 1,479 6,802 17,673 24,475 (7,209 ) 17,266
Klahanie Shopping Center 14,451 20,089 441 14,451 20,530 34,981 (5,244 ) 29,737
Knotts Landing 2,062 23,536 2,062 23,536 25,598 (201 ) 25,397
Kroger New Albany Center 3,844 6,599 1,455 3,844 8,054 11,898 (6,789 ) 5,109
Lake Mary Centre 24,036 57,476 2,541 24,036 60,017 84,053 (16,636 ) 67,417
Lake Pine Plaza 2,008 7,632 1,286 2,029 8,897 10,926 (5,852 ) 5,074
Lakeview Shopping Center 6,341 22,296 313 6,341 22,609 28,950 (283 ) 28,667 (10,944 )
Lebanon/Legacy Center 3,913 7,874 1,310 3,913 9,184 13,097 (7,333 ) 5,764
Littleton Square 2,030 8,859 (3,519 ) 2,433 4,937 7,370 (3,437 ) 3,933
Lloyd King Center 1,779 10,060 1,661 1,779 11,721 13,500 (7,766 ) 5,734
Lower Nazareth Commons 15,992 12,964 4,112 16,343 16,725 33,068 (14,163 ) 18,905
Main & Bailey 603 13,428 603 13,428 14,031 (174 ) 13,857
Mandarin Landing 7,913 27,230 658 7,913 27,888 35,801 (10,155 ) 25,646
Marine's Taste of Italy 420 1,266 420 1,266 1,686 (11 ) 1,675
Market at Colonnade Center 6,455 9,839 213 6,160 10,347 16,507 (6,063 ) 10,444
Market at Preston Forest 4,400 11,445 1,881 4,400 13,326 17,726 (8,790 ) 8,936
Market at Round Rock 2,000 9,676 6,329 1,996 16,009 18,005 (11,672 ) 6,333
Market at Springwoods Village 12,592 12,781 137 12,592 12,918 25,510 (4,984 ) 20,526 (3,750 )
Marketplace at Briargate 1,706 4,885 399 1,727 5,263 6,990 (3,573 ) 3,417
McLean Plaza 12,527 12,039 22 12,527 12,061 24,588 (149 ) 24,439 (5,000 )
Meadtown Shopping Center 9,961 15,328 5 9,961 15,333 25,294 (195 ) 25,099 (9,364 )
Mellody Farm 35,628 66,847 (289 ) 35,628 66,558 102,186 (17,637 ) 84,549
Melrose Market 4,451 10,807 (370 ) 4,451 10,437 14,888 (1,773 ) 13,115
Midland Park Shopping Center 9,814 24,226 104 9,814 24,330 34,144 (283 ) 33,861 (17,722 )
Millhopper Shopping Center 1,073 5,358 6,043 1,901 10,573 12,474 (8,252 ) 4,222
Mockingbird Commons 3,000 10,728 3,365 3,000 14,093 17,093 (8,806 ) 8,287
Monument Jackson Creek 2,999 6,765 1,411 2,999 8,176 11,175 (6,686 ) 4,489
Morningside Plaza 4,300 13,951 1,228 4,300 15,179 19,479 (9,699 ) 9,780
Murrayhill Marketplace 2,670 18,401 14,569 2,903 32,737 35,640 (20,011 ) 15,629
Naples Walk 18,173 13,554 2,322 18,173 15,876 34,049 (8,566 ) 25,483
New City PCSB Bank Pad 837 1,306 (1 ) 837 1,305 2,142 (14 ) 2,128
New Milford Plaza 7,955 18,349 54 7,955 18,403 26,358 (223 ) 26,135
Newberry Square 2,412 10,150 1,356 2,412 11,506 13,918 (10,204 ) 3,714
Newfield Green 22,993 7,778 9 22,993 7,787 30,780 (158 ) 30,622 (19,278 )
Newland Center 12,500 10,697 8,913 16,276 15,834 32,110 (11,960 ) 20,150

119


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Initial Cost Total Cost Net Cost
Shopping Centers (1) Land & Land<br>Improvements Building &<br>Improvements Cost<br>Capitalized<br>Subsequent to<br>Acquisition (2) Land & Land<br>Improvements Building &<br>Improvements Total Accumulated<br>Depreciation Net of<br>Accumulated<br>Depreciation Mortgages or<br>Encumbrances
Nocatee Town Center 10,124 8,691 8,962 11,045 16,732 27,777 (10,815 ) 16,962
Nohl Plaza 1,688 6,733 1,688 6,733 8,421 (91 ) 8,330
North Hills 4,900 19,774 4,471 4,900 24,245 29,145 (14,662 ) 14,483
Northgate Marketplace 5,668 13,727 38 4,995 14,438 19,433 (8,210 ) 11,223
Northgate Marketplace Ph II 12,189 30,171 126 12,189 30,297 42,486 (10,600 ) 31,886
Northgate Plaza (Maxtown Road) 1,769 6,652 4,983 2,840 10,564 13,404 (7,232 ) 6,172
Northgate Square 5,011 8,692 1,196 5,011 9,888 14,899 (5,557 ) 9,342
Northlake Village 2,662 11,284 5,876 2,662 17,160 19,822 (7,745 ) 12,077
Oakbrook Plaza 4,000 6,668 6,295 4,766 12,197 16,963 (7,003 ) 9,960
Oakleaf Commons 3,503 11,671 2,052 3,190 14,036 17,226 (9,223 ) 8,003
Oakshade Town Center 6,591 28,966 498 6,591 29,464 36,055 (12,717 ) 23,338 (4,085 )
Ocala Corners 1,816 10,515 650 1,816 11,165 12,981 (6,152 ) 6,829
Old Greenwich CVS 3,704 2,065 3,704 2,065 5,769 (31 ) 5,738 (891 )
Old St Augustine Plaza 2,368 11,405 13,514 3,455 23,832 27,287 (13,127 ) 14,160
Orange Meadows 4,984 16,731 569 4,984 17,300 22,284 (281 ) 22,003
Orangetown Shopping Center 4,716 15,472 106 4,718 15,576 20,294 (189 ) 20,105 (6,005 )
Pablo Plaza 11,894 21,407 11,241 14,135 30,407 44,542 (9,583 ) 34,959
Paces Ferry Plaza 2,812 12,639 21,232 13,803 22,880 36,683 (14,913 ) 21,770
Panther Creek 14,414 14,748 6,165 15,212 20,115 35,327 (16,359 ) 18,968
Pavillion 15,626 22,124 1,517 15,626 23,641 39,267 (6,996 ) 32,271
Peartree Village 5,197 19,746 936 5,197 20,682 25,879 (15,171 ) 10,708
Pelham Manor Plaza 4,708 6,243 19 4,710 6,260 10,970 (65 ) 10,905
Persimmon Place 25,975 38,114 691 26,692 38,088 64,780 (17,940 ) 46,840
Pike Creek 5,153 20,652 9,595 5,873 29,527 35,400 (16,394 ) 19,006
Pine Island 21,086 28,123 3,780 21,086 31,903 52,989 (10,192 ) 42,797
Pine Lake Village 6,300 10,991 1,905 6,300 12,896 19,196 (8,395 ) 10,801
Pine Ridge Square 13,951 23,147 565 13,951 23,712 37,663 (5,819 ) 31,844
Pine Tree Plaza 668 6,220 1,038 668 7,258 7,926 (4,649 ) 3,277
Pinecrest Place 4,193 13,275 (165 ) 3,992 13,311 17,303 (3,560 ) 13,743
Plaza Escuela 24,829 104,395 4,047 24,829 108,442 133,271 (20,348 ) 112,923
Plaza Hermosa 4,200 10,109 3,881 4,202 13,988 18,190 (9,062 ) 9,128
Point 50 15,239 11,367 69 14,628 12,047 26,675 (2,273 ) 24,402
Point Royale Shopping Center 18,201 14,889 6,748 19,386 20,452 39,838 (7,643 ) 32,195
Pompton Lakes Towne Square 12,940 16,392 136 12,940 16,528 29,468 (194 ) 29,274
Post Road Plaza 15,240 5,196 176 15,240 5,372 20,612 (1,412 ) 19,200
Potrero Center 133,422 116,758 (88,645 ) 85,205 76,330 161,535 (15,070 ) 146,465
Powell Street Plaza 8,248 30,716 4,172 8,248 34,888 43,136 (20,033 ) 23,103
Powers Ferry Square 3,687 17,965 10,088 5,758 25,982 31,740 (22,479 ) 9,261
Powers Ferry Village 1,191 4,672 663 1,191 5,335 6,526 (4,415 ) 2,111
Prairie City Crossing 4,164 13,032 623 4,164 13,655 17,819 (7,785 ) 10,034
Preston Oaks 763 30,438 513 1,534 30,180 31,714 (5,281 ) 26,433

120


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Initial Cost Total Cost Net Cost
Shopping Centers (1) Land & Land<br>Improvements Building &<br>Improvements Cost<br>Capitalized<br>Subsequent to<br>Acquisition (2) Land & Land<br>Improvements Building &<br>Improvements Total Accumulated<br>Depreciation Net of<br>Accumulated<br>Depreciation Mortgages or<br>Encumbrances
Prestonbrook 7,069 8,622 (593 ) 5,244 9,854 15,098 (8,167 ) 6,931
Prosperity Centre 11,682 26,215 750 11,681 26,966 38,647 (6,214 ) 32,433
Purchase Street Shops 466 1,388 1 466 1,389 1,855 (22 ) 1,833
Ralphs Circle Center 20,939 6,317 162 20,939 6,479 27,418 (2,080 ) 25,338
Red Bank Village 10,336 9,500 1,267 9,755 11,348 21,103 (4,948 ) 16,155
Regency Commons 3,917 3,616 371 3,917 3,987 7,904 (3,073 ) 4,831
Regency Square 4,770 25,191 7,003 5,060 31,904 36,964 (27,508 ) 9,456
Ridgeway Shopping Center 47,684 96,414 204 47,684 96,618 144,302 (969 ) 143,333 (43,150 )
Rite Aid Plaza-Waldwick Plaza 1,774 5,753 10 1,774 5,763 7,537 (58 ) 7,479
Rivertowns Square 15,505 52,505 5,381 16,853 56,538 73,391 (10,252 ) 63,139
Rona Plaza 1,500 4,917 397 1,500 5,314 6,814 (3,632 ) 3,182
Roosevelt Square 40,371 32,108 7,587 40,382 39,684 80,066 (7,150 ) 72,916
Russell Ridge 2,234 6,903 1,684 2,234 8,587 10,821 (6,294 ) 4,527
Ryanwood Square 10,581 10,044 361 10,581 10,405 20,986 (3,525 ) 17,461
Sammamish-Highlands 9,300 8,075 8,945 9,592 16,728 26,320 (12,078 ) 14,242
San Carlos Marketplace 36,006 57,886 402 36,006 58,288 94,294 (11,710 ) 82,584
San Leandro Plaza 1,300 8,226 1,537 1,300 9,763 11,063 (5,971 ) 5,092
Sandy Springs 6,889 28,056 4,754 6,889 32,810 39,699 (12,255 ) 27,444
Sawgrass Promenade 10,846 12,525 1,105 10,846 13,630 24,476 (3,906 ) 20,570
Scripps Ranch Marketplace 59,949 26,334 1,045 59,949 27,379 87,328 (5,986 ) 81,342
Serramonte Center 390,106 172,652 95,691 416,509 241,940 658,449 (77,112 ) 581,337
Shaw's at Plymouth 3,968 8,367 3,968 8,367 12,335 (2,481 ) 9,854
Shelton Square 13,383 25,265 2,844 13,383 28,109 41,492 (362 ) 41,130
Sheridan Plaza 82,260 97,273 15,832 83,814 111,551 195,365 (25,907 ) 169,458
Sherwood Crossroads 2,731 6,360 920 2,454 7,557 10,011 (4,394 ) 5,617
Shiloh Springs 5,236 11,802 625 5,236 12,427 17,663 (1,394 ) 16,269
Shoppes @ 104 11,193 3,002 7,078 7,117 14,195 (4,159 ) 10,036
Shoppes at Homestead 5,420 9,450 2,490 5,420 11,940 17,360 (7,824 ) 9,536
Shoppes at Lago Mar 8,323 11,347 287 8,323 11,634 19,957 (3,457 ) 16,500
Shoppes at Sunlake Centre 16,643 15,091 6,360 18,001 20,093 38,094 (5,764 ) 32,330
Shoppes of Grande Oak 5,091 5,985 953 5,091 6,938 12,029 (6,045 ) 5,984
Shoppes of Jonathan's Landing 4,474 5,628 514 4,474 6,142 10,616 (1,634 ) 8,982
Shoppes of Oakbrook 20,538 42,992 402 20,538 43,394 63,932 (13,126 ) 50,806
Shoppes of Silver Lakes 17,529 21,829 1,933 17,529 23,762 41,291 (6,674 ) 34,617
Shoppes of Sunset 2,860 1,316 680 2,860 1,996 4,856 (482 ) 4,374
Shoppes of Sunset II 2,834 715 623 2,834 1,338 4,172 (363 ) 3,809
Shops at County Center 9,957 11,296 2,197 9,973 13,477 23,450 (12,136 ) 11,314
Shops at Erwin Mill 9,082 6,124 575 9,087 6,694 15,781 (4,316 ) 11,465 (10,000 )
Shops at John's Creek 1,863 2,014 (63 ) 1,501 2,313 3,814 (1,701 ) 2,113
Shops at Mira Vista 11,691 9,026 739 11,691 9,765 21,456 (3,555 ) 17,901 (165 )
Shops at Quail Creek 1,487 7,717 1,146 1,448 8,902 10,350 (4,938 ) 5,412

121


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Initial Cost Total Cost Net Cost
Shopping Centers (1) Land & Land<br>Improvements Building &<br>Improvements Cost<br>Capitalized<br>Subsequent to<br>Acquisition (2) Land & Land<br>Improvements Building &<br>Improvements Total Accumulated<br>Depreciation Net of<br>Accumulated<br>Depreciation Mortgages or<br>Encumbrances
Shops at Saugus 19,201 17,984 555 18,811 18,929 37,740 (13,955 ) 23,785
Shops at Skylake 84,586 39,342 2,382 85,117 41,193 126,310 (12,523 ) 113,787
Shops at The Columbia 3,117 8,869 3,117 8,869 11,986 (627 ) 11,359
Shops on Main 17,020 27,055 16,431 18,534 41,972 60,506 (18,076 ) 42,430
Somers Commons 7,019 29,808 2,366 7,019 32,174 39,193 (343 ) 38,850
Sope Creek Crossing 2,985 12,001 3,482 3,332 15,136 18,468 (10,741 ) 7,727
South Beach Regional 28,188 53,405 1,383 28,188 54,788 82,976 (13,782 ) 69,194
South Pass Village 11,079 31,610 56 11,079 31,666 42,745 (361 ) 42,384 (20,144 )
South Point 6,563 7,939 586 6,563 8,525 15,088 (2,430 ) 12,658
Southbury Green 26,661 34,325 7,247 29,743 38,490 68,233 (9,918 ) 58,315
Southcenter 1,300 12,750 2,350 1,300 15,100 16,400 (9,929 ) 6,471
Southpark at Cinco Ranch 18,395 11,306 7,531 21,438 15,794 37,232 (9,989 ) 27,243
SouthPoint Crossing 4,412 12,235 1,556 4,382 13,821 18,203 (8,865 ) 9,338
Staples Plaza-Yorktown Heights 7,131 47,704 268 7,131 47,972 55,103 (465 ) 54,638
Starke 71 1,683 13 71 1,696 1,767 (986 ) 781
Star's at Cambridge 31,082 13,520 (1 ) 31,082 13,519 44,601 (3,426 ) 41,175
Star's at Quincy 27,003 9,425 1 27,003 9,426 36,429 (2,887 ) 33,542
Star's at West Roxbury 21,973 13,386 282 21,973 13,668 35,641 (3,390 ) 32,251
Station Centre @ Old Greenwich 9,121 7,603 9,121 7,603 16,724 (110 ) 16,614 (6,770 )
Sterling Ridge 12,846 12,162 1,660 12,846 13,822 26,668 (11,447 ) 15,221
Stroh Ranch 4,280 8,189 1,192 4,280 9,381 13,661 (7,573 ) 6,088
Suncoast Crossing 9,030 10,764 4,602 13,374 11,022 24,396 (9,744 ) 14,652
Sunny Valley Shops 2,820 5,055 31 2,820 5,086 7,906 (71 ) 7,835
Talega Village Center 22,415 12,054 86 22,415 12,140 34,555 (2,894 ) 31,661
Tamarac Town Square 12,584 9,221 1,503 12,584 10,724 23,308 (3,183 ) 20,125
Tanasbourne Market 3,269 10,861 (294 ) 3,149 10,687 13,836 (7,083 ) 6,753
Tanglewood Shopping Center 5,920 7,889 9 5,920 7,898 13,818 (100 ) 13,718 (3,163 )
Tassajara Crossing 8,560 15,464 2,791 8,560 18,255 26,815 (11,227 ) 15,588
Tech Ridge Center 12,945 37,169 4,362 13,589 40,887 54,476 (20,180 ) 34,296
The Abbot 72,910 6,086 51,854 79,217 51,633 130,850 (2,904 ) 127,946
The Crossing Clarendon 154,932 126,328 54,813 161,278 174,795 336,073 (31,880 ) 304,193
The Dock-Dockside 20,974 49,185 2 20,974 49,187 70,161 (527 ) 69,634 (33,667 )
The Field at Commonwealth 30,982 18,248 37 30,983 18,284 49,267 (9,071 ) 40,196
The Gallery at Westbury Plaza 108,653 216,771 4,150 108,653 220,921 329,574 (48,381 ) 281,193
The Hub Hillcrest Market 18,773 61,906 7,706 19,611 68,774 88,385 (23,007 ) 65,378
The Longmeadow Shops 5,451 23,738 15 5,451 23,753 29,204 (82 ) 29,122 (13,000 )
The Marketplace 10,927 36,052 1,230 10,927 37,282 48,209 (8,304 ) 39,905
The Plaza at St. Lucie West 1,718 6,204 39 1,718 6,243 7,961 (1,515 ) 6,446
The Point at Garden City Park 741 9,764 5,889 2,559 13,835 16,394 (5,256 ) 11,138
The Pruneyard 112,136 86,918 2,810 112,136 89,728 201,864 (14,462 ) 187,402 (2,200 )
The Shops at Hampton Oaks 843 372 (313 ) 297 605 902 (266 ) 636
The Village at Hunter's Lake 9,735 12,982 35 9,735 13,017 22,752 (2,929 ) 19,823

122


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Initial Cost Total Cost Net Cost
Shopping Centers (1) Land & Land<br>Improvements Building &<br>Improvements Cost<br>Capitalized<br>Subsequent to<br>Acquisition (2) Land & Land<br>Improvements Building &<br>Improvements Total Accumulated<br>Depreciation Net of<br>Accumulated<br>Depreciation Mortgages or<br>Encumbrances
The Village at Riverstone 17,179 13,013 (111 ) 17,179 12,902 30,081 (3,838 ) 26,243
Town and Country 4,664 5,207 22 4,664 5,229 9,893 (2,110 ) 7,783
Town Square 883 8,132 739 883 8,871 9,754 (5,677 ) 4,077
Towne Centre at Somers 3,235 30,998 22 3,235 31,020 34,255 (326 ) 33,929
Treasure Coast Plaza 7,553 21,554 1,198 7,553 22,752 30,305 (5,975 ) 24,330
Tustin Legacy 13,829 23,922 42 13,828 23,965 37,793 (7,310 ) 30,483
Twin City Plaza 17,245 44,225 2,685 17,263 46,892 64,155 (22,416 ) 41,739
Twin Peaks 5,200 25,827 9,650 6,585 34,092 40,677 (19,041 ) 21,636
Unigold Shopping Center 5,490 5,144 6,637 5,561 11,710 17,271 (5,788 ) 11,483
University Commons 4,070 30,785 729 4,070 31,514 35,584 (10,327 ) 25,257
Valencia Crossroads 17,921 17,659 1,298 17,921 18,957 36,878 (17,499 ) 19,379
Valley Ridge Shopping Center 13,363 19,803 49 13,363 19,852 33,215 (238 ) 32,977 (16,775 )
Valley Stream 13,297 16,241 533 13,887 16,184 30,071 (1,403 ) 28,668
Van Houten Plaza 2,178 2,747 2,178 2,747 4,925 (39 ) 4,886
Veterans Plaza 2,328 7,104 31 2,328 7,135 9,463 (85 ) 9,378
Village at La Floresta 13,140 20,559 (59 ) 13,156 20,484 33,640 (8,735 ) 24,905
Village at Lee Airpark 11,099 12,975 3,823 11,803 16,094 27,897 (14,880 ) 13,017
Village Center 3,885 14,131 10,047 5,480 22,583 28,063 (13,473 ) 14,590
Village Commons 312 5,950 114 312 6,064 6,376 (85 ) 6,291
Von's Circle Center 49,037 22,618 924 49,037 23,542 72,579 (6,091 ) 66,488 (4,273 )
Wading River 14,969 18,641 634 14,915 19,329 34,244 (1,476 ) 32,768
Waldwick Plaza 1,724 5,824 1,724 5,824 7,548 (73 ) 7,475
Walker Center 3,840 7,232 4,094 3,878 11,288 15,166 (8,612 ) 6,554
Walmart Norwalk 20,394 21,261 9 20,394 21,270 41,664 (6,377 ) 35,287
Washington Commons 7,829 12,182 36 7,829 12,218 20,047 (150 ) 19,897 (8,766 )
Waterstone Plaza 5,498 13,500 131 5,498 13,631 19,129 (3,544 ) 15,585
Welleby Plaza 1,496 7,787 2,338 1,496 10,125 11,621 (8,928 ) 2,693
Wellington Town Square 2,041 12,131 3,010 2,600 14,582 17,182 (7,916 ) 9,266
West Bird Plaza 12,934 18,594 339 15,386 16,481 31,867 (4,044 ) 27,823
West Chester Plaza 1,857 7,572 725 1,857 8,297 10,154 (6,979 ) 3,175
West Lake Shopping Center 10,561 9,792 447 10,561 10,239 20,800 (3,114 ) 17,686
West Park Plaza 5,840 5,759 3,003 5,840 8,762 14,602 (5,619 ) 8,983
Westbard Square 127,859 21,514 (8,648 ) 127,934 12,791 140,725 (12,024 ) 128,701
Westbury Plaza 116,129 51,460 6,901 117,832 56,658 174,490 (14,612 ) 159,878 (88,000 )
Westchase 5,302 8,273 1,428 5,302 9,701 15,003 (4,971 ) 10,032
Westchester Commons 3,366 11,751 11,160 4,894 21,383 26,277 (11,182 ) 15,095
Westlake Village Plaza and Center 7,043 27,195 30,794 17,620 47,412 65,032 (36,156 ) 28,876
Westport Plaza 9,035 7,455 (29 ) 9,035 7,426 16,461 (2,271 ) 14,190
Westport Row 43,597 16,428 14,673 46,170 28,528 74,698 (7,180 ) 67,518
Westwood Village 19,933 25,301 (1,050 ) 18,979 25,205 44,184 (18,416 ) 25,768
Willa Springs 13,322 15,314 330 13,322 15,644 28,966 (1,358 ) 27,608 (16,700 )

123


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Initial Cost Total Cost Net Cost
Shopping Centers (1) Land & Land<br>Improvements Building &<br>Improvements Cost<br>Capitalized<br>Subsequent to<br>Acquisition (2) Land & Land<br>Improvements Building &<br>Improvements Total Accumulated<br>Depreciation Net of<br>Accumulated<br>Depreciation Mortgages or<br>Encumbrances
Williamsburg at Dunwoody 7,435 3,721 1,193 7,444 4,905 12,349 (1,763 ) 10,586
Willow Festival 1,954 56,501 3,641 1,976 60,120 62,096 (23,333 ) 38,763
Willow Oaks 6,664 7,908 (272 ) 6,294 8,006 14,300 (3,998 ) 10,302
Willows Shopping Center 51,964 78,029 3,414 51,992 81,415 133,407 (17,960 ) 115,447
Woodcroft Shopping Center 1,419 6,284 1,799 1,421 8,081 9,502 (5,807 ) 3,695
Woodman Van Nuys 5,500 7,195 384 5,500 7,579 13,079 (4,833 ) 8,246
Woodmen Plaza 7,621 11,018 1,441 7,621 12,459 20,080 (12,436 ) 7,644
Woodside Central 3,500 9,288 895 3,489 10,194 13,683 (6,498 ) 7,185
Corporate Assets 2,127 1,336 3,463 3,463 (1,489 ) 1,974
Land held for future development 11,323 (4,611 ) 6,712 6,712 6,712
Construction in progress 218,181 218,181 218,181 218,181
$ 5,506,209 6,848,826 1,099,356 5,561,362 7,893,029 13,454,391 (2,691,386 ) 10,763,005 (757,833 )

(1) See "Item 2 - Properties" of this Report, for geographic location, year each operating property was acquired, and year constructed or last major renovation.

(2) The negative balance for costs capitalized subsequent to acquisition could include out-parcels sold, provision for losses recorded, and demolition of part of the property for redevelopment.

See accompanying report of independent registered public accounting firm.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

Depreciation and amortization of the Company's investment in buildings and improvements reflected in the statements of operations is calculated over the estimated useful lives of the assets, which are up to 40 years. The aggregate cost for federal income tax purposes was approximately $10.8 billion at December 31, 2023.

The changes in total real estate assets for the years ended December 31, 2023, 2022, and 2021 are as follows:

(in thousands) 2023 2022 2021
Beginning balance $ 11,858,064 11,495,581 11,101,858
Acquired properties and land 1,445,428 224,653 479,708
Developments and improvements 206,085 171,629 172,012
Disposal of building and tenant improvements (14,149 ) (29,523 ) (10,898 )
Sale of properties (19,366 ) (4,276 ) (107,090 )
Properties held for sale (21,671 ) (50,873 )
Provision for impairment (89,136 )
Ending balance $ 13,454,391 11,858,064 11,495,581

The changes in accumulated depreciation for the years ended December 31, 2023, 2022, and 2021 are as follows:

(in thousands) 2023 2022 2021
Beginning balance $ 2,415,860 2,174,963 1,994,108
Depreciation expense 293,705 270,520 253,437
Disposal of building and tenant improvements (14,149 ) (29,523 ) (10,898 )
Sale of properties (569 ) (100 ) (28,715 )
Accumulated depreciation related to properties held for sale (3,461 ) (28,110 )
Provision for impairment (4,859 )
Ending balance $ 2,691,386 2,415,860 2,174,963

See accompanying report of independent registered public accounting firm.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

Controls and Procedures (Regency Centers Corporation)

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of the Parent Company's management, including its chief executive officer and chief financial officer, the Parent Company conducted an evaluation of its disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and 15d-15(e) promulgated under the Exchange Act. Based on this evaluation, the Parent Company's chief executive officer and chief financial officer concluded that as of December 31, 2023, the Parent Company's disclosure controls and procedures were effective to ensure information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. These disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed by the Parent Company in the reports it files or submits is accumulated and communicated to management, including its chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Management's Report on Internal Control over Financial Reporting

The Parent Company's management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of its management, including its chief executive officer and chief financial officer, the Parent Company conducted an evaluation of the effectiveness of its internal control over financial reporting based on the framework in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on its evaluation under the framework in Internal Control - Integrated Framework (2013), the Parent Company's management concluded that its internal control over financial reporting was effective as of December 31, 2023.

KPMG LLP, an independent registered public accounting firm, has audited the Consolidated Financial Statements included in this Report and, as part of their audit, has issued a report, included within "Item 8. Financial Statements and Supplementary Data" of this Report, on the effectiveness of the Parent Company's internal control over financial reporting.

The Parent Company's system of internal control over financial reporting was designed to provide reasonable assurance regarding the preparation and fair presentation of published financial statements in accordance with accounting principles generally accepted in the United States. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance and may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Controls

There have been no changes in the Parent Company's internal controls over financial reporting identified in connection with this evaluation that occurred during the quarter ended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

Controls and Procedures (Regency Centers, L.P.)

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of the Operating Partnership's management, including the chief executive officer and chief financial officer of its general partner, the Operating Partnership conducted an evaluation of its disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and 15d-15(e) promulgated under the Exchange Act. Based on this evaluation, the chief executive officer and chief financial officer of its general partner concluded that, as of December 31, 2023, the Operating Partnership's disclosure controls and procedures were effective to ensure information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. These disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed by the Operating Partnership in the reports it files or submits is accumulated and communicated to management, including the chief executive officer and chief financial officer of its general partner, as appropriate, to allow timely decisions regarding required disclosure.

Management's Report on Internal Control over Financial Reporting

The Operating Partnership's management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of its management, including the chief executive officer and chief financial officer of its general partner, the Operating Partnership conducted an evaluation of the effectiveness of its internal control over financial reporting based on the framework in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on its evaluation under the framework in Internal Control - Integrated Framework (2013), the Operating Partnership's management concluded that its internal control over financial reporting was effective as of December 31, 2023.

KPMG LLP, an independent registered public accounting firm, has audited the Consolidated Financial Statements included in this Report and, as part of their audit, has issued a report, included within "Item 8. Financial Statements and Supplementary Data" of this Report, on the effectiveness of the Operating Partnership's internal control over financial reporting.

The Operating Partnership's system of internal control over financial reporting was designed to provide reasonable assurance regarding the preparation and fair presentation of published financial statements in accordance with accounting principles generally accepted in the United States. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance and may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Controls

There have been no changes in the Operating Partnership's internal controls over financial reporting identified in connection with this evaluation that occurred during the quarter ended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

Item 9B. Other Information

Rule 10b5-1 Trading Plans

On September 13, 2023, Martin E. Stein Jr., the Company’s Executive Chairman of the Board of the Company, took the following actions:

(i) Mr. Stein terminated a trading arrangement he had previously adopted with respect to the sale of the Company’s common stock (a “Rule 10b5-1 Trading Plan”). Mr. Stein’s Rule 10b5-1 Trading Plan was adopted on February 23, 2023 and, prior to its termination by Mr. Stein, was to expire by its terms on March 31, 2024. This Rule 10b5-1 Trading Plan provided for the sale of up to 100,000 shares of common stock pursuant to multiple limit orders. As of the date of termination of this plan, Mr. Stein had not sold any shares of common stock under its terms.

(ii) Mr. Stein adopted a new Rule 10b5-1 Trading Plan that is intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c). Mr. Stein’s Rule 10b5-1 Trading Plan, which expires on February 15, 2025, provides for the sale of up to 50,000 shares of common stock pursuant to multiple limit orders. On December 14, 2023, Mr. Stein sold 25,000 shares of common stock at $68.00 per share in accordance with this Rule 10b5-1 Trading Plan.

Entry into Material Definitive Agreements

Indemnification Agreements

On November 2, 2023, the Company entered into an indemnification agreement (an “Indemnification Agreement”) with each current member of its Board of Directors and each of its executive officers (each being referred to as an “Indemnified Party” and collectively as the “Indemnified Parties”). These Indemnification Agreements require the Company, among other things, to indemnify and hold harmless its directors and executive officers against claims, lawsuits, proceedings and liabilities (collectively, “Claims”) that may arise by reason of their status or capacity with, or service to, the Company and its subsidiaries, to the fullest extent permitted by the Company’s Articles of Incorporation, Bylaws and the Florida Business Corporation Act. These Indemnification Agreements also require the Company to advance expenses incurred by the Indemnified Parties in investigating or defending any such Claims, and sets forth various procedures in respect of such advancement and indemnification. The Indemnification Agreements also require the Company to procure customary directors and officers liability insurance, subject to certain conditions. The Company believes that these agreements are appropriate and necessary to attract and retain qualified individuals to serve as directors and executive officers.

127


The foregoing summary of the terms of the Indemnification Agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the “form of” Indemnification Agreement, a copy of which is incorporated by reference as Exhibit 10(k) herein.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable

PART III

Item 10. Directors, Executive Officers, and Corporate Governance

Information concerning our directors, executive officers, and corporate governance is incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of the fiscal year covered by this Report with respect to the 2024 Annual Meeting of Shareholders. Information regarding executive officers is included in Part I of this Form 10-K as permitted by General Instruction G(3).

Code of Ethics.

We have a code of ethics applicable to our Board of Directors, principal executive officers, principal financial officer, principal accounting officer and persons performing similar functions. The text of this code of ethics may be found on our website at https://investors.regencycenters.com/corporate-governance/governance-overview. We will post a notice of any waiver from, or amendment to, any provision of our code of ethics on our website.

Item 11. Executive Compensation

Incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of the fiscal year covered by this Report with respect to the 2024 Annual Meeting of Shareholders.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table provides information about securities that may be issued under our existing equity compensation plans:

Equity Compensation Plan Information

(as of December 31, 2023)

(a) (b) (c)
Plan Category Number of securities to be issued upon exercise of outstanding options, warrants and rights (1) Weighted-average exercise price of outstanding options, warrants and rights (2) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column a) (3)
Equity compensation plans approved by security holders $ 4,138,535
Equity compensation plans not approved by security holders N/A N/A N/A
Total $ 4,138,535

(1) This column does not include 754,518 shares that may be issued pursuant to unvested restricted stock and performance share awards.

(2) The weighted average exercise price excludes stock rights awards, which we sometimes refer to as unvested restricted stock.

(3) The Regency Centers Corporation Omnibus Incentive Plan, ("Omnibus Plan"), as approved by shareholders at our 2019 annual meeting, provides that an aggregate maximum of 5.6 million shares of our common stock are reserved for issuance under the Omnibus Plan.

Information about security ownership is incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of the fiscal year covered by this Report with respect to the 2024 Annual Meeting of Shareholders.

Item 13. Certain Relationships and Related Transactions, and Director Independence

Incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of the fiscal year covered by this Report with respect to the 2024 Annual Meeting of Shareholders.

Item 14. Principal Accountant Fees and Services

Incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of the fiscal year covered by this Report with respect to the 2024 Annual Meeting of Shareholders.

Item 15. Exhibits and Financial Statement Schedules

(a) Financial Statements and Financial Statement Schedules:

Regency Centers Corporation and Regency Centers, L.P. 2023 financial statements and financial statement schedule, together with the reports of KPMG LLP are listed on the index immediately preceding the financial statements within "Item 8. Financial Statements and Supplementary Data" of this Report.

(b) Exhibits:

In reviewing the agreements included as exhibits to this Report, please remember they are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about the Company, its subsidiaries or other parties to the agreements. The agreements contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and:

•should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;

•have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;

•may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and

•were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.

Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. We acknowledge that, notwithstanding the inclusion of the foregoing cautionary statements, we are responsible for considering whether additional specific disclosures of material information regarding material contractual provisions are required to make the statements in this Report not misleading. Additional information about the Company may be found elsewhere in this Report and the Company's other public files, which are available without charge through the SEC's website at http://www.sec.gov .

Unless otherwise indicated below, the Commission file number to the exhibit is No. 001-12298.

1. Underwriting Agreement
(a) Form of Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and the parties listed below (incorporated by reference to Exhibit 1.1 to the Company’s Form 8-K filed on May 17, 2017). The Equity Distribution Agreements listed below are substantially identical in all material respects to the Form of Equity Distribution Agreement, except for the identities of the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to Instruction 2 to item 601 of Regulation S-K:
(i) Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and Wells Fargo Securities, LLC;
(ii) Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and J.P. Morgan Securities LLC;
(iii) Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and Merrill Lynch, Pierce, Fenner & Smith Incorporated;
(iv) Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and Mizuho Securities USA LLC.
(b) Form of Amendment No. 1 to the Equity Distribution Agreement, dated November 13, 2018 (incorporated by reference to Exhibit 1.1 to the Company’s Form 8-K filed on November 14, 2018). The Amendment No.1 to each of the Equity Distribution Agreements, dated May 17, 2017, and listed in Exhibit 1 (a) are substantially identical in all material respects to the Form of Amendment No. 1 to the Equity Distribution Agreement, except for the identities of
the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to item 601 of Regulation S-K.
--- --- ---
(c) Form of Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020 (incorporated by reference to Exhibit 1.1 to the Company’s Form 8-K filed on May 8, 2020). The Amendments No. 2 to each of the Equity Distribution Agreements listed below are substantially identical in all material respects to the Form of Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020, except for the identities of the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to Instruction 2 to item 601 of Regulation S-K:
(i) Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P. and Wells Fargo Bank, National Association and Wells Fargo Securities, LLC.
(ii) Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., JPMorgan Chase Bank, National Association and J.P. Morgan Securities LLC
(iii) Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., Bank of America, N.A. and BofA Securities, Inc.
(d) Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., Mizuho Markets Americas LLC and Mizuho Securities USA LLC (incorporated by reference to Exhibit 1.2 to the Company’s Form 8-K filed on May 8, 2020).
--- --- ---
(e) Form of Equity Distribution Agreement, dated May 8, 2020 (incorporated by reference to Exhibit 1.3 to the Company’s Form 8-K filed on May 8, 2020). The Equity Distribution Agreements listed below are substantially identical in all material respects to the Form of Equity Distribution Agreement, except for the identities of the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to Instruction 2 to item 601 of Regulation S-K:
(i) Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P. and Jefferies LLC.
(ii) Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., The Bank of Nova Scotia and Scotia Capital (USA) Inc.
(iii) Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., Bank of Montreal and BMO Capital Markets Corp.
(iv) Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., TD Securities (USA) LLC and The Toronto-Dominion Bank
(f) Equity Distribution Agreement, dated August 8, 2023, among Regency Centers Corporation, Regency Centers, L.P. and BNY Capital Markets, LLC (incorporated by reference to Exhibit 1.1 to the Company’s Form 8-K filed on August 8, 2023).
(g) Equity Distribution Agreement, dated August 8, 2023, among Regency Centers Corporation, Regency Centers, L.P. and BTIG, LLC. The Equity Distribution Agreements listed below are substantially identical in all material respects to the Equity Distribution Agreement, dated August 8, 2023, among Regency Centers Corporation, Regency Centers, L.P. and BTIG, LLC except for the identities of the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to Instruction 2 to Item 601 of Regulation S-K (incorporated by reference to Exhibit 1.2 to the Company’s Form 8-K filed on August 8, 2023).
(i) Equity Distribution Agreement, dated August 8, 2023, among Regency Centers Corporation, Regency Centers, L.P. and Regions Securities LLC.
(ii) Equity Distribution Agreement, dated August 8, 2023, among Regency Centers Corporation, Regency Centers, L.P. and Truist Securities, Inc.
(h) Form of Forward Master Confirmation, dated May 8, 2020 (incorporated by reference to Exhibit 1.4 to the Company’s Form 8-K filed on May 8, 2020). The Forward Master Confirmations listed below are substantially identical in all material respects to the Form of Forward Master Confirmation, except for the identities of the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to Instruction 2 to item 601 of Regulation S-K:
--- --- --- --- ---
(i) Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and Wells Fargo Bank, National Association and Wells Fargo Securities, LLC.
(ii) Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and Bank of America, N.A.
(iii) Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and JPMorgan Chase Bank, National Association, New York Branch
(iv) Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and Bank of Montreal
(v) Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and Mizuho Markets Americas LLC
(vi) Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and Jefferies LLC
(vii) Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and The Bank of Nova Scotia
(viii) Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and The Toronto-Dominion Bank.
(i) Forward Master Confirmation, dated August 8, 2023, by and between the Regency Centers Corporation and BNY Mellon Capital Markets LLC (incorporated by reference to Exhibit 1.3 to the Company’s Form 8-K filed on August 8, 2023).
(j) Forward Master Confirmation, dated August 8, 2023, among Regency Centers Corporation and Nomura Global Financial Products, Inc (incorporated by reference to Exhibit 1.4 to the Company’s Form 8-K filed on August 8, 2023).
(k) Forward Master Confirmation, dated August 8, 2023, among Regency Centers Corporation and Regions Securities LLC (incorporated by reference to Exhibit 1.5 to the Company’s Form 8-K filed on August 8, 2023).
(l) Forward Master Confirmation, dated August 8, 2023, among Regency Centers Corporation and Truist Bank (incorporated by reference to Exhibit 1.6 to the Company’s Form 8-K filed on August 8, 2023).
2. Plan of Acquisition, Reorganization, Arrangement, Liquidation or Succession
(a) Agreement and Plan of Merger, dated as of May 17, 2023, by and among Regency Centers Corporation, Hercules Merger Sub, LLC, Urstadt Biddle Properties Inc., UB Maryland I, Inc. and UB Maryland II, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on May 18, 2023)
--- ---
3. Articles of Incorporation and Bylaws
--- --- --- ---
(a) Restated Articles of Incorporation of Regency Centers Corporation (amendment is incorporated by reference to Exhibit 3.A to the Company’s Form 10-Q filed on August 8, 2017).
(b) Articles of Amendment to the Company’s Restated Articles of Incorporation Designating the Preferences, Rights and Limitations of the Series A Cumulative Redeemable Preferred Stock (incorporated by reference to Exhibit 3.3 in Regency’s Form 8-A filed on August 17, 2023)
--- --- --- --- ---
(c) Articles of Amendment to the Company’s Restated Articles of Incorporation Designating the Preferences, Rights and Limitations of the Series B Cumulative Redeemable Preferred Stock (incorporated by reference to Exhibit 3.4 in Regency’s Form 8-A filed on August 17, 2023)
(d) Articles of Amendment to the Company’s Restated Articles of Incorporation Deleting the Series 6 and Series 7 Cumulative Redeemable Preferred Stock Designations (incorporated by reference to Exhibit 3.5 in Regency’s Form 8-A filed on August 17, 2023)
(e) Amended and Restated Bylaws of Regency Centers Corporation (amendment is incorporated by reference to Exhibit 3.1 to the Company’s Form 10-Q filed on August 5, 2022).
(f) Fifth Amended and Restated Agreement of Limited Partnership of Regency Centers, L.P. , (incorporated by reference to Exhibit 3(d) to the Company's Form 10-K filed on February 19, 2014).
(g) Amendment to the Fifth Amended and Restated Agreement of Limited Partnership Relating to the Series A Cumulative Redeemable Preferred Units, dated August 16, 2023 (incorporated by reference to Exhibit 3.4 in Regency’s Form 8-K filed on August 18, 2023)
(h) Amendment to the Fifth Amended and Restated Agreement of Limited Partnership Relating to the Series B Cumulative Redeemable Preferred Units, dated August 16, 2023 (incorporated by reference to Exhibit 3.5 in Regency’s Form 8-K filed on August 18, 2023)
4. Instruments Defining Rights of Security Holders
(a) See Exhibits 3(a), 3(b), 3(c), 3(d) and 3(e) for provisions of the Articles of Incorporation and Bylaws of the Company defining the rights of security holders. See Exhibits 3(f), 3(g) and 3 (h) for provisions of the Partnership Agreement of Regency Centers, L.P. defining rights of security holders.
(b) Indenture dated December 5, 2001 between Regency Centers, L.P., the guarantors named therein and First Union National Bank, as trustee (incorporated by reference to Exhibit 4.4 to Regency Centers, L.P.'s Form 8-K filed on December 10, 2001).
(i) First Supplemental Indenture dated as of June 5, 2007 among Regency Centers, L.P., the Company as guarantor and U.S. Bank National Association, as successor to Wachovia Bank, National Association (formerly known as First Union National Bank), as trustee (incorporated by reference to Exhibit 4.1 to Regency Centers, L.P.'s Form 8-K filed on June 5, 2007).
(ii) Second Supplemental Indenture dated as of June 2, 2010 to the Indenture dated as of December 5, 2001 between Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as successor to Wachovia Bank, National Association (formerly known as First Union National Bank), as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on June 3, 2010).
(iii) Third Supplemental Indenture dated as of August 17, 2015 to the Indenture dated as of December 5, 2001 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on August 18, 2015).
(iv) Fourth Supplemental Indenture dated as of January 26, 2017 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Form 8-K filed on January 26, 2016).
(v) Fifth Supplemental Indenture dated as of March 6, 2019 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Form 8-K filed on March 6, 2019).
(vi) Sixth Supplemental Indenture dated as of May 13, 2020 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on May 13, 2020).
--- --- --- --- ---
(vi) Seventh Supplemental Indenture dated as of January 18, 2024 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Company’s 8-K filed on January 18, 2024).
(c) Assumption Agreement, dated as of March 1, 2017, by Regency Centers Corporation (incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K filed on March 1, 2017).
(d) Description of the Company’s Securities Registered under Section 12 of the Exchange Act.
10. Material Contracts (~ indicates management contract or compensatory plan)
~(a) Amended and Restated Deferred Compensation Plan dated May 6, 2003 (incorporated by reference to Exhibit 10(k) to the Company's Form 10-K filed on March 12, 2004).
~(b) Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10(s) to the Company's Form 8-K filed on December 21, 2004).
~(c) First Amendment to Regency Centers Corporation 2005 Deferred Compensation Plan dated December 2005 (incorporated by reference to Exhibit 10(q)(i) to the Company's Form 10-K filed on March 10, 2006).
~(d) Second Amendment to the Regency Centers Corporation Amended and Restated Deferred Compensation Plan (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K filed on June 14, 2011).
~(e) Third Amendment to the Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on June 14, 2011).
~(f) Regency Centers Corporation Amended and Restated Omnibus Incentive Plan (incorporated by reference to Appendix B to the Company's 2019 Annual Meeting Proxy Statement filed on March 21, 2019).
~(g) Form of Stock Rights Award Agreement - (incorporated by reference to Exhibit 10(g) to the Company's Form 10-K filed on February 17, 2022).
~(h) Form of Performance Stock Rights Award Agreement (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K filed on January 6, 2022).
~(i) Form of Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10(c) to the Company's Form 10-K filed on March 10, 2006).
~(j) Form of 409A Amendment to Stock Option Agreement (incorporated by reference to Exhibit 10(c)(i) to the Company's Form 10-K filed on March 17, 2009).
~(k) Form of Indemnification Agreement, in each case dated as of November 2, 2023, between Regency Centers Corporation (the Company”) and (1) each member of its Board of Directors of the Company and (2) each of Martin E. Stein, Jr. and Lisa Palmer (who are each also members of the Board), Michael J. Mas, Alan T. Roth, Nicholas A. Wibbenmeyer and each of the other executive officers of the Company (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q filed on November 6, 2023).
~(l) Form of Severance and Change of Control Agreement dated as of January 1, 2022, among Regency Centers Corporation, Regency Centers, L.P. and the executives listed below (incorporated by reference to Exhibit 10.1 of the Company's Form 8-K filed on January 6, 2022). The Severance and Change of Control Agreements listed below are substantially identical except for the identities of the parties and the amount of severance for each which are described in Item 5.02(e) of referenced 8-K.
(i) Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Martin E. Stein, Jr.
(ii) Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Lisa Palmer
--- --- --- --- ---
(iii) Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Michael J. Mas
~(m) The following Severance and Change of Control Agreement dated as of January 1, 2022, among Regency Centers Corporation, Regency Centers, L.P. and the executives listed below. The Severance and Change of Control Agreements listed below are substantially identical except for the identities of the parties and the amount of severance.
(i) Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Alan T. Roth (incorporated by reference to Exhibit 10 (m)(i) to the Company’s Form 10-K filed on February 17, 2023).
(ii) Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Nicholas A. Wibbenmeyer (incorporated by reference to Exhibit 10 (m)(ii) to the Company’s Form 10-K filed on February 17, 2023).
(n) Sixth Amended and Restated Credit Agreement, dated as of January 18, 2024, by and among Regency Centers, L.P., as borrower, Regency Centers Corporation, as guarantor, Wells Fargo Bank, National Association, as Administrative Agent, and certain lenders party thereto (incorporated by reference to Exhibit 4.1 to the Company’s 8-K filed on January 18, 2024).
(o) Second Amended and Restated Limited Liability Company Agreement of Macquarie CountryWide-Regency II, LLC dated as of July 31, 2009 by and among Global Retail Investors, LLC, Regency Centers, L.P. and Macquarie CountryWide (US) No. 2 LLC (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed on November 6, 2009).
(i) Amendment No. 1 to Second Amended and Restate Limited Liability Company Agreement of GRI-Regency, LLC (formerly Macquarie CountryWide-Regency II, LLC) (incorporated by reference to Exhibit 10.(h)(i) to the Company’s Form 10-K filed March 1, 2011).
19. Insider Trading Policies and Procedures
21. Subsidiaries of Regency Centers Corporation
22. Subsidiary Guarantors and Issuers of Guaranteed Securities
23. Consent of Independent Accountants
23.1 Consent of KPMG LLP for Regency Centers Corporation and Regency Centers, L.P.
31. Rule 13a-14(a)/15d-14(a) Certifications.
31.1 Rule 13a-14 Certification of Chief Executive Officer for Regency Centers Corporation.
31.2 Rule 13a-14 Certification of Chief Financial Officer for Regency Centers Corporation.
31.3 Rule 13a-14 Certification of Chief Executive Officer for Regency Centers, L.P.
31.4 Rule 13a-14 Certification of Chief Financial Officer for Regency Centers, L.P.
32. Section 1350 Certifications.

The certifications in this exhibit 32 are being furnished solely to accompany this Report pursuant to 18 U.S.C. § 1350, and are not being filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section and shall not be deemed to be incorporated by reference into any of the Company's filings under the Securities Act or the Exchange Act, whether made before or after the date hereof, except to the extent that the Company specifically incorporates it by reference.

32.1 18 U.S.C. § 1350 Certification of Chief Executive Officer for Regency Centers Corporation.
32.2 18 U.S.C. § 1350 Certification of Chief Financial Officer for Regency Centers Corporation.
32.3 18 U.S.C. § 1350 Certification of Chief Executive Officer for Regency Centers, L.P.
32.4 18 U.S.C. § 1350 Certification of Chief Financial Officer for Regency Centers, L.P.
97. Restatement Clawback Policy of Regency Centers Corporation, effective as of November 15, 2023.
101. Interactive Data Files
101.INS+ Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH+ Inline XBRL Taxonomy Extension Schema with embedded linkbases document
104. Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
  • Submitted electronically with this Annual Report

Item 16. Form 10-K Summary

None.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

February 16, 2024 REGENCY CENTERS CORPORATION
By: /s/ Lisa Palmer
Lisa Palmer, President and Chief Executive Officer
February 16, 2024 REGENCY CENTERS, L.P.
--- --- --- ---
By: Regency Centers Corporation, General Partner
By: /s/ Lisa Palmer
Lisa Palmer, President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

February 16, 2024 /s/ Martin E. Stein, Jr.
Martin E. Stein. Jr., Executive Chairman of the Board
February 16, 2024 /s/ Lisa Palmer
Lisa Palmer, President, Chief Executive Officer, and Director
February 16, 2024 /s/ Michael J. Mas
Michael J. Mas, Executive Vice President, Chief Financial Officer (Principal Financial Officer)
February 16, 2024 /s/ Terah L. Devereaux
Terah L. Devereaux, Senior Vice President, Chief Accounting Officer (Principal Accounting Officer)
February 16, 2024 /s/ Bryce Blair
Bryce Blair, Director
February 16, 2024 /s/ C. Ronald Blankenship
C. Ronald Blankenship, Director
February 16, 2024 /s/ Kristin A. Campbell
Kristin A. Campbell, Director
February 16, 2024 /s/ Deirdre J. Evens
Deirdre J. Evens, Director
February 16, 2024 /s/ Thomas W. Furphy
Thomas W. Furphy, Director
February 16, 2024 /s/ Karin M. Klein
Karin M. Klein, Director
February 16, 2024 /s/ Peter Linneman
Peter Linneman, Director
February 16, 2024 /s/ David P. O'Connor
David P. O'Connor, Director
February 16, 2024 /s/ James H Simmons
James H. Simmons, Director

EX-4.(d)

Exhibit 4(d)

DESCRIPTION OF THE REGISTRANT’S SECURITIES

REGISTERED PURSUANT TO SECTION 12 OF THE

SECURITIES EXCHANGE ACT OF 1934

As of December 31, 2023, Regency Centers Corporation (“Regency,” “we,” “our,” or “us”), had three outstanding classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: (i) our common stock, par value $0.01 per share (“Common Stock”), (ii) our 6.250% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share (“Series A Preferred Stock”), and (iii) our 5.875% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share (“Series B Preferred Stock”).

The following description of our capital stock is a summary and is subject to, and is qualified in its entirety by reference to the provisions of our Restated Articles of Incorporation, as amended (the “Articles”) and our Bylaws, as amended and restated (the “Bylaws”), copies of which are incorporated by reference as Exhibits 3(a), 3(b), 3(c), 3(d), and 3(e) to our Annual Report on Form 10-K for the year ended December 31, 2023 of which this Exhibit 4(d) is a part.

Description of Capital Stock of Regency

The total number of shares of capital stock authorized by our Articles is 260,000,000, divided into classes as follows: (i) 220,000,000 shares of Common Stock; (ii) 30,000,000 shares of preferred stock, par value $0.01 per share (the “Preferred Stock”), of which 4,600,000 shares have been designated as Series A Preferred Stock and 4,400,000 shares have been designated as Series B Preferred Stock; and (iii) 10,000,000 shares of special common stock, par value $0.01 per share (the “Special Common Stock”). Each of the Preferred Stock and Special Common Stock may be issued in one or more classes or series as described in our Articles.

Restrictions on Ownership and Transfer

To maintain our qualification as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”), we must meet several requirements regarding the number of our shareholders and concentration of the ownership of our shares. No person or entity may beneficially own, or be deemed to own under the applicable constructive ownership provisions of the Code, more than 7% of the value of the outstanding shares of our capital stock (the “Ownership Limit”). Our board of directors may from time to time increase or decrease such Ownership Limit but may not increase the Ownership limit to greater than 9.8% of the value of our outstanding capital stock. No person may constructively own more than 9.8% of the value of our outstanding capital stock (the “Related Tenant Limit”).

The following attempted transfers will be void and the intended transferee will acquire no rights in such capital stock:

• any transfer that, if effective, would result in any person beneficially or constructively owning our capital stock in excess of the Ownership Limit or the Related Tenant Limit, respectively;

• any transfer that, if effective, would result in our capital stock being owned by fewer than 100 persons, within the meaning of the Code;

• any transfer that, if effective, would result in Regency being “closely held” within the meaning of the Code; and

• any transfer that, if effective, would result in our disqualification as a REIT by virtue of actual, beneficial, or constructive ownership of our capital stock.

Exhibit 4(d)

Notwithstanding the foregoing, our board of directors may, upon receipt of either a certified copy of a ruling of the IRS, an opinion of counsel satisfactory to our board of directors or such other evidence as our board of directors deems appropriate, but will in no case be required to, exempt a person from the Ownership Limit, if the ruling or opinion concludes or the other evidence shows (i) that no person who is an individual as defined in the Code will, as a result of the ownership of the shares by such exempted person, be considered to have beneficial ownership, as defined in the Code, of an amount of our capital stock that will violate the Ownership Limit, or (ii) in the case of a person who constructively owns our capital stock in excess of the Related Tenant Limit, that the exemption from such limit would not cause us to fail to qualify as a REIT.

Our restrictions on ownership and transfer could have the effect of delaying, deferring, or preventing a Change of Control (as defined below).

Transfer Agent and Registrar

Our transfer agent and registrar for the Common Stock, the Series A Preferred Stock, and the Series B Preferred Stock, is Broadridge Corporate Issuer Solutions, Inc.

Common Stock

Voting Rights

Holders of our Common Stock are entitled to one vote per share on all matters submitted to a vote of shareholders. All actions submitted to a vote of shareholders are voted on by holders of Common Stock voting together as a single class. Holders of Common Stock are not entitled to cumulative voting in the election of directors.

Dividend Rights

Holders of Common Stock are entitled to receive dividends in cash or in property on an equal share-for-share basis, if and when dividends are declared on the Common Stock by our board of directors, subject to any preference in favor of outstanding shares of Preferred Stock.

Liquidation Rights

In the event of the liquidation of our company, all holders of Common Stock will participate on an equal share-for-share basis with each other in our net assets available for distribution after payment of our liabilities and payment of any liquidation preferences in favor of outstanding shares of Preferred Stock.

Preemptive Rights

Holders of Common Stock are not entitled to preemptive rights, and the Common Stock is not subject to redemption.

The rights of holders of Common Stock are subject to the rights of holders of any Preferred Stock that we have designated or may designate in the future. The rights of preferred shareholders may adversely affect the rights of the common shareholders.

Listing

Our Common Stock is listed on Nasdaq under the symbol “REG.”

Series A Preferred Stock

Maturity

Unless redeemed by us or converted by the holders in connection with a Change of Control (as defined below), the Series A Preferred Stock will have perpetual terms, with no maturity. The Series A Preferred Stock will not be subject to any sinking fund.

Exhibit 4(d)

Ranking

The Series A Preferred Stock ranks, with respect to dividend rights and rights upon liquidation, dissolution or winding up:

• senior to all classes or series of our Common Stock, and to all equity securities issued by us ranking junior to the Series A Preferred Stock;

• on a parity with the Series B Preferred Stock, and with all other equity securities we may issue, the terms of which specifically provide that such equity securities rank on a parity with the Series B Preferred Stock and the Series A Preferred Stock;

• junior to all existing and future indebtedness of Regency, and to any equity securities that we may issue in the future, the terms of which specifically provide that such equity securities rank senior to the Series A Preferred Stock.

Dividends

Holders of the shares of the Series A Preferred Stock are entitled to receive, when and as authorized by our board of directors and declared by us, out of our funds legally available for the payment of dividends, preferential cumulative dividends payable in cash at the rate per annum of $1.5625 per share of the Series A Preferred Stock (the “Annual Dividend Rate”), which is equivalent to a rate of 6.250% per annum of the $25.00 per share liquidation preference. These dividends are cumulative from and including August 1, 2023, and are payable in arrears for each quarterly period ending January 31, April 30, July 31 and October 31 on January 31, April 30, July 31 and October 31, of each year, respectively, or, if any such date is not a business day, no later than the next business day. The amount of dividends payable on each dividend payment date for the Series A Preferred Stock will be computed by dividing the Annual Dividend Rate by four. The amount of any dividend payable on the Series A Preferred Stock with respect to any other period (that is shorter or longer than one full quarterly period) will be computed on the basis of a 360-day year consisting of twelve 30-day months. Dividends are payable to holders of record as they appear in our shareholder records at the close of business on the applicable record date determined each quarter by our board of directors, as provided by the FBCA, which will not be more than 30 days before the applicable dividend payment date.

We will not declare dividends on outstanding shares of the Series A Preferred Stock or pay or set apart for payment dividends on the Series A Preferred Stock at any time if the authorization, declaration, payment or setting apart for payment thereof:

• is prohibited by the terms and provisions of any agreement to which we are a party;

• would constitute a breach or a default of any agreement to which we are a party; or

• is restricted or prohibited by law.

Exhibit 4(d)

Notwithstanding the foregoing, dividends on the Series A Preferred Stock will accrue whether or not we have earnings, whether or not there are funds legally available for the payment of those dividends and whether or not those dividends are authorized or declared. Accrued but unpaid dividends on shares of the Series A Preferred Stock do not bear interest and holders of Series A Preferred Stock are not entitled to any distributions in excess of the full cumulative distributions described above.

Except as described in the next sentence, no dividends will be authorized, declared and paid or authorized, declared and set apart for payment on any of our capital stock ranking, as to dividends, on a parity with the Series A Preferred Stock (other than a dividend in shares of the Common Stock or in shares of any other class of stock ranking junior to the Series A Preferred Stock as to dividends and upon liquidation) for any period unless full cumulative dividends have been or contemporaneously are authorized, declared and paid or authorized, declared and a sufficient sum for the payment of such dividends is set apart for such payment on outstanding shares of the Series A Preferred Stock for all past dividend periods. When dividends are not paid in full (or a sufficient sum for such full payment is not set apart) upon the Series A Preferred Stock and the shares of any other series of preferred stock ranking on a parity as to dividends with the Series A Preferred Stock, all dividends authorized and declared upon the Series A Preferred Stock and any other series of preferred stock ranking on a parity as to dividends with the Series A Preferred Stock will be authorized and declared ratably so that the amount of dividends authorized and declared per share of Series A Preferred Stock and such other series of preferred stock will in all cases bear to each other the same ratio that accrued dividends per share on the Series A Preferred Stock and such other series of preferred stock (which will not include any accrual in respect of unpaid dividends for prior dividend periods if such preferred stock does not have a cumulative dividend) bear to each other.

Except as described in the immediately preceding paragraph, unless full cumulative dividends on outstanding shares of the Series A Preferred Stock have been or contemporaneously are authorized, declared and paid or authorized, declared and a sum sufficient for the payment thereof is set apart for payment for all past dividend periods, we will not declare or pay or set aside for payment dividends (other than in shares of our Common Stock or other shares of capital stock ranking junior to the Series A Preferred Stock as to dividends and upon liquidation), declare or make any other distribution on our Common Stock, or any other capital stock ranking junior to or on a parity with the Series A Preferred Stock as to dividends or upon liquidation, or redeem, purchase, or otherwise acquire for any consideration, or pay or make available any monies for sinking fund for the redemption of, any of our shares of Common Stock, or any other shares of capital stock ranking junior to or on a parity with the Series A Preferred Stock as to dividends or upon liquidation (except by conversion into or exchange for other capital stock ranking junior to the Series A Preferred Stock as to dividends and upon liquidation or redemption for the purpose of preserving our qualification as a REIT).

Holders of Series A Preferred Stock are not entitled to any dividend, whether payable in cash, property or stock, in excess of full cumulative dividends on the Series A Preferred Stock as described above. Any dividend payment made on shares of the Series A Preferred Stock is first credited against the earliest accrued but unpaid dividend due with respect to those shares which remains payable. So long as no dividends are in arrears, we are entitled at any time and from time to time to repurchase shares of Series A Preferred Stock in open-market transactions duly authorized by our board of directors and effected in compliance with applicable laws.

Liquidation Preference

Upon any voluntary or involuntary liquidation, dissolution or the winding up of our affairs, the holders of Series A Preferred Stock are entitled to be paid out of our assets that are legally available for distribution to our shareholders a $25.00 per share liquidation preference, plus any amount equal to any accrued and unpaid dividends (whether or not declared) to, but excluding, the date of payment, but without interest, before any distribution of assets may be made to holders of our Common Stock or any other class or series of our capital stock that ranks junior to the Series A Preferred Stock as to liquidation rights. Each such distribution is subject to the “Ranking” section provided above.

Holders of Series A Preferred Stock are entitled to written notice of any liquidation, dissolution, or winding up. After the holders of Series A Preferred Stock receive payment of the full amount of the liquidating distributions to which they are entitled, the holder of Series A Preferred Stock will have no right or claim to any of our remaining assets. Our consolidation or merger with or into any corporation, trust or entity or of any other corporation with or

Exhibit 4(d)

into Regency, or the sale, lease or conveyance of all or substantially all of our property or business, is not deemed to constitute our liquidation, dissolution, or winding up.

In determining whether a distribution to holders of Series A Preferred Stock (other than upon voluntary or involuntary liquidation) by dividend, redemption or other acquisition of shares of our stock or otherwise is permitted under the FBCA, no effect will be given to the amounts that would be needed, if we were to be dissolved at the time of the distribution, to satisfy the preferential rights upon distribution of holders of our stock whose preferential rights upon dissolution are superior to those receiving the distribution.

Optional Redemption

We may, at our option and upon notice, redeem shares of the Series A Preferred Stock, in whole or in part, for cash at a redemption price of $25.00 per share, plus all accrued and unpaid dividends, but not including, the date fixed for redemption (unless the redemption date falls after a dividend record date and prior to the corresponding dividend payment date) without interest. At any time, we will have the right to purchase from a holder of shares of Series A Preferred Stock any shares of Series A Preferred Stock held by such holder in excess of 7% of the value of our outstanding capital stock in order to enforce the ownership restrictions described in the section “Restrictions on Ownership and Transfer” above, to preserve our tax status as a REIT.

Special Optional Redemption

In the event of a Change of Control (as defined below) we may, at our option, redeem the Series A Preferred Stock, in whole or in part, within 120 days after the first date on which such Change of Control occurred, by paying $25.00 per share, plus any accrued and unpaid dividends (whether or not declared) to, but not including, the redemption date (unless the redemption date falls after a dividend record date and prior to the corresponding dividend payment date).

A “Change of Control” occurs when, after the Series A Preferred Stock issue date, the following have occurred and are continuing:

• the acquisition by any person, including any syndicate or group deemed to be a “person” under Section 13(d)(3) of the Exchange Act of beneficial ownership, directly or indirectly, through a purchase, merger or other acquisition transaction or series of purchases, mergers or other acquisition transactions of shares of common stock entitling that person to exercise more than 50% of the total voting power of all outstanding shares of common stock entitled to vote generally in the election of directors (and such person will be deemed to have beneficial ownership of all securities that such person has the right to acquire, whether such right is currently exercisable or is exercisable only upon the occurrence of a subsequent condition); and

• following the closing of any transaction referred to in the immediately preceding bullet point, neither Regency nor the acquiring or surviving entity has a class of common securities (or American Depositary Receipts representing such securities) listed or quoted on the NYSE, the NYSE American or Nasdaq, or listed or quoted on an exchange or quotation system that is a successor to the NYSE, the NYSE American or Nasdaq.

Redemption Procedures

We will give notice of redemption by mail, postage prepaid, not less than 30 nor more than 90 days prior to the redemption date, addressed to the respective holders of record of the Series A Preferred Stock to be redeemed at their respective addresses as they appear on our stock transfer records. No failure to give such notice or any defect in the notice or in the mailing of the notice will affect the validity of the proceedings for the redemption of any shares of Series A Preferred Stock, except as to a holder to whom notice was defective or not given. However, no notice of redemption will be required where we elect to redeem Series A Preferred Stock to preserve our REIT qualification.

If we redeem less than all of the Series A Preferred Stock held by any holder, the notice mailed to such holder will also specify the number of shares of Series A Preferred Stock held by such holder to be redeemed. If fewer than

Exhibit 4(d)

all of the outstanding shares of Series A Preferred Stock are to be redeemed, the shares to be redeemed will be selected by lot or pro rata. If a redemption date falls after a dividend record date and prior to the corresponding dividend payment date, each holder of Series A Preferred Stock at the close of business on the applicable dividend record date is entitled to the dividend payable on such shares on the corresponding dividend payment date notwithstanding the redemption of such shares before the dividend payment date.

If we have given notice of redemption of any shares of Series A Preferred Stock and have set apart for payment the funds necessary for the redemption for the benefit of the holders of any shares of Series A Preferred Stock called for redemption, then from and after the redemption date:

• dividends will cease to accrue on such shares of Series A Preferred Stock;

• the shares of Series A Preferred Stock will no longer be deemed outstanding; and

• all rights of the holders of the shares will terminate, except the right to receive the redemption price.

If full cumulative dividends on the Series A Preferred Stock have not been paid or declared and set apart for payment for all prior dividend periods, we may not redeem any shares of Series A Preferred Stock unless we simultaneously redeem all outstanding shares of Series A Preferred Stock, and we will not purchase or otherwise acquire directly or indirectly any shares of Series A Preferred Stock (except by exchange for shares of capital stock ranking junior to the Series A Preferred Stock as to dividends and upon liquidation). So long as no dividends are in arrears, we are entitled, at any time and from time to time, to repurchase shares of Series A Preferred Stock in open-market transactions duly authorized by our board of directors and effected in compliance with applicable law.

Voting Rights

Holders of Series A Preferred Stock do not have any voting rights, except as described below.

Whenever dividends on any Series A Preferred Stock are in arrears for six or more consecutive or nonconsecutive quarterly periods, the number of directors then serving on our board of directors will be increased by two (if not already increased by reason of a similar arrearage with respect to any Parity Preferred (as defined below)) and the holders of Series A Preferred Stock will be entitled to vote separately as a class with all other series of preferred stock ranking on a parity with the Series A Preferred Stock as to dividends or upon liquidation and upon which like voting rights have been conferred and are exercisable, including, in that instance, the Series B Preferred Stock (“Parity Preferred”), in order to fill the newly created vacancies, for the election of a total of two additional directors of Regency (the “Preferred Stock Directors”) at the annual meeting of shareholders or at a special meeting of the Series A Preferred Stock called by us at the request of holders of record of at least 10% of the Series A Preferred Stock or the holders of record of at least 10% of any series of Parity Preferred also in arrears (unless such request is received less than 90 days before the date fixed for the next annual meeting of shareholders), and at each subsequent annual meeting until (or, if the directors are divided into classes, at the conclusion of the terms of each Preferred Stock Director) all dividends accrued on the shares of Series A Preferred Stock and Parity Preferred for the past dividend periods and the dividend for the then current dividend period are fully paid.

Each Preferred Stock Director, as a qualification for election (and regardless of how elected) will submit to our board of directors a duly executed, valid, binding and enforceable letter of resignation from our board of directors, to be effective upon the date upon which all dividends accrued on the shares of Series A Preferred Stock and Parity Preferred for the past dividend periods and the dividend for the then current dividend period are fully paid, at which time the terms of office of all persons elected as Preferred Stock Directors by the holders of Series A Preferred Stock and any Parity Preferred will, upon the effectiveness of their respective letters of resignation, terminate, and the number of directors then serving on our board of directors will be reduced accordingly. A quorum for any meeting will exist if at least a majority of the outstanding shares of Series A Preferred Stock and shares of Parity Preferred

Exhibit 4(d)

upon which like voting rights have been conferred and are exercisable are represented in person or by proxy at the meeting.

The Preferred Stock Directors will be elected upon the affirmative vote of a plurality of the shares of Series A Preferred Stock and Parity Preferred (regardless of liquidation preference) present and voting in person or by proxy at a duly called and held meeting at which a quorum is present. If and when all accrued dividends and the dividend for the then current dividend period on the Series A Preferred Stock are paid in full, the holders of Series A Preferred Stock will be divested of the these voting rights (subject to revesting each and every time dividends on the Series A Preferred Stock are in arrears for six of more consecutive or non-consecutive quarterly periods).

Any Preferred Stock Director may be removed at any time with or without cause by, and will not be removed otherwise than by the vote of, the holders of record of a majority of the outstanding shares of Series A Preferred Stock when they have the voting rights described above (voting separately as a class with all series of Parity Preferred upon which like voting rights have been conferred and are exercisable). So long as dividends on the Series A Preferred Stock continue to be in arrears, any vacancy in the office of a Preferred Stock Director may be filled by written consent of the Preferred Stock Director remaining in office, or if none remains in office, by a vote of the holders of record of a majority of the outstanding shares of Series A Preferred Stock when they have the voting rights described above (voting separately as a class with all series of Parity Preferred upon which like voting rights have been conferred and are exercisable). The Preferred Stock Directors will each be entitled to one vote per director on any matter properly coming before our board of directors.

In no event will the holders of Series A Preferred Stock be entitled to elect a director that would cause Regency to fail to satisfy a requirement relating to director independence of any securities exchange on which any class or series of our stock is listed.

So long as any shares of Series A Preferred Stock are outstanding, we will not, without the affirmative vote or consent of at least two-thirds of the votes entitled to be cast by the holders of our outstanding Series A Preferred Stock, voting separately as a class, given in person or by proxy, either in writing without a meeting or by vote at any meeting:

• voluntarily terminate or revoke our status as a REIT;

• amend, alter or repeal of any of the provisions of our Articles (whether by merger, consolidation or otherwise (an “Event”)) so as to materially and adversely affect any preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of the Series A Preferred Stock or the holders of Series A Preferred Stock; or

• authorize, create or increase the authorized number of shares of any class or series, or any security convertible into shares of any class or series of our stock ranking senior to the Series A Preferred Stock as to distribution or any liquidation, dissolution or winding up or as to the payment of dividends;

provided, however, that, in the case of each of the bullet points listed above, no such vote of the holders of Series A Preferred Stock will be required if, at or prior to the time when such amendment, alteration or repeal is to take effect, or when the issuance of any such prior shares or convertible security is to be made, as the case may be, all outstanding shares of Series A Preferred Stock will have been redeemed or called for redemption upon proper notice and sufficient funds will have been deposited in trust to effect such redemption or, in the case of an Event, regardless of the date of the transaction, the holders of Series A Preferred Stock receive in the transaction their liquidation preference plus accrued and unpaid dividends.

With respect to the occurrence of any Event described above, (a) any increase in the authorized amount of any shares Series A Preferred Stock or any shares ranking on a parity with or junior to the Series A Preferred Stock will not be deemed to materially adversely affect the rights and preferences, and (b) any filing with the Florida Division

Exhibit 4(d)

of Corporations by us will not be deemed to be an amendment, alteration or repeal of any of the provisions of the Articles that materially and adversely affects the rights and preferences, provided that: (1) Regency is the surviving entity and the Series A Preferred Stock remain outstanding with terms materially unchanged in any respect adverse to the holders of Series A Preferred Stock; or (2) the resulting, surviving or transferee entity is organized under the laws of any state and substitutes or exchanges the Series A Preferred Stock for other preferred stock, shares or other equity interests having preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends, qualifications and terms and conditions of redemption that are substantially similar to that of the Series A Preferred Stock (except for changes that do not materially and adversely affect the holders of Series A Preferred Stock).

Each holder of Series A Preferred Stock will be entitled to one vote for each liquidation preference per share with respect to shares of the Series A Preferred Stock held by such holder. Whether the vote or consent of the holders of a plurality, majority or other portion of the shares of the Series A Preferred Stock has been cast or given on any matter on which the holders of Series A Preferred Stock are entitled to vote will be determined by us by reference to the specified liquidation amounts of the shares voted or covered by the consent.

The holders of Series A Preferred Stock will have exclusive voting rights on any proposed amendment to the Articles that would alter only the contract rights of the Series A Preferred Stock.

Except as expressly stated in our Articles, the Series A Preferred Stock will not have any relative, participating, optional or other special voting rights and powers, and the consent of the holders of Series A Preferred Stock will not be required for the taking of any corporate action, including, but not limited to, any merger or consolidation, or a sale of all or substantially all of our assets, or our liquidation or dissolution, irrespective of the effect that such merger, consolidation, sale, liquidation or dissolution may have upon the rights, preferences or voting power of the holders of Series A Preferred Stock.

Conversion Rights

The Series A Preferred Stock is not convertible or exchangeable for any property or other services unless upon occurrence of a Change of Control.

Upon the occurrence of a Change of Control, unless, upon the date fixed for such conversion, we provide notice of redemption of such shares of Series A Preferred Stock as described above under “Optional Redemption” or “Special Redemption”, then, unless the holders of Series A Preferred Stock will receive Alternative Form Consideration as described below, each holder of Series A Preferred Stock will have the right to convert all or part of the Series A Preferred Stock held by such holder into a number of shares of our Common Stock per share of Series A Preferred Stock to be so converted, or the Common Share Conversion Consideration, equal to the lesser of:

• the quotient obtained (the “Conversion Rate”) by dividing (A) the sum of $25.00 plus the amount of any accrued and unpaid dividends thereon (whether or not declared) to, but not including, the applicable date fixed for conversion (unless the conversion date (as defined below) is after a record date for the payment or a dividend on the Series A Preferred Stock and on or prior to the corresponding dividend payment date, in which case the amount of such accrued and unpaid dividend will not be included in the sum), by (B) the Common Stock Price (as defined below); and

• 0.6709 (the “Share Cap”), subject to the adjustments described below.

The Share Cap will be subject to pro rata adjustments for any stock splits (including those effected pursuant to a Common Stock dividend), subdivisions or combinations (in each case, a “Share Split”) with respect to our Common Stock as follows: the adjusted Share Cap as the result of a Share Split will be the number of shares of our Common Stock that is equivalent to the product of (i) the Share Cap in effect immediately prior to such Share Split by (ii) a fraction, the numerator of which is the number of shares of Common Stock outstanding after giving effect to such Share Split and the denominator of which is the number of shares of Common Stock outstanding immediately prior to such Share Split.

Exhibit 4(d)

For the avoidance of doubt, subject to the immediately succeeding sentence, the aggregate number of shares of our Common Stock (or equivalent Alternative Conversion Consideration (as defined below), as applicable) issuable in connection with the exercise of the conversion rights in connection with a Change of Control and respect of the Series A Preferred Stock will not exceed 3,086,140 shares of Common Stock (or equivalent Alternative Conversion Consideration, as applicable), subject to increase on a pro rata basis if the number of authorized shares of Series A Preferred Stock increases after the first date on which any shares of the Series A Preferred Stock are issued (the “Exchange Cap”). The Exchange Cap is subject to pro rata adjustments for any Share Splits on the same basis as the corresponding adjustment to the Share Cap.

In the case of a Change of Control pursuant to which shares of our Common Stock will be converted into cash, securities or other property or assets, including any combination thereof, or Alternative Form Consideration, a holder of shares of Series A Preferred Stock will receive upon conversion of a share of Series A Preferred Stock the kind and amount of Alternative Form Consideration which such holder would have owned or been entitled to receive had such holder held a number of shares of our Common Stock equal to the Common Share Conversion Consideration immediately prior to the effective time of the Change of Control (the “Alternative Conversion Consideration”).

If the holders of our Common Stock have the opportunity to elect the form of consideration to be received in connection with the Change of Control, the form of consideration that the holders of Series A Preferred Stock will receive will be in the form of consideration elected by the holders of a plurality of the shares of Common Stock held by shareholders who participate in the election and will be subject to any limitations to which all holders of our Common Stock are subject, including, without limitation, pro rata reductions applicable to any portion of the consideration payable in connection with the Change of Control.

We will not issue fractional shares of Common Stock upon the conversion of Series A Preferred Stock. Instead, we will pay the cash value of any such fractional shares based on the Common Stock Price (defined below).

The “Conversion Date” with respect to any Change of Control is the date the Series A Preferred Stock is to be converted, which will be a business day no fewer than 20 days nor more than 35 days after the date on which we provide notice of the Change of Control.

The “Common Stock Price” for any Change of Control will be (x) the amount of cash consideration per share of Common Stock, if the consideration to be received in the Change of Control by holders of our Common Stock is solely cash, and (y) the average of the closing prices per share of Common Stock on the NYSE, the NYSE American or the NASDAQ for the 10 consecutive trading days immediately preceding, but not including, the effective date of the Change of Control, if the consideration to be received in the Change of Control by holders of our Common Stock is other than solely cash.

If a Conversion Date falls after a dividend record date and on or prior to the corresponding dividend payment date, each holder of shares of Series A Preferred Stock at the close of business on such dividend record date will be entitled to receive the dividend payable on such shares on the corresponding payment date, notwithstanding the conversion of such shares on or prior to such payment date, but the Conversion Rate will not be calculated to include such accrued and unpaid dividends.

Within 15 days following the occurrence of a Change of Control, we will provide to holders of record of outstanding shares of Series A Preferred Stock, at the addresses for such holders shown in our stock transfer records, a notice of the occurrence of the Change of Control. A failure to give such notice, any defect of the notice, or any defect in the mailing of the notice will not affect the sufficiency of the notice or validity of the proceedings for conversion of any shares of Series A Preferred Stock in connection with a Change of Control, except as to the holder to whom notice was defective or not given. A notice that has been mailed in the manner provided in this paragraph will be conclusively presumed to be given on the date it is mailed whether or not the stockholder received such notice. We will issue a press release containing the information stated in such a notice, and post such a notice on our website, prior to the opening of business on the first business day following any date on which we provide the notice described above to the holders of record of Series A Preferred Stock.

To exercise the conversion rights in connection with a Change of Control, a holder of record of Series A Preferred Stock will be required to deliver, on or before the close of business on the applicable Conversion Date, the

Exhibit 4(d)

certificates, if any, representing any certificated shares of Series A Preferred Stock to be converted, duly endorsed for transfer, together with a written notice of exercise and any other documents the we reasonably require in connection with such conversion, to our conversion agent. The conversion notice must state the number of shares of Series A Preferred Stock to be converted.

Holders of Series A Preferred Stock may withdraw any notice of exercise of a conversion right in connection with a Change of Control (in whole or in part), by a written notice of withdrawal, containing the requisite information, delivered to our conversion agent prior to the close of business on the business day prior to the applicable Conversion Date. However, if the shares of Series A Preferred Stock are held in global form, the conversion notice and/or the notice of withdrawal, as applicable, must instead comply with applicable procedures of The DTC.

Shares of Series A Preferred Stock as to which the holder’s conversion right has been properly exercised and for which the notice of exercise has not been properly withdrawn will be converted into the applicable form of consideration on the applicable Conversion Date unless, prior to the Conversion Date, we provide notice of our election to redeem such shares of Series A Preferred Stock, whether pursuant to its our optional redemption right or special redemption right.

We will deliver the amounts owing upon the conversion no later than the third business day following the applicable Conversion Date.

In connection with the exercise of any conversion rights due to a Change of Control, we will comply with all U.S. federal and state securities laws and stock exchange rules regarding any conversion of shares of Series A Preferred Stock into the applicable conversion consideration.

Notwithstanding any other provision of the terms of the Series A Preferred Stock, no holder of the Series A Preferred Stock will be entitled to convert any shares of Series A Preferred Stock into shares of Common Stock to the extent that receipt of such shares of Common Stock would cause such holder (or any other person) to violate our “Restrictions on Ownership and Transfer” as described above.

The conversion and redemption features of the Series A Preferred Stock may make it more difficult for or discourage a party from taking over Regency.

Information Rights

During any period during which we are not subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act and any shares of Series A Preferred Stock are outstanding, we will (i) transmit by mail (or other permissible means under the Exchange Act) to all holders of Series A Preferred Stock, as their names and addresses appear in our record books and without cost to such holders, copies of our annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K that we would have been required to file with the SEC if we were subject thereto (other than any exhibits that would have been required) within 15 days after the respective dates by which we would have been required to file such reports with the SEC if we were subject to Section 13 or 15(d) of the Exchange Act, and (ii) within 15 days following written request, supply copies of such reports to any prospective holder of Series A Preferred Stock.

Listing

Our Series A Preferred Stock is listed on The Nasdaq Stock Market LLC, under the symbol “REGCP.”

Description of the Series B Preferred Stock

The terms of the Series B Preferred Stock are substantially similar to the terms of the Series A Preferred Stock, other than as follows:

Dividends

Exhibit 4(d)

Holders of shares of the Series B Preferred Stock are entitled to receive, when and as authorized by our board of directors and declared by us, out of our funds legally available for the payment of dividends, preferential cumulative dividends payable in cash at the rate per annum of $1.4688 per share of the Series B Preferred Stock, which is equivalent to a rate of 5.875% per annum of the $25.00 per share liquidation preference. Dividends on shares of Series B Preferred Stock are payable in quarterly arrears.

Optional Redemption

The Series B Preferred Stock is not redeemable by us prior to October 1, 2024, except under circumstances where it is necessary to preserve our status as a REIT for U.S. federal income tax purposes and except upon the occurrence of certain Changes of Control. On and after October 1, 2024, we may, at our option, upon not less than 30 nor more than 90 days’ written notice, redeem shares of the Series B Preferred Stock, in whole or in part, at any time or from time to time, for cash at a redemption price of $25.00 per share, plus all accrued and unpaid dividends to, but excluding, the redemption date (unless the redemption date is after a record date set for the payment of a dividend on the Series B Preferred Stock and on or prior to the corresponding dividend payment date, in which case the amount of such accrued and unpaid dividend will not be included in the redemption price).

Special Optional Redemption

In the event of a Change of Control, regardless of whether such Change of Control occurs prior to or after October 1, 2024, we will have the option to redeem the Series B Preferred Stock, in whole or in part and within 120 days after the first date on which such Change of Control occurred, for a cash redemption price per share equal to $25.00 plus all accrued and unpaid dividends thereon (whether or not declared) to, but not including, the redemption date (unless the redemption date is after a record date set for the payment of a dividend on the Series B Preferred Stock and on or prior to the corresponding dividend payment date, in which case the amount of such accrued and unpaid dividend will not be included in the redemption price), upon the giving of the requisite notice.

“Change of Control” is defined the same as it is for the Series A Preferred Stock.

Conversion Rights

Upon the occurrence of a Change of Control, unless, prior to the date fixed for such conversion, we provide notice of redemption of such shares of Series B Preferred Stock in a manner similar to the procedures for the Series A Preferred Stock described above under “Optional Redemption” or “Special Optional Redemption”, then, unless holders of Series B Preferred Stock will receive the Alternative Form Consideration, each holder of Series B Preferred Stock will have the right to convert all or part of the Series B Preferred Stock held by such holder into a number of shares of Common Stock per share of Series B Preferred Stock to be so converted, or the Common Share Conversion Consideration, equal to the lesser of:

• the quotient obtained (the “Conversion Rate”) by dividing (i) the sum of $25.00 plus the amount of any accrued and unpaid dividends thereon (whether or not declared) to, but not including, the applicable date fixed for conversion (unless the applicable Conversion Date is after a record date set for the payment of a dividend on the Series B Preferred Stock and on or prior to the corresponding dividend payment date, in which case the amount of such accrued and unpaid dividend will not be included in this sum), by (ii) the Common Share Price; and

• 0.6066 (as used in this subsection, the “Share Cap”), subject to certain adjustments described below.

The Share Cap will be subject to pro rata adjustments for Share Splits with respect to our Common Stock as follows: the adjusted Share Cap as the result of a Share Split will be the number of shares of Common Stock that is equivalent to the product of (i) the Share Cap in effect immediately prior to such Share Split multiplied by (ii) a fraction, the numerator of which is the number of shares of Common Stock outstanding after giving effect to such

Exhibit 4(d)

Share Split and the denominator of which is the number of shares of Common Stock outstanding immediately prior to such Share Split.

For the avoidance of doubt, subject to the immediately succeeding sentence, the aggregate number of shares of Common Stock (or equivalent Alternative Conversion Consideration, as applicable) issuable in connection with the exercise of conversion rights in connection with a Change of Control and in respect of the Series B Preferred Stock will not exceed 2,669,040 shares of Common Stock (or equivalent Alternative Conversion Consideration, as applicable) subject to increase on a pro rata basis if the number of authorized shares of Series B Preferred Stock increases after the first date on which any shares of the Series B Preferred Stock are issued (as used in this subsection, the “Exchange Cap”). The Exchange Cap applicable is subject to pro rata adjustments for any Share Splits on the same basis as the corresponding adjustment to the Share Cap and is subject to increase in the event that additional shares of Series B Preferred Stock are issued in the future.

Listing

Our Series B Preferred Stock is listed on The Nasdaq Stock Market LLC, under the symbol “REGCO.”

EX-19

Exhibit 19

REGENCY CENTERS CORPORATION

POLICY STATEMENT ON Insider Trading

The purchase or sale of securities while aware of material non-public information, or the disclosure of material non-public information to others who then Trade in the Company’s securities (often referred to as Tippees), is prohibited by the federal securities laws. Insider Trading violations are pursued vigorously by the U.S. Securities and Exchange Commission (“SEC”) and the U.S. Department of Justice and are punished severely. While the regulatory authorities concentrate their efforts on the individuals who Trade, or who tip inside information to others who Trade, federal securities laws also impose potential liability on companies and other “controlling persons” if they fail to take reasonable steps to prevent Insider Trading by company personnel.

The Company’s Board of Directors has adopted this Policy both to satisfy the Company’s obligation to prevent Insider Trading and to help the Company’s personnel avoid the severe consequences associated with violations of the Insider Trading laws. This Policy is intended also to prevent even the appearance of improper conduct on the part of anyone employed by or associated with the Company (not only Insiders).

Scope

This Policy applies to all officers of the Company and its subsidiaries, all members of the Company’s Board of Directors and all employees of the Company and its direct and indirect controlled subsidiaries. Responsibility for adhering to this Policy and avoiding unlawful transactions in Company Securities rests with the persons covered by this Policy. The Company may also determine that other persons should be subject to this Policy, such as contractors or consultants who have access to material non-public information.

This Policy also applies to family members who reside with those subject to this Policy, anyone else who lives in their household, and any family members who do not live in their household but whose transactions in securities are directed by or subject to the influence or control of those subject to this Policy (such as parents or children who consult with you before they Trade in securities).

Definitions

Company Securities. Any security of the Company, including common stock, preferred stock, derivative securities such as warrants and options, and debt securities such as debentures, bonds and notes (whether convertible or non-convertible).

Insider(s). Any person who possesses material non-public information is considered an Insider as to that information. Insiders include Company directors, officers, employees, independent contractors, and those persons in a special relationship with the Company, e.g., its auditors, consultants or attorneys. The definition of Insider is transaction specific; that is, an individual is an Insider with respect to each material, non-public item of which he or she is aware.

Section 16 Individual. The directors of the Company and the persons designated as “executive officers” of the Company from time to time by the Company’s Board of Directors. Stockholders that beneficially own more than 10% of Company common stock are also subject to Section 16 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), and, if they elect, may use the procedures set forth in this Policy.

Tippee. A person to whom an Insider has disclosed material non-public information regarding the Company or to whom the Insider has made recommendations or expressed an opinion on Trading in the Company’s securities based on such information.

Trading or Trade. Purchasing, selling, gifting or otherwise transferring the Company’s securities. Trading refers not only to the purchase or sale of Company Securities, but also to the purchase or sale of puts, calls, or other options with respect to such securities.

Consequences of an Insider Trading Violation

The Trading of Company Securities while aware of material non-public information, and the disclosure of material non-public information to others who then Trade in Company Securities, is prohibited by the federal and state securities laws. Any such violations are pursued vigorously by the SEC, the Department of Justice and state enforcement authorities. Punishment for Insider Trading violations is severe and can include significant (multi-million dollar) fines and imprisonment. While the regulatory authorities generally concentrate their efforts on the individuals who Trade and who provide inside information to Tippees, these laws also impose potential liability on companies and other “controlling persons” if they fail to take reasonable steps to prevent Insider Trading by company personnel.

In addition, an individual’s failure to comply with this Policy may subject the individual to Company-imposed sanctions, including dismissal for cause, whether or not the employee’s failure to comply results in a violation of law. A violation of law, or even an SEC investigation that does not result in prosecution, can tarnish a person’s reputation and irreparably damage a career.

No Trading while Aware of Material Non-Public Information

No one who is aware of material non-public information relating to the Company may, directly or through family members or other persons or entities:

(a) Trade in Company Securities (other than pursuant to a pre-approved Trading plan that complies with SEC Rule 10b5-1), or engage in any other action to take personal advantage of that information; or

(b) pass that information on to others outside the Company, including family and friends.

In addition, no one who, in the course of working for the Company, learns of material non-public information about a company with which the Company does business, including a tenant, contractor, consultant or vendor of the Company, may Trade in that company’s securities until the information becomes public or is no longer material.

Transactions that may be necessary or justifiable for independent reasons (such as the need to raise money for an emergency expenditure) are not exempt from this Policy. The securities laws do not recognize such mitigating circumstances, and, in any event, even the appearance of an improper transaction must be avoided to preserve the Company’s reputation for adhering to the highest standards of conduct.

The Company is required under Regulation FD of the federal securities laws to avoid the selective disclosure of material non-public information. The Company has established procedures for releasing material information in a manner that is designed to achieve broad public dissemination of the information immediately upon its release. You may not, therefore, disclose material information to anyone outside the Company, including family members and friends, other than in accordance with those procedures. This Policy is applicable to all forms of communication, including the various types of social media.

While the federal securities laws do not specifically list examples of what constitutes “material information,” the term is generally defined as any information that a reasonable investor would consider important in making a decision to purchase, hold, or sell securities. Any information that could be expected to affect the Company’s stock price, whether it is positive or negative, should be considered material. Some examples of information regarded as material are:

• Projections of future earnings, NOI or other key financial metrics, including the Company’s issuance of earnings or other guidance, change in guidance or a statement of its beliefs as to whether or not previously issued guidance will be achieved;

• Earnings and other key financial metrics that are inconsistent with the consensus expectations of the investment community;

• A pending or proposed merger, acquisition or tender offer;

• A pending or proposed acquisition or disposition of a significant asset or group of assets which, taken as a whole, are significant;

• A change in dividend or dividend policy, as well as a confirmation that the dividend will not change, the declaration of a stock split, or an offering of additional securities;

• A change in management;

• Impending bankruptcy or the existence of liquidity problems;

• The impairment of a property or other asset; and

• Cybersecurity/data privacy risks and incidents, including vulnerabilities and breaches.

Remember, anyone scrutinizing your actions and transactions will be doing so after the fact, with the benefit of hindsight. As a practical matter, before engaging in any transaction, you

should carefully consider how enforcement authorities and others might view the action and transaction in hindsight.

If you are aware of material non-public information, you may not Trade until the information has been disclosed broadly to the marketplace (such as by press release or an SEC filing) and the investing public has had time to absorb the information fully. To avoid the appearance of impropriety, as a general rule, information should not be considered fully absorbed by the marketplace until the second full Trading day following the Company’s widespread public release of the information.

Earnings Black-Out Period

All officers and directors are subject to a quarterly black-out period in advance of quarter close. In addition, all employees involved in the preparation of the Company’s financial statements are subject to such quarterly black-out period. Such persons may not Trade in Company Securities beginning on the day which is fourteen (14) days preceding the end of a fiscal quarter and ending until the second full Trading day following the date of the public release of the Company’s earnings results for that fiscal quarter.

Share Repurchase Plan or Program Announcement-Related Black-Out Period

All Section 16 Individuals are subject to a black-out period beginning four (4) business days before and ending four (4) business days after each of the following:

• the Company’s public announcement of a Company Securities share repurchase plan or program; and

• the Company’s public announcement of an increase of an existing Company Securities share repurchase plan or program.

Event-Specific Black-Out Periods

From time to time, an event may occur that is material to the Company and is known by only certain directors, officers and/or employees. So long as the event remains material and non-public, persons designated by the Chief Financial Officer or General Counsel may not Trade Company Securities, even outside of an earnings black-out period described above. The existence of an event-specific Trading black-out or extension of an existing black-out period will not be announced generally within the Company as a whole, and those persons subject to the event-specific blackout should not communicate its existence to any other person. Even if the Chief Financial Officer or General Counsel has not designated you as a person who should not Trade due to an event-specific restriction, you may not Trade Company Securities while aware of material non-public information.

Pre-Clearance of Trades

All officers and directors must pre-clear any proposed transaction in Company Securities with the Chief Financial Officer, and the Chief Financial Officer must pre-clear any of his or her own proposed transactions in Company Securities with either the Chief Executive Officer or the

Chairman of the Board. In each case, consultation shall be made with the General Counsel as desirable or appropriate. Each proposed transaction (including gifts or donations of securities) will be evaluated to determine if it could raise Insider Trading concerns or other concerns under securities laws and regulations. Clearance of a transaction, if given, is valid only for a 72-hour period. If the transaction order is not placed within that 72-hour period, the previous clearance will be deemed to have expired and clearance of the proposed transaction must be re-requested. If pre-clearance is denied, the fact of such denial must be kept confidential by the person requesting such clearance.

Notice of Certain Trades

In addition to the pre-clearance of proposed transactions in Company Securities as described above:

• The Lead Independent Director shall be notified of all Trades effected by the Chair of the Board and the Chief Executive Officer.

• The Chair of the Board shall be notified of all Trades effected by the Chief Executive Officer and the Lead Independent Director.

• The Chief Executive Officer shall be notified of all Trades effected by the Chair of the Board and the Lead Independent Director.

Section 16 Reporting Requirements

After a Section 16 Individual obtains pre-clearance, details of the executed Trade (including gifts and donations) must be reported immediately to the General Counsel and Senior Corporate Paralegal to allow for preparation and filing with the SEC of the required information about the transaction under Section 16 of the Exchange Act.

Application of the Company’s Insider Trading Policy to Certain Specific Transactions

Short-Term Trading. Short-term purchasing and selling of Company Securities are strongly discouraged, even outside of black-out periods, because they may unduly focus the person on the Company’s short-term stock market performance instead of the Company’s long-term business objectives. In addition, under Section 16 of the Exchange Act, profits generated, or losses avoided, in opposite-way, open market transactions (i.e., a sale or purchase of Company Securities of the same type) made within six months of each other, which are often referred to as “short swing profits,” will require disgorgement by directors and executive officers, with very limited exceptions. As noted below, directors and executive officers are also required to file reports with the SEC pursuant to Section 16 disclosing their transactions in Company Securities, so any short-term Trading may result in questions and scrutiny.

Restricted Stock Awards. This Policy does not apply to the vesting of restricted stock, or the exercise of a tax withholding right pursuant to which you have elected to have the Company withhold shares of stock to satisfy tax withholding requirements upon the vesting of any restricted stock. This

Policy does apply, however, to any sale of stock received by the recipient pursuant to a restricted stock award after vesting.

Gifts and Donations. Since many recipients of gifted or donated securities immediately sell such securities upon receipt, the Company’s Insider Trading Policy applies to the gifting or donation of Company Securities. Thus, you may not make a gift or donation of Company Securities during times when you are not otherwise able to sell Company Securities under this Policy.

Stock Option Exercises. This Policy applies to any sale of stock as part of a broker-assisted cashless exercise of an option, or any other market sale for the purpose of generating the cash needed to pay the exercise price of an option or tax withholding requirements associated with that exercise. However, this Policy does not apply to the exercise of an employee stock option acquired pursuant to the Company’s option plans where you continue to hold all of the shares as to which the option was exercised. This Policy also does not apply when a person has elected to have the Company withhold shares subject to an option to pay the option exercise price or to satisfy tax withholding requirements.

401(k) Plan. This Policy does not apply to purchases of Company stock in the 401(k) plan resulting from your periodic contribution of money to the plan pursuant to your payroll deduction election, provided that no change to your election may be made during a black-out period or when you are aware of material non-public information. As such, you may not make any of the following elections during a black-out period or when you are aware of material non-public information: (a) an election to increase or decrease the percentage of your periodic contributions that will be allocated to the Company stock fund, (b) an election to make an intra-plan transfer of an existing account balance into or out of the Company stock fund, (c) an election to borrow money against your 401(k) plan account if the loan will result in a liquidation of any of your Company stock fund balance, and (d) an election to pre-pay a plan loan if the pre-payment will result in allocation of loan proceeds to or from the Company’s stock fund.

Employee Stock Purchase Plan. This Policy applies to your sales of Company stock purchased pursuant to the employee stock purchase plan, but does not apply to purchases resulting from your periodic contribution of money to the plan pursuant to the election you made at the time of your enrollment in the plan, provided that no change to your election may be made during a black-out period or when you are aware of material non-public information. This Policy also does not apply to purchases of Company stock resulting from lump sum contributions to the plan, provided that you had elected to participate by lump-sum payment at the beginning of the applicable enrollment period.

Dividend Reinvestment Plan. This Policy does not apply to periodic purchases of Company stock under the Company’s dividend reinvestment plan resulting from your reinvestment of dividends paid on Company Securities, provided that no changes in your level of participation in the plan may be made during a black-out period or when you are aware of material non-public information.

Deferred Compensation Plan. This Policy does not apply to the share units or phantom shares credited under our deferred compensation plan in consideration of your periodic contribution of money or stock awards to the plan pursuant to the election you made at the time of

your annual enrollment in the plan. This policy also does not apply to share units or phantom shares credited in consideration of your lump sum contributions to the plan, provided that you elected to participate by lump-sum payment at the beginning of the applicable enrollment period.

This Policy does apply to your election to participate in the share unit or phantom share deferral accounts under the plan for any enrollment period, and to any modification or revocation of that election or early distribution pursuant to the plan, as well as to any early distribution in respect of share units or phantom shares (in each case, to the extent any such modification, election, revocation or distribution is permitted under the plan).

Short Sales. Section 16(c) of the Exchange Act generally prohibits officers and directors from engaging in short sales of Company Securities. In addition, short sales of Company Securities evidence an expectation on the part of the seller that the securities will decline in value, and therefore signal to the market that the seller has no confidence in the Company or its short-term prospects. Short sales may also reduce the seller’s incentive to work to improve the Company’s performance. For these reasons, short sales of Company’s Securities are prohibited by this Policy.

Publicly Traded Options. A transaction in options is, in effect, a bet on the short-term movement of Company Securities and therefore creates the appearance that the person is Trading based on inside information. Transactions in options also may focus a person’s attention on short-term performance at the expense of the Company’s long-term objectives. Accordingly, transactions in puts, calls or other derivative securities based on Company’s Securities, on an exchange or in any other organized market, by officers and directors are prohibited by this Policy. (See, also, the following discussion of Hedging Transactions.)

Hedging Transactions. Hedging transactions, such as covered calls, put options, zero-cost collars and forward sale contracts, that use Company’s Securities or substantially identical property, allow a person to lock in much of the value of his or her Company Securities holdings, often in exchange for all or part of the potential for upside appreciation in the Company Securities. These transactions allow a person to continue to own the covered securities, but without the full risks and rewards of ownership. When that occurs, the person may no longer have the same objectives as the Company’s other shareholders. Therefore, these types of transactions are prohibited by this Policy.

Margin Accounts and Pledges. Securities held in a margin account may be sold by the broker without the customer’s consent if the customer fails to meet a margin call. Similarly, securities pledged (or hypothecated) as collateral for a loan may be sold in foreclosure if the borrower defaults on the loan. Because a margin sale or foreclosure sale may occur at a time when the pledgor is aware of material non-public information or otherwise is not permitted to Trade in Company’s Securities, the Company’s officers and directors are prohibited from holding Company Securities in a margin account or pledging Company Securities as collateral for a loan.

Rule 10b5-1 Plans

Rule 10b5-1 under the Exchange Act provides an affirmative defense (i.e., evidence, which, if found to be credible, will negate criminal or civil liability) to claims of Insider Trading liability under Rule 10b-5 for persons who Trade Company Securities under written plans adopted

in good faith at a time when the person does not possess material non-public information (each being a “Rule 10b5-1 Plan”). To be eligible to rely on this affirmative defense, a person subject to this Policy must adopt such a plan that meets certain additional conditions specified in Rule 10b5-1. If the Rule 10b5-1 Plan meets all such conditions, Company Securities may be purchased or sold under the plan without regard to certain Insider Trading restrictions, and after initial pre-approval of the plan as provided in this Policy, no further pre-approval or -clearance of individual Trades conducted in accordance with such Rule 10b5-1 Plan will be required.

Requirements for All Rule 10b5-1 Plans

The following guidelines apply to all Rule 10b5-1 Plans in order to comply with this Policy:

• All Rule 10b5-1 Plans should have a duration of at least six months and no more than two years. (Note that a common duration of a 10b5-1 Plan is one year.)

• Once all Trades under a Rule 10b5-1 Plan are completed or expire without execution, a person may adopt another Rule 10b5-1 Plan.

• Subject to certain limited exceptions specified in Rule 10b5-1, you may not adopt more than one Rule 10b5-1 Plan at the same time.

• Subject to certain limited exceptions specified in Rule 10b5-1, you are limited to only one Rule 10b5-1 Plan designed to effect an open market purchase or sale of the total amount of securities subject to the Rule 10b5-1 Plan as a single transaction in any 12-month period.

In addition, all Rule 10b5-1 Plans under this Policy must:

• Be approved by the Company’s Chief Financial Officer and General Counsel; provided that any Rule 10b5-1 Plan proposed to be adopted by the Chief Financial Officer and General Counsel shall be approved by the Chief Executive Officer or the Chair of the Board.

• Meet the requirements of Rule 10b5-1 and this Policy.

• Be adopted when a black-out period is NOT in effect.

• Include a representation certifying that on the date of adoption of such plan: (i) you are not aware of material non-public information about the Company or the Company Securities; and (ii) you adopted the plan in good faith and not as part of a plan or scheme to evade the prohibitions of Rule 10b-5.

• Have a “cooling-off period” between the date on which the plan is adopted or modified and when Trading under the plan commences. The length of the cooling-off period depends on the person’s position in the Company. For directors and officers, Trading under the Rule 10b5-1 Plan must not begin until after the later of: (i) 90 days after the adoption of the Rule 10b5-1 Plan; or (ii) two business days after the filing of the

Company’s financial results in a Form 10-Q or Form 10-K for the fiscal quarter in which the Rule 10b5-1 Plan was adopted. In any event, for directors and officers, the cooling-off period is subject to a maximum of 120 days after adoption of the Rule 10b5-1 Plan. For all other employees, the cooling-off period is 30 days after the adoption or modification of the plan.

• Not permit the person adopting the Rule 10b5-1 Plan to exercise any subsequent influence over how, when or whether to Trade in Company Securities separate from the express terms of the plan; provided that, if anyone else is permitted to exercise such influence, the plan must require that such person is not aware of any material non-public information when doing so and the plan either (i) specifies the amount and price of securities to be Traded, and date of such transactions; or (ii) includes a written formula or algorithm, or computer program, for determining the amount and price of securities to be Traded, and date of such transactions.

The “good faith” requirement for persons adopting Rule 10b5-1 Plans cannot be overemphasized. A person must act in good faith with respect to a Rule 10b5-1 Plan when adopting the plan and throughout the duration of the plan. Insiders may lose the affirmative defense afforded by Rule 10b5-1 if changes or cancelations are deemed to have been made as part of a plan to evade Insider Trading laws. Therefore, although modifications to an existing Rule 10b5-1 Plan are not prohibited, a Rule 10b5-1 Plan should be adopted with the intention that it will not be amended or canceled prior to its expiration.

Amending or Canceling Rule 10b5-1 Plans

Changes to an existing Rule 10b5-1 Plan are allowed so long as they are made in good faith, the person is not in possession of material non-public information, and the modification takes place other than during a black-out period. However, any changes must first be approved by the Company’s Chief Financial Officer and General Counsel and, if the change affects the amount, price or timing of the purchase or sale of securities, the change will trigger another cooling-off period. Subject to certain conditions set forth below.

Rule 10b5-1 Plans may be canceled at any time, even if the person is in possession of material nonpublic information. If a Rule 10b5-1 Plan is canceled, a person may adopt another Rule 10b5-1 Plan.

In addition to pre-approval of the adoption of a Rule 10b5-1 Plan, you must provide the Company’s Chief Financial Officer and General Counsel with written notice of any modification or cancelation of an existing Rule 10b5-1 Plan (as well as any other written Trading arrangement, even if such other Trading arrangement is not designed to comply with Rule 10b5-1) prior to its implementation and obtain pre-clearance therefor.

Other Caveats as to Rule 10b5-1 Plans

Please also note that while pre-approval and adoption of a Rule 10b5-1 Plan may provide an affirmative defense to Insider Trading claims, it does not reduce or eliminate such person’s

obligations under Section 16 of the Exchange Act, including such disclosure of each Trade and short-swing profits disgorgement by directors and executive officers.

Any pre-approval under this Policy of a Rule 10b5-1 Plan shall not constitute, and shall not be deemed to constitute, any endorsement or approval of that Rule 10b5-1 Plan by the Company, or a determination, conclusion or opinion by the Company or its personnel that the terms of that Rule 10b5-1 Plan (or any modification or cancelation thereof), the adoption, use or administration thereof or any transactions effected pursuant thereto comply with (and do not violate) applicable securities laws or that any purchases or sales of Company Securities thereunder will be effected in compliance with such securities laws.

You should consult with your broker and, if necessary or appropriate, your own legal counsel in implementing a Rule 10b5-1 Plan.

Post-Employment

This Policy continues to apply to your transactions in Company Securities even after you have terminated employment. Specifically, if you are in possession of material non-public information when your employment terminates, you may not Trade in Company Securities until that information has become public or is no longer material.

Questions

Any person who has a question about this Policy or its application to any proposed transaction may obtain additional guidance from the Company’s General Counsel.

EX-21

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
Regency Centers, L.P. Delaware Regency Centers Corporation<br><br>Outside Investors General Partner<br><br>Limited Partners ~99.6%<br><br>~0.4%
Columbia Village District SPE, LLC Delaware Regency Centers, L.P.<br><br>Columbia Perfco Partners, L.P. Managing Member<br><br>Member 30%<br><br>70%
Columbia Village District, LLC Delaware Columbia Village District SPE, LLC Member 100%
Columbia Regency Retail Partners, LLC Delaware Regency Centers, L.P.<br><br>Columbia Perfco Partners, L.P. Managing Member<br><br>Member 20%<br><br>80%
Columbia Crossroads Commons, LLC Delaware Columbia Regency Retail Partners, LLC Member 100%
Columbia Retail Dulles, LLC Delaware Columbia Regency Retail Partners, LLC Member 100%
Columbia Retail Texas 3, LLC Delaware Columbia Regency Retail Partners, LLC Member 100%
Columbia Retail Sweetwater Plaza, LP Delaware Columbia Retail Texas 3, LLC<br><br>Columbia Regency Retail Partners, LLC General Partner<br><br>Limited Partner 1%<br><br>99%
Columbia Retail Washington 1, LLC Delaware Columbia Regency Retail Partners, LLC Member 100%
Columbia Cascade Plaza, LLC Delaware Columbia Retail Washington 1, LLC<br><br>Columbia Regency Retail Partners, LLC Managing Member<br><br>Member 1%<br><br>99%
Columbia Julington Village, LLC Delaware Columbia Regency Retail Partners, LLC Member 100%
Columbia Regency Partners II, LLC Delaware Regency Centers, L.P.<br><br>Columbia Perfco Partners, L.P. Managing Member<br><br>Member 20%<br><br>80%
Columbia II Broadway Market, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia II Burnt Mills Shopping Center, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia Cochran Commons, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia II Johns Creek, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia II Ridgewood, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia Lorton Station Marketplace Member, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia Lorton Station Marketplace, LLC Delaware Columbia Lorton Station Marketplace Member, LLC Member 100%
Columbia Lorton Station Town Center, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia II Marina Shores, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia II Rockridge Center, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Signal Hill Two, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia II Signal Hill, LLC Delaware Signal Hill Two, LLC Member 100%
Columbia Sutton Square, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia II Holding, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Columbia II Raley’s Center, LLC Delaware Columbia II Holding, LLC Member 100%
Columbia II Village Plaza, LLC Delaware Columbia Regency Partners II, LLC Member 100%
GRI-Regency, LLC Delaware Global Retail Investors, LLC<br><br>Regency Centers, L.P. Member<br><br>Managing Member 60%<br><br>40%
GRI-Lake Grove, LLC Delaware GRI-Regency Lake Grove Member, LLC Member 100%
GRI-Regency Lake Grove Member, LLC Delaware GRI-Regency, LLC Member 100%
FW PA-Mercer Square, LLC Delaware GRI-Regency, LLC Member 100%
FW PA-Newtown Square, LLC Delaware GRI-Regency, LLC Member 100%
FW PA-Warwick Plaza, LLC Delaware GRI-Regency, LLC Member 100%
MCW-RC SC-Merchant’s, LLC (fka MCW-RC South Carolina, LLC) Delaware GRI-Regency, LLC Member 100%
MCW-RC SC-Merchant’s Village Member, LLC Delaware MCW-RC SC-Merchant’s, LLC Member 100%
MCW-RC SC-Merchant’s Village, LLC Delaware MCW-RC SC-Merchant’s Village Member, LLC Member 100%
FW-CA Brea Marketplace Member, LLC Delaware GRI-Regency, LLC Member 100%
FW CA-Brea Marketplace, LLC Delaware FW-CA Brea Marketplace Member, LLC Member 100%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
FW CA-Brea Marketplace II, LLC Delaware GRI-Regency, LLC Member 100%
U.S. Retail Partners Holding, LLC Delaware GRI-Regency, LLC Member 100%
U.S. Retail Partners Member, LLC Delaware GRI-Regency, LLC Member 100%
U.S. Retail Partners, LLC Delaware U.S. Retail Partners Holding, LLC<br><br>U.S. Retail Partners Member, LLC Managing Member<br><br>Member 1%<br><br>99%
FW CO-Arapahoe Village, LLC Delaware U.S. Retail Partners, LLC Member 100%
FW CO-Cherrywood Square, LLC Delaware U.S. Retail Partners, LLC Member 100%
FW MN-Rockford Road, LLC Delaware U.S. Retail Partners, LLC Member 100%
FW CO-Ralston Square, LLC Delaware U.S. Retail Partners, LLC Member 100%
FW MN-Colonial Square, LLC Delaware U.S. Retail Partners, LLC Member 100%
USRP I Holding, LLC Delaware GRI-Regency, LLC Member 100%
USRP I Member, LLC Delaware GRI-Regency, LLC Member 100%
USRP I, LLC Delaware USRP I Holding, LLC<br><br>USRP I Member, LLC Managing Member<br><br>Member 1%<br><br>99%
FW NJ-Plaza Square, LLC Delaware USRP I, LLC Member 100%
FW VA-Greenbriar Town Center, LLC Delaware USRP I, LLC Member 100%
FW VA-Festival at Manchester, LLC Delaware USRP I, LLC Member 100%
FW-Reg II Holdings, LLC Delaware GRI-Regency, LLC Member 100%
FW CA-Bay Hill Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW CA-Five Points Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW CA-Mariposa Gardens Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW CA-Navajo Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW CA-Point Loma Plaza, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW CA-Rancho San Diego Village, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW CA-Silverado Plaza, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW CA-Snell & Branham Plaza, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW CA-Twin Oaks Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW CA-Ygnacio Plaza, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW CT-Corbins Corner Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW DC-Spring Valley Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW IL-Riverside/Rivers Edge, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW IL-Riverview Plaza, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW IL-Stonebrook Plaza, LLC Delaware FW-Reg II Holdings, LLC Member 100%
USRP Willow East, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW VA-Ashburn Farm Village Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW VA-Centre Ridge Marketplace, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW VA-Fox Mill Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW VA-Kings Park Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW VA-Saratoga Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW VA-The Village Shopping Center, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW WA-Aurora Marketplace, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW WA-Eastgate Plaza, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW WA-Eastgate Plaza II, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW WA-Overlake Fashion Plaza, LLC Delaware FW-Reg II Holdings, LLC Member 100%
FW WA-Overlake Fashion Plaza II, LLC Delaware FW-Reg II Holdings, LLC Member 100%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
Parkville Shopping Center, LLC Maryland FW-Reg II Holdings, LLC Member 100%
FW Parkville Borrower, LLC Delaware Parkville Shopping Center, LLC Member 100%
FW-Reg II Holding Company Two, LLC Delaware GRI-Regency, LLC Member 100%
FW CA-Granada Village, LLC Delaware FW-Reg II Holding Company Two, LLC Member 100%
FW CA-Laguna Niguel Plaza, LLC Delaware FW-Reg II Holding Company Two, LLC Member 100%
FW CA-Pleasant Hill Shopping Center, LLC Delaware FW-Reg II Holding Company Two, LLC Member 100%
FW IL-Civic Center Plaza, LLC Delaware FW-Reg II Holding Company Two, LLC Member 100%
FW IN-Willow Lake West, LLC Delaware FW-Reg II Holding Company Two, LLC Member 100%
FW NJ-Westmont Shopping Center, LLC Delaware FW-Reg II Holding Company Two, LLC Member 100%
FW NC-Shoppes of Kildaire, LLC Delaware FW-Reg II Holding Company Two, LLC Member 100%
FW OR-Greenway Town Center, LLC Delaware FW-Reg II Holding Company Two, LLC Member 100%
USRP LP, LLC Delaware GRI-Regency, LLC Member 100%
USRP GP, LLC Delaware GRI-Regency, LLC Member 100%
US Retail Partners Limited Partnership Delaware USRP GP, LLC<br><br>USRP LP, LLC General Partner<br><br>Limited Partner 1%<br><br>99%
FW MD Woodmoor Borrower, LLC Delaware US Retail Partners Limited Partnership Member 100%
FW VA-Willston Centre II, LLC Delaware US Retail Partners Limited Partnership Member 100%
FW Woodholme GP, LLC Delaware GRI-Regency, LLC Member 100%
Woodholme Properties Limited Partnership Maryland FW Woodholme GP, LLC<br><br>Eastern Shopping Centers I, LLC General Partner<br><br>Limited Partner 1%<br><br>99%
FW Woodholme Borrower, LLC Delaware Woodholme Properties Limited Partnership Member 100%
Woodholme Properties, LLC Delaware GRI-Regency, LLC Member 100%
FW Southside Marketplace GP, LLC Delaware GRI-Regency, LLC Member 100%
Southside Marketplace Limited Partnership Maryland FW Southside Marketplace GP, LLC<br><br>Eastern Shopping Centers I, LLC General Partner<br><br>Limited Partner 1%<br><br>99%
FW Southside Marketplace Borrower, LLC Delaware Southside Marketplace Limited Partnership Member 100%
FW Southside Marketplace, LLC Delaware GRI-Regency, LLC Member 100%
FW Valley Centre GP, LLC Delaware GRI-Regency, LLC Member 100%
Greenspring Associates Limited Partnership Maryland FW Valley Centre GP, LLC<br><br>Eastern Shopping Centers I, LLC General Partner<br><br>Limited Partner 1%<br><br>99%
FW MD-Greenspring Borrower, LLC Delaware Greenspring Associates Limited Partnership Member 100%
Eastern Shopping Centers I, LLC Delaware GRI-Regency, LLC Member 100%
Cloppers Mill Village Center, LLC Maryland Eastern Shopping Centers I, LLC<br><br>FW-Reg II Holdings, LLC Member<br><br>Member 1%<br><br>99%
City Line Shopping Center Associates Pennsylvania US Retail Partners Limited Partnership<br><br>City Line LP, LLC General Partner<br><br>Limited Partner 1%<br><br>99%
City Line LP, LLC Delaware USRP LP, LLC Member 100%
FW Allenbeth GP, LLC Delaware GRI-Regency, LLC Member 100%
Allenbeth Associates Limited Partnership Maryland FW Allenbeth GP, LLC<br><br>Eastern Shopping Centers I, LLC General Partner<br><br>Limited Partner 1%<br><br>99%
FW Weslyan GP, LLC Delaware GRI-Regency, LLC Member 100%
FW TX-Weslyan Plaza, L.P. Delaware FW Weslyan GP, LLC<br><br>GRI-Regency, LLC General Partner<br><br>Limited Partner 1%<br><br>99%
FW Woodway GP, LLC Delaware GRI-Regency, LLC Member 100%
FW TX-Woodway Collection, L.P. Delaware FW Woodway GP, LLC<br><br>GRI-Regency, LLC General Partner<br><br>Limited Partner 1%<br><br>99%
MCW RC III Hilltop Village Member, LLC Delaware Regency Centers, L.P. Member 100%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
MCW RC III Hilltop Village, LLC Delaware MCW RC III Hilltop Village Member, LLC Member 100%
MCW-RD Brentwood Plaza, LLC Delaware Regency Centers, L.P. Member 100%
MCW-RD Bridgeton, LLC Delaware Regency Centers, L.P. Member 100%
MCW-RD Dardenne Crossing, LLC Delaware Regency Centers, L.P. Member 100%
MCW-RD Kirkwood Commons Member, LLC Delaware Regency Centers, L.P. Member 100%
MCW-RD Kirkwood Commons, LLC Delaware MCW-RD Kirkwood Commons Member, LLC Member 100%
RegCal, LLC Delaware California State Teachers Retirement System<br><br>Regency Centers, L.P. Member<br><br><br><br>Managing Member 75%<br><br><br><br>25%
RegCal Holding, LLC Delaware Regency Centers, L.P. Member 100%
CAR Apple Valley Square Member, LLC Delaware Regency Centers, L.P. Member 100%
CAR Apple Valley Square, LLC Delaware CAR Apple Valley Square Member, LLC Member 100%
CAR Apple Valley Land, LLC Delaware Regency Centers, L.P. Member 100%
CAR Braemar Village, LLC Delaware RegCal, LLC Member 100%
CAR Calhoun Commons, LLC Delaware Regency Centers, L.P. Member 100%
CAR Corral Hollow, LLC Delaware RegCal Holding, LLC Member 100%
CAR Providence Commons, LLC Delaware RegCal, LLC Member 100%
CAR Shops at the Columbia, LLC Delaware Regency Centers, L.P. Member 100%
KF-REG Holding, LLC Delaware RegCal, LLC Member 100%
KF-REG Associates, LLC Delaware KF-REG Holding, LLC Member 100%
King Farm Center, LLC Delaware KF-REG Associates, LLC Member 100%
RC FL-Anastasia, LLC (fka MCW-RC FL-Anastasia, LLC) Delaware Regency Centers, L.P. Member 100%
RC FL-Shoppes at 104, LLC (fka MCW-RC FL-Shoppes at 104, LLC) Delaware Regency Centers, L.P. Member 100%
RC GA-Howell Mill, LLC (fka MCW-RC GA-Howell Mill Village, LLC) Delaware Regency Centers, LLC Member 100%
MCD-RC CA-Amerige, LLC Delaware Regency Centers, L.P. Member 100%
MCD-RC El Cerrito Holdings, LLC Delaware Regency Centers, L.P. Member 100%
MCD-RC CA-El Cerrito, LLC Delaware MCD-RC El Cerrito Holdings, LLC Member 100%
REG8 Member, LLC Delaware Regency Centers, L.P. Member 100%
REG8 Tassajara Crossing, LLC Delaware REG8 Member, LLC Member 100%
REG8 Plaza Hermosa, LLC Delaware REG8 Member, LLC Member 100%
REG8 Sequoia Station, LLC Delaware REG8 Member, LLC Member 100%
REG8 Mockingbird Commons, LLC Delaware REG8 Member, LLC Member 100%
REG8 Sterling Ridge, LLC Delaware REG8 Member, LLC Member 100%
REG8 Prestonbrook Crossing, LLC Delaware REG8 Member, LLC Member 100%
REG8 Wellington, LLC Delaware REG8 Member, LLC Member 100%
REG8 Berkshire Commons, LLC Delaware REG8 Member, LLC Member 100%
FL-Corkscrew Village Member, LLC Delaware Regency Centers, L.P. Member 100%
FL-Corkscrew Village, LLC Delaware FL-Corkscrew Village Member, LLC Member 100%
FL-Naples Walk Shopping Center Member, LLC Delaware Regency Centers, L.P. Member 100%
FL-Naples Walk Shopping Center, LLC Delaware FL-Naples Walk Shopping Center Member, LLC Member 100%
FL-Northgate Square Member, LLC Delaware Regency Centers, L.P. Member 100%
FL-Northgate Square, LLC Delaware FL-Northgate Square Member, LLC Member 100%
FL-Westchase Center Member, LLC Delaware Regency Centers, L.P. Member 100%
FL-Westchase Center, LLC Delaware FL-Westchase Center Member, LLC Member 100%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
19330 Hawthorne, LLC Delaware Regency Centers, L.P. Member 100%
1C Tustin Legacy, LLC Delaware Regency Centers, L.P. Member 100%
60617 Balboa Mesa, LLC Delaware Regency Centers, L.P. Member 100%
4S Regency Partners, LLC Delaware Regency Centers, L.P.<br><br>4S Ranch Company 1700, L.P. Member<br><br>Member 85%<br><br>15%
Alba Village Phase II, LLC Delaware Regency Centers, L.P. Member 100%
Alba Village Regency, LLC Delaware Regency Centers, L.P. Member 100%
Bartram Park Center, LLC Delaware Regency Centers, L.P.<br><br>Real Sub, LLC Managing Member<br><br>Member 50%<br><br>50%
Belleview Square, LLC Delaware Regency Centers, L.P. Member 100%
Belmont Chase, LLC Delaware Regency Centers, L.P. Member 100%
Bridges Insurance Company South Carolina Regency Centers, L.P. Shareholder 100%
Buckwalter Bluffton, LLC Delaware Regency Centers, L.P. Member 100%
Caligo Crossing, LLC Delaware Regency Centers, L.P. Member 100%
CityLine-REG, LLC Delaware Regency Centers, L.P. Member 100%
Clayton Valley Shopping Center, LLC Delaware Regency Centers, L.P. Member 100%
Clybourn Commons-REG, LLC Delaware Regency Centers, L.P. Member 100%
Colonnade Regency, L.P. Delaware Regency NC GP, LLC<br><br>Regency Centers, L.P. General Partner<br><br>Limited Partner 1%<br><br>99%
Corvallis Market Center, LLC Delaware Regency Centers, L.P. Member 100%
CPGPI Regency Erwin, LLC Delaware Regency Centers, L.P.<br><br>CPGPI Erwin Retail, LLC Managing Member<br><br>Member 55%<br><br>45%
Fairfax Regency, LLC Delaware Regency Centers, L.P. Member 100%
Fellsway Associates Holdings Company, LLC Delaware Regency Centers, L.P.<br><br>Charter Fellsway, LLC<br><br>Charter Fellsway Group, LLC Member<br><br>Member<br><br>Member 75%<br><br>24%<br><br>1%
Fellsway Associates, LLC Delaware Fellsway Associates Holdings Company, LLC Member 100%
Fellsway Property, LLC Delaware Fellsway Associates Holdings Company, LLC Member 100%
Fontainebleau Square, LLC Delaware Regency Centers, L.P. Member 100%
Gateway 101, LLC Delaware Regency Centers, L.P. Member 100%
Gateway Azco GP, LLC Delaware Regency Centers, L.P. Member 100%
Gateway Azco LP, LLC Delaware Regency Centers, L.P. Member 100%
AZCO Partners Pennsylvania Gateway Azco Partners GP, LLC<br><br>Gateway Azco LP, LLC<br><br>Regency Centers, L.P. General Partner<br><br>Limited Partner<br><br>Limited Partner 1%<br><br>89%<br><br>10%
Glen Oak Glenview, LLC Delaware Regency Centers, L.P. Member 100%
Grand Ridge Plaza I, LLC Delaware Regency Centers, L.P. Member 100%
Grand Ridge Plaza II, LLC Delaware Regency Centers, L.P. Member 100%
Hibernia North, LLC Delaware Regency Centers, L.P. Member 100%
Hickory Creek Plaza, LLC Delaware Regency Centers, L.P. Member 100%
Hoadly Regency, LLC Delaware Regency Centers, L.P. Member 100%
Holly Park Property, LLC Delaware Regency Centers, L.P. Member 100%
Hunters Lake Tampa, LLC Delaware Regency Centers, L.P. Member 100%
Indian Springs at Woodlands, Ltd. Texas Indian Springs GP, LLC<br><br>Regency Centers, L.P. General Partner<br><br>Limited Partner 0.1%<br><br>99.9%
Indian Springs GP, LLC Delaware Regency Centers, L.P. Member 100%
La Floresta Regency, LLC Delaware Regency Centers, L.P. Member 100%
Lee Regency, LLC Delaware Regency Centers, L.P. Member 100%
The Marketplace at Briargate, LLC Delaware Regency Centers, L.P. Member 100%
NTC-REG, LLC Delaware Regency Centers, L.P. Member 100%
New Smyrna Regency, LLC Delaware Regency Centers, L.P. Member 100%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
Northlake Village Shopping Center, LLC Florida Regency Centers, L.P. Member 100%
Oakshade Regency, LLC Delaware Regency Centers, L.P. Member 100%
Ocala Corners, LLC Delaware Regency Centers, L.P. Member 100%
Otay Mesa Crossing, LLC Delaware Regency Centers, L.P.<br><br>Transcan Otay Mesa, LLC Managing Member<br><br>Member Varies
Parmer Tech Ridge, LLC Delaware Regency Centers, L.P. Member 100%
Regency Centers Acquisitions, LLC Delaware Regency Centers, L.P. Member 100%
Regency Centers Advisors, LLC Florida Regency Centers, L.P. Member 100%
Red Bank Village, LLC Delaware Regency Centers, L.P. Member 100%
Regency Blue Ash, LLC Delaware Regency Centers, L.P. Member 100%
Regency Marinita-LaQuinta, LLC Delaware Regency Centers, L.P.<br><br>Marinita Development Co. Managing Member<br><br>Member Varies
Regency NC GP, LLC Delaware Regency Centers, L.P. Member 100%
Regency-Kleban Properties, LLC Delaware Regency Centers, L.P.<br><br>Brick Walk Associates, LLC<br><br>Pine Tree Ventures, LLC<br><br>Bright Star, LLC<br><br>1261 Post Road Associates, LLC<br><br>Kleban Holding Company, LLC<br><br>Kleban Holding Company II, LLC<br><br>Kleban Fairfield, LLC<br><br>Alida Kleban Holding Company, LLC<br><br>Sun Realty Associates, LLC<br><br>Kleban Development Company<br><br>FBW, LLC Member<br><br>Member<br><br>Member<br><br>Member<br><br>Member<br><br>Member<br><br>Member<br><br>Member<br><br>Member<br><br>Member<br><br>Member<br><br>Member 80.0000%<br><br>5.1676%<br><br>1.1789%<br><br>0.9871%<br><br>1.3768%<br><br>2.6451%<br><br>0.7769%<br><br>1.1790%<br><br>0.8306%<br><br>3.9009%<br><br>0.4598%<br><br>1.4973%
R-K Brick Walk I, LLC Delaware Regency-Kleban Properties, LLC Member 100%
R-K Brick Walk II, LLC Delaware Regency-Kleban Properties, LLC Member 100%
R-K Brick Walk III, LLC Delaware Regency-Kleban Properties, LLC Member 100%
R-K Brick Walk IV, LLC Delaware Regency-Kleban Properties, LLC Member 100%
R-K Brick Walk V, LLC Delaware Regency-Kleban Properties, LLC Member 100%
R-K Fairfield I, LLC Delaware Regency-Kleban Properties, LLC Member 100%
R-K Fairfield IV, LLC Delaware Regency-Kleban Properties, LLC Member 100%
R-K Fairfield V, LLC Delaware Regency-Kleban Properties, LLC Member 100%
R-K Black Rock I, LLC Delaware Regency-Kleban Properties, LLC Member 100%
R-K Black Rock II, LLC Delaware Regency-Kleban Properties, LLC Member 100%
R-K Black Rock III, LLC Delaware Regency-Kleban Properties, LLC Member 100%
Regency Village at Dublin, LLC Delaware Regency Centers, L.P. Member 100%
Sandy Springs Regency, LLC Delaware Regency Centers, L.P. Member 100%
SEPR Regency, LLC Delaware Regency Centers, L.P. Member 100%
Shops at Saugus, LLC Delaware Regency Centers, L.P. Member 100%
Shops at Mira Vista Regency, LLC Delaware Regency Centers, L.P. Member 100%
Shoppes on Riverside Jax, LLC Delaware Regency Centers, L.P. Member 100%
Southpark Cinco Ranch, LLC Delaware Regency Centers, L.P. Member 100%
Spring Hill Town Center, LLC Delaware Regency Centers, L.P. Member 100%
T&R New Albany Development Company, LLC Ohio Regency Centers, L.P. Member 100%
Tinwood, LLC Delaware Regency Centers, L.P.<br><br>Real Sub, LLC Managing Member<br><br>Member 50%<br><br>50%
Tinwood-Pebblebrooke, LLC Delaware Tinwood, LLC Member 100%
Twin City Plaza Member, LLC Delaware Regency Centers, L.P. Member 100%
Twin City Plaza, LLC Delaware Twin City Plaza Member, LLC Member 100%
UC Shopping Center, LLC Delaware Regency Centers, L.P. Member 100%
Uncommon, LLC Delaware Regency Centers, L.P. Member 100%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
Uptown Member, LLC Delaware Regency Centers, L.P. Member 100%
Uptown District Regency, LLC Delaware Uptown Member, LLC Member 100%
WFC-Purnell, L.P. Delaware Regency NC GP, LLC<br><br>Regency Centers, L.P. General Partner<br><br>Limited Partner 1%<br><br>99%
Willow Festival Regency, LLC Delaware Regency Centers, L.P. Member 100%
Willow Oaks Crossing, LLC Delaware Regency Centers, L.P. Member 100%
Regency Realty Group, Inc. Florida Regency Centers, L.P. Common Stock 100%
1488-2978 SC GP, LLC Delaware Regency Centers, L.P. Member 100%
1488-2978 SC, L.P. Texas 1488-2978 SC GP, LLC<br><br>Regency Centers, L.P. General Partner<br><br>Limited Partner 1%<br><br>99%
Centerplace of Greeley III, LLC Delaware Regency Realty Group, Inc. Member 100%
East San Marco, LLC Florida Regency Realty Group, Inc. Member 100%
Lower Nazareth LP Holding, LLC Delaware Regency Realty Group, Inc. Member 100%
Lower Nazareth Partner, LP Delaware Regency Realty Group, Inc.<br><br>Lower Nazareth LP Holding, LLC Limited Partner<br><br>General Partner 100%<br><br>0%
Lower Nazareth GP, LLC Delaware Regency Realty Group, Inc. Member 100%
Lower Nazareth Commons, LP Delaware Lower Nazareth GP, LLC<br><br>Lower Nazareth Partner, LP General Partner<br><br>Limited Partner .5%<br><br>99.5%
NorthGate Regency, LLC Delaware Regency Centers, L.P. Member 100%
Paso Golden Hill, LLC Delaware Regency Realty Group, Inc. Member 100%
RB Schererville Crossings, LLC Delaware Regency Realty Group, Inc.<br><br>WH41, LLC Managing Member<br><br>Member Varies
Regency Solar, LLC Delaware Regency Realty Group, Inc. Member 100%
Regency Solar II, LLC Delaware New Regency Realty Group, Inc. Member 100%
Seminole Shoppes, LLC Delaware Regency Centers, L.P. Member 100%
Shops at Quail Creek, LLC Delaware Regency Realty Group, Inc. Member 100%
Stonewall Regency, LLC Delaware Regency Centers, L.P. Member 100%
US Regency Hasley Canyon Village, LLC Delaware Sequoia Reverse AHS, LLC Member 100%
US Regency Blossom Valley, LLC Delaware Parnassus Reverse BB, LLC Member 100%
US Regency Alden Bridge, LLC Delaware Sequoia Reverse AHS, LLC Member 100%
US Regency Bethany Park Place, LLC Delaware Parnassus Reverse BB, LLC Member 100%
US Regency Shiloh Springs, LLC Delaware Sequoia Reverse AHS, LLC Member 100%
US Regency Willa Springs, LLC Delaware Regency Centers, L.P. Member 100%
US Regency Dunwoody Hall, LLC Delaware Hancock Reverse D, LLC Member 100%
Parnassus Reverse BB, LLC Delaware Equity One Realty & Management CA, Inc. Member 100%
Hancock Reverse D, LLC Delaware Regency Centers, L.P. Member 100%
Sequoia Reverse AHS, LLC Delaware Regency Centers, L.P. Member 100%
Clarendon Regency I, LLC Delaware Regency Centers, L.P. Member 100%
Mellody Farm, LLC Delaware Regency Centers, L.P. Member 100%
Springwoods Village Stuebner/Regency, LLC Delaware Regency Centers, L.P.<br>Spring RRC I, LLC Managing Member<br><br>Member 53%<br><br>47%
Spring Stuebner RRC I Inc. Delaware Springwoods Village Stuebner/Regency, LLC Member 100%
Culver Public Market, LLC Delaware Regency Centers, L.P. Member 100%
Clarendon Regency II, LLC Delaware Regency Centers, L.P. Member 100%
Clarendon Regency III, LLC Delaware Regency Centers, L.P. Member 100%
Clarendon Regency IV, LLC Delaware Regency Centers, L.P. Member 100%
Clarendon Regency V, LLC Delaware Regency Centers, L.P. Member 100%
2C Tustin Legacy, LLC Delaware Regency Centers, L.P. Member 100%
Klahanie Regency, LLC Delaware Regency Centers, L.P. Member 100%
Commonwealth Regency, LLC Delaware Regency Centers, L.P. Member 100%
Commonwealth Regency II, LLC Delaware Regency Centers, L.P. Member 100%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
Bridgewater Regency, LLC Delaware Regency Centers, L.P. Member 100%
Midtown East Regency-ITB, LLC Delaware Regency Centers, L.P.<br>I.T.B. Holdings, L.L.C. Member<br><br>Member 50%<br>50%
The Village at Riverstone, LLC Delaware Regency Centers, L.P. Member 100%
Columbia II Plaza Venezia, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Chimney Rock LQR, LLC Delaware New Regency Realty Group, Inc. Member 100%
Garden City Park, LLC Delaware Regency Centers, L.P. Member 100%
Pinecrest Regency, LLC Delaware Regency Centers, L.P. Member 100%
Regency Springing Member, LLC Delaware Regency Centers, L.P. Member 100%
Regency Goodwyn, LLC Delaware Regency Centers, L.P.<br><br>Richmond Shopping Center, Inc. and Goodwyn Bros. General Partnership Managing Member<br><br>Member Varies
Indigo Square Regency, LLC Delaware Regency Centers, L.P. Member 100%
5510-5520 Broadway, LLC Delaware Regency Centers, L.P. Member 100%
Equity Asset Investor (Talega) LLC Florida Regency Centers, L.P. Member 100%
Equity One (Bridgemill) LLC Georgia Regency Centers, L.P. Member 100%
Equity One (Copps Hill) LLC Florida Regency Centers, L.P. Member 100%
Equity One (Florida Portfolio) LLC Florida Regency Centers, L.P. Member 100%
Equity One (Louisiana Portfolio) LLC Florida Louisiana Holding LLC Member 100%
Equity One (Northeast Portfolio) LLC Massachusetts Regency Centers, L.P. Member 100%
Equity One (San Carlos) LLC Delaware Equity One (West Coast Portfolio) LLC Member 100%
Equity One (Sheridan Plaza) LLC Florida Regency Centers, L.P. Member 100%
Equity One (Southeast Portfolio) LLC Georgia Regency Centers, L.P. Member 100%
Equity One (Westbury Plaza) LLC Delaware Regency Centers, L.P. Member 100%
Equity One (West Coast Portfolio) LLC Florida Regency Centers, L.P. Member 100%
Equity One (Westport) LLC Florida Regency Centers, L.P. Member 100%
Equity One (Westport Village Center) LLC Delaware Regency Centers, L.P. Member 100%
Equity One Realty & Management NE, LLC Massachusetts Regency Centers, L.P. Member 100%
Regency Centers Management, LLC f/k/a Equity One Realty & Management SE, LLC Georgia Regency Centers, L.P. Member 100%
EQY Portfolio Investor (Empire) LLC Florida Regency Centers, L.P. Member 100%
EQY Portfolio Investor (GRI) LLC Florida Regency Centers, L.P. Member 100%
GRI-EQY (Concord) LLC Delaware EQY Portfolio Investor (GRI) LLC Member 100%
Harvard Collection LLC Delaware Regency Centers, L.P. Member 100%
IRT Management LLC Georgia Regency Centers, L.P. Member 100%
IRT Partners, L.P. Georgia Regency Centers, L.P.<br><br>IRT Management LLC General Partner<br><br>Limited Partner 1%<br><br>99%
Louisiana Holding LLC Florida Regency Centers, L.P. Member 100%
Southbury Spirits Member, LLC Connecticut Regency Centers, L.P. Member 100%
Southbury Spirits, LLC Connecticut Southbury Spirits Member, LLC Member 100%
IRT Capital II, LLC (formerly IRT Capital Corporation II) Georgia Regency Centers, L.P. Member 100%
DIM Vastgoed N.V. Netherlands Regency Centers, L.P. Member 100%
EQY-CSC, LLC Delaware Regency Centers, L.P. Member 100%
C&C (US) No. 1, Inc. Delaware Regency Centers. L.P.<br><br>Outside Investors Common Stock<br><br>Preferred Stock 100%<br><br>varies
C&C Delaware, Inc. Delaware C&C (US) No. 1, Inc. Common Stock 100%
621 Colorado Associates, LLC Delaware Equity One Realty & Management CA, Inc. Member 100%
Equity One (Culver) LLC Delaware 621 Colorado Associates, LLC Member 100%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
Equity One Realty & Management CA, Inc. Delaware C&C (US) No. 1, Inc. Common Stock 100%
Equity One (Circle West) LLC Delaware Equity One Realty & Management CA, Inc. Member 100%
Equity One (Compo Acres) LLC Connecticut Equity One Realty & Management CA, Inc. Member 100%
Equity One (Darinor) LLC Delaware Equity One Realty & Management CA, Inc. Member 100%
Equity One (Metropolitan) LLC Delaware Equity One Realty & Management CA, Inc. Member 100%
Equity One (Post Road) LLC Connecticut Equity One Realty & Management CA, Inc. Member 100%
Equity One (Ralphs Circle) LLC Delaware Equity One Realty & Management CA, Inc. Member 100%
Equity One (Vons Circle) LLC Delaware Equity One Realty & Management CA, Inc. Member 100%
Marketplace Center, Inc. California Equity One Realty & Management CA, Inc. Common Stock 100%
Daly City Serramonte Center, LLC Delaware Equity One Realty & Management CA, Inc. Member 100%
Serramonte Center Holding Co. LLC Delaware Daly City Serramonte Center, LLC Member 100%
Willows Center Concord, Inc. California Equity One Realty & Management CA, Inc. Common Stock 100%
Willows Center Concord, LLC California Willows Center Concord, Inc. Member 100%
G.S. Associates Holding Corp. Delaware Equity One Realty & Management CA, Inc. Common Stock 100%
G.S. Associates Joint Venture 326118 California Equity One Realty & Management CA, Inc.<br><br>G.S. Associates Holding Corp. Partner<br><br>Partner 99.9%<br><br>0.1%
Escuela Shopping Center, LLC Delaware G.S. Associates Joint Venture 326118 Member 100%
Equity One JV Portfolio LLC Delaware EQY Portfolio Investor (Empire) LLC<br><br>New York Common Fund Managing Member<br><br>Member 30%<br><br>70%
Equity One JV Sub Riverfront Plaza LLC Delaware Equity One JV Portfolio LLC Member 100%
Equity One (Country Walk) LLC Delaware Equity One JV Portfolio LLC Member 100%
Equity One JV Sub CT Path LLC Delaware Equity One JV Portfolio LLC Member 100%
Equity One JV Sub Veranda LLC Delaware Equity One JV Portfolio LLC Member 100%
Equity One JV Sub Northborough LLC Delaware Equity One JV Portfolio LLC Member 100%
Equity One JV Sub Grove LLC Delaware Equity One JV Portfolio LLC Member 100%
Sunlake-Equity One LLC Delaware Regency Centers, L.P. Member 100%
EQY Talega LLC Delaware Equity Asset Investor (Talega) LLC<br><br>Regency Centers, L.P. Member<br><br>Managing Member 99%<br><br>1%
Talega Village Center JV, LLC Delaware EQY Talega LLC<br><br>Regency Centers, L.P. Member<br><br>Managing Member 99%<br><br>1%
Talega Village Center, LLC Delaware Talega Village Center JV, LLC Member 100%
Riverstone Market SWC, LLC Delaware Regency Centers, L.P. Member 100%
Columbia II Metuchen, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Glengary Shoppes LLC Delaware DIM Vastgoed, N.V. Member 100%
Hammocks Town Center LLC Delaware DIM Vastgoed, N.V. Member 100%
Magnolia Shoppes LLC Delaware DIM Vastgoed, N.V. Member 100%
Scripps REG, LLC Delaware Regency Centers, L.P. Member 100%
Hewlett I Regency, LLC Delaware Regency Centers, L.P. Member 100%
Hewlett II Regency, LLC Delaware Regency Centers, L.P. Member 100%
Roosevelt Square Regency, LLC Delaware Regency Centers, L.P. Member 100%
Rivertowns Square Regency, LLC Delaware Regency Centers, L.P. Member 100%
Shops on Main LQR, LLC Indiana RB Schererville Crossings, LLC Member 100%
Block in Ballard II, LLC Delaware Block in Ballard II JV, LLC Member 100%
Block in Ballard II JV, LLC Delaware Regency Centers, L.P.<br><br>1290 Broadway Lane REIT, LLC Managing Member<br><br>Member 49.9%<br><br>50.1%
Block in Ballard I JV, LLC Delaware Regency Centers, L.P.<br><br>Principal Enhanced Property Fund, L.P. Managing Member<br><br>Member 49.9%<br><br>50.1%
Block in Ballard, LLC Delaware Reflections at the Lake REIT, LLC Member 100%
Reflections at the Lake REIT, LLC Delaware Block in Ballard I JV, LLC Member 100%
Melrose Market Regency, LLC Delaware Regency Centers, L.P. Member 100%
TF REG, LLC Delaware Regency Centers, L.P. Managing Member 35%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
Outside Investors Members 65%
New Regency Realty Group, Inc. Florida Regency Centers, L.P. Member 100%
6401 Roosevelt Regency, LLC Delaware Regency Centers, L.P. Member 100%
Pruneyard Regency, LLC Delaware Regency Centers, L.P. Member 100%
Old Bridge Regency, LLC Delaware Regency Centers, L.P. Member 100%
Old Bridge Regency-Village, LLC Delaware Old Bridge Regency, LLC<br><br>Village Old Bridge LLC Member<br><br>Member 80%<br><br>20%
Restaurant Ventures, LLC Delaware RB Schererville Crossings, LLC Member 100%
NRRG Net, LLC Delaware New Regency Realty Group, Inc. Member 100%
Stonewall Regency Lending, LLC Delaware Equity One Realty & Management CA, Inc. Member 100%
Regency Protective Trust II Florida New Regency Realty Group, Inc. Beneficiary 100%
NRRG Investments I, Inc. Florida New Regency Realty Group, Inc. Common Stock 100%
Regency Kensington Bethesda Member, LLC Maryland NRRG Investments I, Inc.<br><br>Kensington Bethesda Investor, LLC Member<br><br>Member varies
Regency Kensington Bethesda Owner, LLC Maryland Regency Kensington Bethesda Member, LLC Member 100%
Eastfield at Baybrook, LLC Delaware Regency Centers, L.P.<br><br>North Eastfield Grocery, LLC Member<br><br>Member 50%<br><br>50%
Eastfield REG, LLC Delaware Regency Centers, L.P. Member 100%
Blakeney Crossing Regency, LLC Delaware Regency Centers, L.P. Member 100%
Blakeney Regency, LLC Delaware Regency Centers, L.P. Member 100%
Island Village Regency, LLC Delaware Regency Centers, L.P. Member 100%
Columbia II Naperville Plaza, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Long Island Regency Holdings, LLC Delaware Regency Centers, L.P. Member 100%
Valley Stream Regency, LLC Delaware Long Island Regency Holdings, LLC Member 100%
Eastport Regency, LLC Delaware Long Island Regency Holdings, LLC Member 100%
Wading River Regency, LLC Delaware Long Island Regency Holdings, LLC Member 100%
East Meadow Regency, LLC Delaware Long Island Regency Holdings, LLC Member 100%
East Meadow Plaza Regency, LLC Delaware Regency Centers, L.P. Member 100%
Sienna Pkwy Retail, LLC Delaware Regency Centers, L.P. Member 100%
IRPF Jenkintown Baederwood Member, LLC Delaware Regency Centers, L.P. Member 100%
Baederwood Fairway, LLC Delaware Charter Jenkintown, LLC<br><br>IRPF Jenkintown Baederwood Member, LLC Member<br><br>Member 80%<br><br>20%
RidgeGate Couplet Grocery Center, LLC Delaware Regency Centers, L.P. Member 100%
Jordan Ranch Grocer, LLC Delaware Regency Centers, L.P. Member 100%
Energy Enterprise Group – JV, LLC Delaware GRI-Regency, LLC Member 100%
Energy Enterprise Group, LLC Delaware New Regency Realty Group, Inc. Member 100%
Westbard TH Regency, LLC Delaware Regency Centers, L.P.<br><br>New Regency Realty Group. Inc. Member<br><br>Member 79%<br><br>21%
Nohl Plaza, LLC Delaware Regency Centers, L.P. Member 100%
Cheshire Regency, LLC Delaware Regency Centers, L.P. Member 100%
Columbia II Old Town Square, LLC Delaware Columbia Regency Partners II, LLC Member 100%
Oakley Regency, LLC Delaware Regency Centers, L.P. Member 100%
Burlywood Centers, LLC Delaware Regency Centers, L.P. Member 100%
Burlywood Centers I, LLC Delaware Regency Centers, L.P. Member 100%
Burlywood Centers II, LLC Delaware Regency Centers, L.P. Member 100%
Burlywood Centers III, LLC Delaware Regency Centers, L.P. Member 100%
Burlywood Centers IV, LLC Delaware Regency Centers, L.P. Member 100%
Burlywood Centers V, LLC Delaware Regency Centers, L.P. Member 100%
Burlywood Centers VI, LLC Delaware Regency Centers, L.P. Member 100%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
Burlywood Centers VII, LLC Delaware Regency Centers, L.P. Member 100%
Burlywood Centers VIII, LLC Delaware Regency Centers, L.P. Member 100%
Burlywood Centers IX, LLC Delaware Regency Centers, L.P. Member 100%
Burlywood Centers X, LLC Delaware Regency Centers, L.P. Member 100%
REB-UB Properties, LLC Maryland Hercules Merger Sub, LLC Member 100%
UB Solar, Inc. New Jersey New Regency Realty Group, Inc. Member 100%
UB Solar SPE Yorktown, LLC Delaware UB Solar, Inc. Member 100%
Hercules Merger Sub, LLC Maryland Regency Centers, L.P. Member 100%
323 Railroad, LLC Delaware REG-UB Properties, LLC Member 100%
Pompton Lakes Towne Square Urban Renewal Entity, LLC New Jersey REG-UB Properties, LLC Member 100%
Pompton Lakes Towne Square Urban Renewal Entity II (Retail), LLC New Jersey REG-UB Properties, LLC Member 100%
Staples Plaza Self Storage, LLC Delaware REG-UB Properties, LLC Member 100%
The Dock Self Storage, LLC Delaware REG-UB Properties, LLC Member 100%
UB 970 High Ridge, LLC Delaware REG-UB Properties, LLC Member 100%
UB 1031 Parking, LLC Connecticut REG-UB Properties, LLC Member 100%
UB Bloomfield I, LLC Delaware REG-UB Properties, LLC Member 100%
UB Boonton I, LLC Delaware REG-UB Properties, LLC Member 100%
UB Brewster, LLC Delaware REG-UB Properties, LLC Member 100%
UB Chestnut, LLC New Jersey REG-UB Properties, LLC Member 100%
UB Danbury, LLC Delaware REG-UB Properties, LLC Member 100%
UB Darien, LLC Delaware REG-UB Properties, LLC Member 100%
UB Derby I, LLC Delaware REG-UB Properties, LLC Member 100%
UB Dockside, LLC Delaware REG-UB Properties, LLC Member 100%
UB Eastchester Plaza, LLC Delaware REG-UB Properties, LLC Member 100%
UB Fairfield Centre, LLC Delaware REG-UB Properties, LLC Member 100%
UB Fort Lee I, LLC New Jersey REG-UB Properties, LLC Member 100%
UB Greenwich I, LLC Connecticut REG-UB Properties, LLC Member 100%
UB Greenwich II-OGCC, LLC Connecticut REG-UB Properties, LLC Member 100%
UB Harrison I, LLC New York REG-UB Properties, LLC Member 100%
UB Kinnelon I, LLC New Jersey REG-UB Properties, LLC Member 100%
UB Litchfield, LLC Delaware REG-UB Properties, LLC Member 100%
UB McLean, LLC New York REG-UB Properties, LLC Member 100%
UB Midland Park, I, LLC New Jersey REG-UB Properties, LLC Member 100%
UB Midway I, LLC Delaware REG-UB Properties, LLC Member 100%
UB Midway II, LLC Delaware REG-UB Properties, LLC Member 100%
UB New City I, LLC Delaware REG-UB Properties, LLC Member 100%
UB New Milford, LLC Delaware REG-UB Properties, LLC Member 100%
UB New Providence, LLC Delaware REG-UB Properties, LLC Member 100%
UB Newfield Green, LLC Connecticut REG-UB Properties, LLC Member 100%
UB NM Fairfield Plaza, LLC Delaware REG-UB Properties, LLC Member 100%
UB Passaic I, LLC Delaware REG-UB Properties, LLC Member 100%
UB Pompton Lakes I, LLC New Jersey REG-UB Properties, LLC Member 100%
UB Putnam, LLC Delaware REG-UB Properties, LLC Member 100%
UB Railside, LLC Delaware REG-UB Properties, LLC Member 100%
UB Riverhead I, LLC New York REG-UB Properties, LLC Member 100%
UB Riverhead II, LLC New York REG-UB Properties, LLC Member 100%
UB Rye LLC New York REG-UB Properties, LLC Member 100%
UB Shelton Gas Pad, LLC Delaware REG-UB Properties, LLC Member 100%
UB Shelton Square, LLC Delaware REG-UB Properties, LLC Member 100%
UB Somers Sub, LLC New York REG-UB Properties, LLC Member 100%
UB Stratford I, LLC Delaware REG-UB Properties, LLC Member 100%

Exhibit 21

REGENCY CENTERS CORPORATION

and

REGENCY CENTERS, L.P.

Subsidiaries

(Regency Centers, L.P. is a subsidiary of Regency Centers Corporation)

Entity Jurisdiction Owner(s) Nature of<br><br>Interest % of<br>Ownership
UB Tanglewood, LLC Delaware REG-UB Properties, LLC Member 100%
UB Waldwick I, LLC Delaware REG-UB Properties, LLC Member 100%
UB Wyckoff I, LLC New Jersey REG-UB Properties, LLC Member 100%
UB Yorktown, LLC Delaware REG-UB Properties, LLC Member 100%
UB Stamford, L.P. Delaware REG-UB Properties, LLC<br><br>UB Katonah, LLC General Partner<br><br>Limited Partner 98.774%<br><br>1.226%
UB Katonah, LLC New York REG-UB Properties, LLC Member 100%
UB Ironbound, L.P. Delaware UB Ironbound GP, LLC<br><br>REG-UB Properties, LLC General Partner<br><br>Limited Partner 84.02%<br><br>15.98%
UB Ironbound GP, LLC Delaware REG-UB Properties, LLC Member 100%
Airport Beverages, Inc. Connecticut REG-UB Properties, LLC Shareholder 100%
Greens Farms Beverages, Inc. Connecticut REG-UB Properties, LLC Shareholder 100%
Ridgeway Beverages, Inc. Connecticut REG-UB Properties, LLC Shareholder 100%
The Dock Wine and Liquors, Inc. Connecticut REG-UB Properties, LLC Shareholder 100%
Veterans Plaza Beverages, Inc. Connecticut REG-UB Properties, LLC Shareholder 100%
UB High Ridge, LLC Delaware REG-UB Properties, LLC<br><br>Various Individuals Managing Member<br><br>Other Members 30.3%<br><br>69.7%
UB High Ridge SPE, LLC Delaware UB High Ridge, LLC Member 100%
UB Dumont I, LLC Delaware REG-UB Properties, LLC<br><br>Various Individuals Managing Member<br><br>Other Members 43.1%<br><br>56.9%
Midway Shopping Center, L.P. New York UB Midway I, LLC<br><br>UB Midway II, LLC<br><br>Steinburg Group<br><br>Various Individuals General Partner<br><br>Limited Partner<br><br>General Partner<br><br>Limited Partner 9.97%<br><br>1.83%<br><br>12.52%<br><br>75.68%
McLean Plaza Associates, LLC New York UB McLean, LLC<br><br>CP-700 McLean Avenue LLC<br><br>JB-700 McLean Avenue LLC Managing Member<br><br>Member<br><br>Member 53.45%<br><br>24.5%<br><br>22.05%
UB Orangeburg, LLC Delaware REG-UB Properties, LLC<br><br>JLJ Management Co. Managing Member<br><br>Member 43.8%<br><br>56.2%
Riverhead Spirits, Inc. New York REG-UB Properties, LLC<br><br>Lerner Spirits LLC Shareholder<br><br>Shareholder 50%<br><br>50%
BDG Sun-Vet, LLC New York Regency Centers, L.P.<br><br>BDG SV Five, LLC Managing Member 99.2%<br><br>0.8%
Clarendon Regency LQR Holding I, LLC Delaware New Regency Realty Group, Inc. Member 100%
Clarendon Regency LQR Holding II, LLC Delaware Clarendon Regency Holding I, LLC Member 100%
Clarendon Regency LQR Commons, LLC Delaware Clarendon Regency Holding II, LLC Member 100%
Westbard Square LQR, LLC Delaware New Regency Realty Group, Inc. Member 100%

EX-22

Exhibit 22

SUBSIDIARY GUARANTORS AND ISSUERS OF GUARANTEED SECURITIES

As of December 31, 2023, Regency Centers Corporation owned approximately 99.4% of the outstanding common partnership units of Regency Centers, L.P.

Guaranteed Securities Issuer Guarantor
$250 million 3.75% notes due June 15, 2024 Regency Centers, L.P. Regency Centers Corporation
$250 million 3.90% notes due November 1, 2025 Regency Centers, L.P. Regency Centers Corporation
$100 million 3.81% notes due May 11, 2026 Regency Centers, L.P. Regency Centers Corporation
$100 million 3.91% notes due August 11, 2026 Regency Centers, L.P. Regency Centers Corporation
$525 million 3.60% notes due February 1, 2027 Regency Centers, L.P. Regency Centers Corporation
$300 million 4.125% notes due March 15, 2028 Regency Centers, L.P. Regency Centers Corporation
$425 million 2.95% notes due September 15, 2029 Regency Centers, L.P. Regency Centers Corporation
$600 million 3.70% notes due June 15, 2030 Regency Centers, L.P. Regency Centers Corporation
$425 million 4.40% notes due February 1, 2047 Regency Centers, L.P. Regency Centers Corporation
$300 million 4.65% notes due March 15, 2049 Regency Centers, L.P. Regency Centers Corporation

EX-23.1

Exhibit 23.1

KPMG LLP<br><br>Suite 500<br><br>501 Riverside Avenue<br><br>Jacksonville, FL 32202

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the registration statements (No. 333-270763) on Form S-3 ASR, (No. 333-125858 and No. 333-202971) on Form S-3, and (No. 333-24971, No. 333-149872, No. 333-239423, No. 333-231427 and No. 333-174662) on Form S-8 of Regency Centers Corporation and (No. 333-270763-01) on Form S-3 ASR of Regency Centers, L.P. of our reports dated February 16, 2024, with respect to the consolidated financial statements of Regency Centers Corporation and Regency Centers, L.P. and the effectiveness of internal control over financial reporting.

/s/ KPMG LLP

Jacksonville, Florida

February 16, 2024

EX-31.1

Exhibit 31.1

Certification of Chief Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act and Rule 13a-14(a)

or 15d-14(a) under the Securities Exchange Act of 1934

I, Lisa Palmer, certify that:

1. I have reviewed this Annual Report on Form 10-K of Regency Centers Corporation (“registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: February 16, 2024

/s/ Lisa Palmer
Lisa Palmer
President and Chief Executive Officer

EX-31.2

Exhibit 31.2

Certification of Chief Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act and Rule 13a-14(a)

or 15d-14(a) under the Securities Exchange Act of 1934

I, Michael J. Mas, certify that:

1. I have reviewed this Annual Report on Form 10-K of Regency Centers Corporation (“registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: February 16, 2024

/s/ Michael J. Mas
Michael J. Mas
Executive Vice President, Chief Financial Officer

EX-31.3

Exhibit 31.3

Certification of Chief Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act and Rule 13a-14(a)

or 15d-14(a) under the Securities Exchange Act of 1934

I, Lisa Palmer, certify that:

1. I have reviewed this Annual Report on Form 10-K of Regency Centers, L.P. (“registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: February 16, 2024

/s/ Lisa Palmer
Lisa Palmer
President and Chief Executive Officer of Regency Centers Corporation, general partner of registrant

EX-31.4

Exhibit 31.4

Certification of Chief Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act and Rule 13a-14(a)

or 15d-14(a) under the Securities Exchange Act of 1934

I, Michael J. Mas, certify that:

1. I have reviewed this Annual Report on Form 10-K of Regency Centers, L.P. (“registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: February 16, 2024

/s/ Michael J. Mas
Michael J. Mas
Executive Vice President, Chief Financial Officer of Regency Centers Corporation, general partner of registrant

EX-32.1

Exhibit 32.1

Written Statement of the Chief Executive Officer

Pursuant to 18 U.S.C. §1350

Solely for the purposes of complying with 18 U.S.C. §1350, I, the undersigned Chief Executive Officer of Regency Centers Corporation, hereby certify, based on my knowledge, that the Annual Report on Form 10-K of Regency Centers Corporation for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934, as amended, and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Regency Centers Corporation as of the dates and for the period express in this Report.

Date: February 16, 2024

/s/ Lisa Palmer
Lisa Palmer
President and Chief Executive Officer

EX-32.2

Exhibit 32.2

Written Statement of the Chief Financial Officer

Pursuant to 18 U.S.C. §1350

Solely for the purposes of complying with 18 U.S.C. §1350, I, the undersigned Chief Financial Officer of Regency Centers Corporation, hereby certify, based on my knowledge, that the Annual Report on Form 10-K of Regency Centers Corporation for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934, as amended, and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Regency Centers Corporation as of the dates and for the period expressed in this Report.

Date: February 16, 2024

/s/ Michael J. Mas
Michael J. Mas
Executive Vice President, Chief Financial Officer

EX-32.3

Exhibit 32.3

Written Statement of the Chief Executive Officer

Pursuant to 18 U.S.C. §1350

Solely for the purposes of complying with 18 U.S.C. §1350, I, the undersigned Chief Executive Officer of Regency Centers, L.P., hereby certify, based on my knowledge, that the Annual Report on Form 10-K of Regency Centers, L.P. for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Regency Centers, L.P. as of the dates and for the periods expressed in this Report.

Date: February 16, 2024

/s/ Lisa Palmer
Lisa Palmer
President and Chief Executive Officer of Regency Centers Corporation, general partner of registrant

EX-32.4

Exhibit 32.4

Written Statement of the Chief Financial Officer

Pursuant to 18 U.S.C. §1350

Solely for the purposes of complying with 18 U.S.C. §1350, I, the undersigned Chief Financial Officer of Regency Centers, L.P., hereby certify, based on my knowledge, that the Annual Report on Form 10-K of Regency Centers, L.P. for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Regency Centers, L.P. as of the dates and for the periods expressed in this Report.

Date: February 16, 2024

/s/ Michael J. Mas
Michael J. Mas
Executive Vice President, Chief Financial Officer of Regency Centers Corporation, general partner of registrant

EX-97

Exhibit 97

REGENCY CENTERS CORPORATION

Restatement Clawback Policy

Purpose

The Board of Directors (the “Board”) of Regency Centers Corporation (the “Company”) believes that it is in the best interests of the Company and its shareholders to maintain a culture that emphasizes executive integrity and accountability and reinforces the Company’s compensation philosophies by aligning its financial performance with policies designed to deliver shareholder value. Accordingly, the Board adopted a clawback policy to provide for the recoupment of certain incentive compensation as a result of a restatement or misconduct. To align the Company’s policy with Nasdaq’s listing standards, which reflect the U.S. Securities and Exchange Commission’s (the “SEC”) rules implementing Section 954 of the Dodd-Frank Act, the Company amended its clawback policy to provide a separate clawback policy for misconduct and a separate clawback policy for a restatement. Both polices will be deemed effective as of the date Nasdaq listed companies are required to comply with listing standards for recoupment related to restatements (the “Effective Date”).

Definitions

For purposes of the Company’s Restatement Clawback Policy (the “Policy”), the following terms shall have the meanings set forth below:

(a) “Applicable Period” means the three completed fiscal years preceding the earlier of: (i) the date that the Board, a committee of the Board, or the officer or officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare a Restatement; or (ii) the date a court, regulator, or other legally authorized body directs the Company to prepare a Restatement.

(b) “Covered Person” means any current or former executive chairman of the board, president and chief executive officer, principal financial officer, principal accounting officer (or if there is no such accounting officer, the controller), any vice-president of the Company in charge of a principal business unit, division, or function (such as sales, administration, or finance), any other officer who performs a policy-making function, or any other person (including any executive officer of the Company’s affiliates) who performs similar policy-making functions for the Company which shall also include any officer who has or had been designated as an executive officer for purposes of Section 16 of the Securities Exchange Act of 1934.

(c) “Financial Reporting Measure” means a measure that is determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements (including “non-GAAP” financial measures, such as those appearing in earnings releases), and any measure that is derived wholly or in part from such measure. Examples of Financial Reporting Measures include measures based on: revenues, net income, operating income, financial ratios, EBITDA, liquidity measures, return measures (such as return on assets), funds from operations (“FFO”), all derivations of FFO such as Nareit FFO and core operating

earnings, profitability of one or more segments, sales per square foot, same store sales, revenue per user, and cost per employee. Stock price and total shareholder return (“TSR”) also are Financial Reporting Measures.

(d) “Impracticable” means, after exercising a normal due process review of all the relevant facts and circumstances and taking all steps required by Exchange Act Rule 10D-1 and any applicable exchange listing standard, the Board or any committee of the Board delegated powers under this Policy determines that recovery of the Incentive-Based Compensation is not practicable because: (i) it has determined that the direct expense that the Company would pay to a third party to assist in recovering the Incentive-Based Compensation or would exceed the amount to be recovered; (ii) it has concluded that the recovery of the Incentive-Based Compensation would violate home country law adopted prior to November 28, 2022; or (iii) it has determined that the recovery of Incentive-Based Compensation would cause a tax-qualified retirement plan, under which benefits are broadly available to the Company’s employees, to fail to meet the requirements of the U.S Internal Revenue Code and regulations thereunder.

(e) “Incentive-Based Compensation” includes any compensation that is granted, earned, or vested based wholly or in part upon the attainment of a Financial Reporting Measure; however, it does not include: (i) base salaries; (ii) discretionary cash bonuses; (iii) awards (either cash or equity) that are based upon subjective, strategic or operational standards; and (iv) equity awards that vest solely on the passage of time.

(f) “Received,” for purposes of Incentive-Based Compensation, is deemed “Received” in any Company fiscal period during which the Financial Reporting Measure specified in the Incentive-Based Compensation award is attained, even if the payment or grant of the Incentive-Based Compensation occurs after the end of that period.

(g) “Recoverable Compensation” means all Incentive-Based Compensation (calculated on a pre-tax basis) Received on or after the Effective Date by a person: (i) after beginning service as an Executive Officer; (ii) who served as an Executive Officer at any time during the performance period for that Incentive-Based Compensation; (iii) while the Company had a class of securities listed on a national securities exchange or national securities association; and (iv) during the Applicable Period, that exceeded the amount of Incentive-Based Compensation that otherwise would have been Received had the amount been determined based on the Financial Performing Measures, as reflected in the Restatement. With respect to Incentive-Based Compensation based on stock price or TSR, when the amount of erroneously awarded compensation is not subject to mathematical recalculation directly from the information in an accounting restatement, the amount must be based on a reasonable estimate of the effect of the Restatement on the stock price or TSR upon which the Incentive-Based Compensation was received.

(h) “Restatement” means an accounting restatement of any of the Company’s financial statements due to the Company’s material noncompliance with any financial reporting requirement under U.S. securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements (often referred to as a “Big R” restatement), or that would result in a material

misstatement if the error were corrected in the current period or left uncorrected in the current period (often referred to as a “little r” restatement). A Restatement does not include situations in which financial statement changes did not result from material non-compliance with financial reporting requirements, such as, but not limited to: (i) retrospective application of a change in accounting principles; (ii) revision to reportable segment information due to a change in the structure of the Company’s internal organization; (iii) reclassification due to a discontinued operation; (iv) application of a change in reporting entity, such as from a reorganization of entities under common control; (v) adjustment to provision amounts in connection with a prior business combination; and (vi) revision for stock splits, stock dividends, reverse stock splits or other changes in capital structure.

Administration

The Board shall have full authority to administer, amend or terminate this Policy. The Board shall, subject to the provisions of this Policy, make such determinations and interpretations and take such actions in connection with this Policy as it deems necessary, appropriate or advisable. All determinations and interpretations made by the Board shall be final, binding and conclusive. The Board may delegate any of its powers under this Policy to any committee of the Board or any subcommittee or delegate thereof.

Recoupment of Incentive – Based Compensation

If the Company is required to prepare a Restatement, the Board shall, unless the Board or a Board committee determines it to be Impracticable, take reasonably prompt action to recoup all Recoverable Compensation from any Covered Person. Subject to applicable law, the Board may seek to recoup Recoverable Compensation by requiring a Covered Person to repay such amount to the Company; by adding “holdback” or deferral policies to incentive compensation; by adding post-vesting “holding” or “no transfer” policies to equity awards; by set-off of a Covered Person’s other compensation; by reducing future compensation; or by such other means or combination of means as the Board, in its sole discretion, determines to be appropriate. This Policy is in addition to (and not in lieu of) any right of repayment, forfeiture or off-set against any Covered Person that may be available under applicable law or otherwise (whether implemented prior to or after adoption of this Policy). The Board may, in its sole discretion and in the exercise of its business judgment, determine whether and to what extent additional action is appropriate to address the circumstances surrounding any Restatement to minimize the likelihood of any recurrence and to impose such other discipline as it deems appropriate.

This policy is in addition to, and shall in no event limit, the Company’s ability to seek recovery pursuant to the terms of any other plan, policy, or agreement of the Company or its affiliates or of applicable law.

No Indemnification

In no event will the Company indemnify any Covered Person for any compensation that the Covered Person is required to reimburse or forfeit pursuant to this policy.

Disclosures

The Company shall make all disclosures and filings with respect to this Policy and maintain all documents and records that are required by the applicable rules and forms of the SEC (including, without limitation, Rule 10D-1 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) and any applicable exchange listing standard.

Amendment; Termination

This Policy may be amended or terminated at any time by the Board and shall be amended as and when necessary to reflect applicable changes in law and stock exchange listing standards.

Successors

This Policy shall be binding and enforceable against all Covered Persons and their beneficiaries, heirs, executors, administrators or other legal representatives.

Effective Date

This Policy shall be effective as of November 15, 2023.