What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2025-02-24 compared with 2024-02-26 · 600 added, 1836 removed, 1128 unchanged (68% of the section changed)

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The independent registered public accounting firm’s reports, consolidated financial statements and schedule listed in the “Index to Financial Statements” on page F-1 of this Annual Report are filed as part of this report and incorporated herein by this reference.

The independent registered public accounting firms' reports, consolidated financial statements and schedule listed in the “Index to Financial Statements” on page F-1 of this Annual Report are filed as part of this report and incorporated herein by this reference.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

5 unchanged sentences

Management is responsible for establishing and maintaining adequate internal control over financial reporting.

Internal control over financial reporting is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act as a process designed by, or under the supervision of, our principal executive and principal financial officers and effected by Aimco's Board, management and other personnel 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 and includes those policies and procedures that:

Internal control over financial reporting is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act as a process designed by, or under the supervision of, Aimco's principal executive and principal financial officers and effected by Aimco's Board, management and other personnel 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 and includes those policies and procedures that:

• pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of assets;

10 unchanged sentences

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of

Board of Directors and Stockholders

Apartment Investment and Management Company

Opinion on internal control over financial reporting

We have audited Apartment Investment and Management Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Apartment Investment and Management Company (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria.

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, equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 26, 2024 expressed an unqualified opinion thereon.

We have audited the internal control over financial reporting of Apartment Investment and Management Company (a Maryland corporation) and subsidiaries (the “Company”) as of December 31, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by COSO.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Company as of and for the year ended December 31, 2024, and our report dated February 24, 2025 expressed an unqualified opinion on those financial statements.

Basis for opinion

14 unchanged sentences

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/ Ernst & Young LLP

/s/ GRANT THORNTON LLP

Denver, Colorado

19 unchanged sentences

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners and the Board of Directors of

Board of Directors and Partners

Aimco OP L.P.

Opinion on internal control over financial reporting

We have audited Aimco OP L.P.’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Aimco OP L.P.

(the Partnership) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria.

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, partners’ capital and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 26, 2024 expressed an unqualified opinion thereon.

We have audited the internal control over financial reporting of Aimco OP L.P.

(a Maryland corporation) and subsidiaries (the “Partnership”) as of December 31, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

In our opinion, the Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by COSO.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Partnership as of and for the year ended December 31, 2024, and our report dated February 24, 2025 expressed an unqualified opinion on those financial statements.

Basis for opinion

14 unchanged sentences

/s/ Ernst & Young LLP

/s/ GRANT THORNTON LLP

Denver, Colorado

1 unchanged sentence

OTH ER INFORMATION

During the three months ended December 31, 2024, no director or officer of Aimco or Aimco Operating Partnership adopted or terminated a "Rule 10b5-1 trading agreement" or "non-Rule 10b5-1 trading agreement" each term as defined in Item 408(a) of Regulation S-K.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

1 unchanged sentence

DIRECTORS, EXECU TIVE OFFICERS AND CORPORATE GOVERNANCE

BOARD OF DIRECTORS AND EXECUTIVE OFFICERS

The Board is composed of nine highly qualified directors who bring strong skills, industry experience and track records of driving value.

All nine directors have joined the Board within the past approximately three years, demonstrating a commitment to refreshment and providing fresh perspectives through their varied backgrounds.

The directors of the Company, their ages, dates they began serving on the Board, and their positions on the Board are set forth below.

Director Since

December 2020

Director, President and Chief Executive Officer

December 2020

Director, Chairman of the Nominating, Environmental, Social, and Governance Committee

December 2020

Director, Chairman of the Investment Committee

Jay Paul Leupp

December 2020

Director, Chairman of the Audit Committee

Deborah Smith

December 2020

Chairman of the Board of Directors

December 2022

December 2020

Director, Chairman of the Compensation and Human Resources Committee

The following is a biographical summary of the current directors of the Company.

President and Chief Executive Officer, Aimco

Director since 2020

President and Chief Executive Officer (2020 – present), Executive Vice President, Redevelopment and Acquisitions (2018 – 2020), Senior Vice President, Redevelopment with responsibility for the eastern region (2013 – 2018), held various positions, including Asset Manager, Director, and Vice President of Redevelopment (2004 – 2013), Aimco

Staff Architect, Ai Architecture (now Perkins & Will)

Qualifications

Real Estate, Property / Asset Management and Operations, Capital Markets, Development and Construction, Investment and Finance gained through his experience overseeing Aimco’s redevelopment and development activities nationally, leading acquisitions in the eastern U.S., and prior responsibilities as an Asset Manager for the company

Powell also brings expertise in Business Operations, Financial Expertise and Literacy, and Talent Development and Management

B.EnvD, University of Colorado School of Architecture and Urban Planning

MBA, Northwestern’s Kellogg School of Management

Other Boards / Organizations

Urban Land Institute, Member

National Multi Housing Council, Member

Co-Founder and Managing Partner, Arc Capital Partners

Independent Director since 2020

Co-Founder and Managing Partner, Arc Capital Partners, a Los Angeles real estate investment firm that specializes in urban mixed-use properties (2013 – present)

Managing Director and investment committee member of the Canyon-Johnson Urban Funds (partnership between Canyon Partners and Earvin “Magic” Johnson), Canyon Partners (2003 – 2013)

Executive focused on workouts and portfolio management, Lazard Frères (2000 – 2002)

Vice President, Archstone Communities.

a leading national multifamily REIT focused on apartments in urban locations (1997-2000)

Began real estate investment career at Security Capital Group focused on the multifamily and industrial (Prologis) platforms (1996 – 1997)

Qualifications

Real Estate, Development, Investment, Finance and Business Operations gained through his experience at Arc Capital, where Mr.

Allen is responsible for overall firm strategy, investments, asset management, financing and dispositions, and during his time at Canyon Partners, Lazard and Archstone Communities

Allen also brings Financial Expertise and Literacy and Talent Development and Management experience

BS, Finance, Summa Cum Laude , Wayne State University

MBA, Harvard Business School

Other Boards / Organizations

Mike Ilitch School of Business at Wayne State University, Board member

Wayne State University Foundation, Investment Committee member

Think Together, Board member

Urban Land Institute, Pension Real Estate Association, Member

National Multi Housing Council, Member

Compensation and Human Resources

Nominating, Environmental, Social, and Governance, Chair

Founding Principal and CEO, Banner Oak Capital Partners

Independent Director

Founding Principal and CEO, Banner Oak Capital Partners, a fully integrated, independent investment management platform and Registered Investment Advisor with $5 billion in assets under management (2016 – present)

President, Hunt Realty Investments, where she led the commercial real estate investment management activities for the Hunt family of companies (2010 – 2016);

Senior Vice President (1997 – 2010)

Senior positions, Goldman Sachs’ real estate subsidiary (1994 – 1997)

Began real estate investment career at The Travelers Realty Investment Company on the debt and equity side of the business (1985 – 1994)

Qualifications

Real Estate, Investment and Finance, Capital Markets, Asset Management and Financial Expertise and Literacy gained through her experience at Banner Oak, where Ms.

Gibson oversees all investment activity and is responsible for establishing and implementing the firm’s strategic direction, as well as her time at Hunt Realty Investments where she was responsible for the growth of an extensive and diverse portfolio of direct-owned strategic assets totaling over $3 billion, including a strategic venture with a major pension fund dedicated to investments in real estate operating platforms, and her time at Goldman Sachs overseeing portfolio management and the capital market efforts for over $4 billion in commercial real estate assets

Gibson also brings expertise in Business Operations and Talent Development and Management

BS, Finance, Fairfield University

MBA, University of Connecticut

Chartered Financial Analyst

Other Boards / Organizations

RLJ Lodging Trust (2017 – present)

Pacolet Milliken Enterprises, a private investment company focused on energy and real estate

Urban Land Institute, Member

Industrial and Office Parks Red Council, formerly Vice Chair

Executive Council of the University of Texas Real Estate Finance Council, Member

National Association of Real Estate Investment Managers, Member & previous Chairman

Compensation and Human Resources

Nominating, Environmental, Social, Governance

Investment, Chair

JAY PAUL LEUPP

Co-Founder, Managing Partner, and Senior Portfolio Manager, Terra Firma Asset Management

Independent Director

Co-Founder, Managing Partner, and Senior Portfolio Manager, Real Estate Securities, Terra Firma Asset Management (2020 – present)

Managing Director and Portfolio Manager/Analyst, Global Real Estate Securities, Lazard Asset Management (2011 – 2020)

Founder, President and Chief Executive Officer, also served as the Senior Portfolio Manager for real estate securities mutual funds, Grubb & Ellis Alesco Global Advisors (2007 – 2011 when sold to Lazard)

Managing Director, Real Estate Equity Research, RBC Capital Markets, an investment banking group of the Royal Bank of Canada (2002 – 2006)

Managing Director, Real Estate Equity Research, Robertson Stephens & Co.

Inc., an investment banking firm (1994 – 2002)

Vice President, Staubach Company (1991 – 1994)

Development Manager, Trammell Crow Residential, one of the nation’s largest developers of multifamily housing (1989 – 1991)

Senior Accountant (CPA), KPMG Peat Marwick 1985-1987

Qualifications

Capital Markets, Investment and Finance, Real Estate, and Development gained through his over 28 years of experience as a Portfolio Manager and Managing Director focused on investments in real estate securities and leasing, acquisition and financing of commercial real estate;

Leupp also brings Corporate Governance experience gained through his public and private board service

Leupp brings additional expertise in Accounting and Auditing for Large Business Organizations, Business Operations, Financial Expertise and Literacy, Property / Asset Management and Operations, and Talent Development and Management.

Leupp is a Certified Public Accountant (Inactive Status)

BS, Business Administration, Santa Clara University

MBA, Harvard Business School

Other Boards / Organizations

Health Care Realty (2020 – present)

Marathon Digital Holdings (2021 – present)

Williams Company (private)

The Policy Board of the Fisher Center for Real Estate at the University of California, Berkeley, Member

Santa Clara University’s Trustee Finance Committee, Member

AICPA, Member

Audit, Chair

Compensation and Human Resources

Nominating, Environmental, Social, and Governance

Independent Director

Chief Financial Officer, Executive Vice President and Treasurer, STORE Capital (2021 – 2022)

Managing Director & Global Head of Business Development (2017 – 2021), Managing Director, Co-Global Chief Investment Officer and Chair of the Investment Committee (2012 – 2017), BlackRock Global Real Asset Securities

Senior Portfolio Manager REITs, Aviva Investors (2010 – 2012)

Independent Real Estate Consultant (2006 – 2010)

Managing Director and Portfolio Manager, ING Clarion Real Estate Securities (1997 – 2006)

Vice President and Assistant Portfolio Manager, AEW Capital Management (1994 – 1997)

Region III Facilities Manager, U.S.

Environmental Protection Agency (1989 – 1994)

Realty Specialist, General Services Administration (1987 – 1989)

Qualifications

Investment and Finance, Capital Markets, Corporate Transactions, Business Strategy & Operations, Real Estate, Corporate Governance, and Investor Relations gained through her over 30 years of experience as a REIT CFO and Institutional Investor / Global Head of Business Development focused on real estate securities.

Rexroad served on the BlackRock Advisory Board for Investment Stewardship where she gained significant exposure to how the world’s largest asset manager approaches corporate governance.

She was also a member of BlackRock’s Fundamental Commission Oversight Committee and BlackRock’s Real Assets Sustainability Task Force.

She has expertise in sustainability and ESG and how investors incorporate ESG insights to improve long-term investment outcomes.

She is a frequent speaker at industry events as well as at colleges and universities

Rexroad brings additional expertise in Accounting and Auditing for Large Business Organizations, Business Operations, Financial Expertise and Literacy, and Talent Development and Management

BA, Growth & Structure of Cities, Haverford College

MBA, The Wharton School of the University of Pennsylvania

CFA charterholder

Other Boards / Organizations

Previously served on BlackRock's:

Advisory Board for Investment Stewardship

Fundamental Commission Oversight Committee

Real Assets Sustainability Task Force

Previously served on Nareit's:

Advisory Board of Governors

Nomination Committee of the Advisory Board of Governors

Dividends Through Diversity Steering Committee, Co-Chair

Wharton Women in Leadership

Compensation and Human Resources

Nominating, Environmental, Social, and Governance

DEBORAH SMITH

Co-Founder and CEO, The CenterCap Group

Independent Director

Co-Founder and CEO, The CenterCap Group, a boutique investment bank providing strategic M&A advisory, capital-raising and consulting related services to private and public sector companies and fund managers across the real assets industry (2009 – present);

also serves as Chief Executive Officer of the firm’s two wholly owned subsidiaries, CC Securities (2011 – present) and CenterCap Advisors (2019 – present)

Co-Head of Mergers and Acquisitions and Senior Managing Director, CB Richard Ellis Investors, where she also served on the Global Leadership Team, which oversaw execution of strategies and best practices (2007 – 2009)

Served as an investment banker with Lehman Brothers, Wachovia Securities, and Morgan Stanley

Smith is a frequent speaker at industry conferences and author of numerous industry articles for real estate focused publications.

Qualifications

Investment and Finance, Capital Markets, Corporate Transactions, Business Strategy & Operations, Real Estate, and Marketing gained through her experience as a Co-Founder and CEO at The CenterCap Group where Ms.

Smith heads the firm’s Strategic Capital, Mergers & Acquisitions and Execution efforts, as well as her role as an investment banker at various firms;

Smith has been involved in more than $100 billion of mergers, acquisitions and restructuring transactions and over $500 million of private capital raising assignments to support GP and LP positions for middle-market restructuring, acquisition and development projects across the retail, multifamily, office, hotel and industrial sectors

Smith also brings expertise in Financial Expertise and Literacy, Legal, and Talent Development and Management

Bachelor of Economics, with honors, University of Sydney

Bachelor of Law, with honors, University of Sydney

Compensation and Human Resources

Nominating, Environmental, Social, and Governance

Chairman of the Board

President and CEO,

Stone Interests

Independent Director

President and Chief Executive Officer, R.

Stone Interests (1990 – present)

Served as President of multiple real estate development companies (1988 – 2011), including President and COO, Cousins Properties, an NYSE listed REIT

Qualifications

Investment and Finance, Real Estate, Development, Property / Asset Management and Operations, Capital Markets gained through his over 30-year career investing and developing a variety of projects and joint ventures including the operation and management of one of the country’s largest master planned developments and other large commercial real estate projects and success in getting zoning changes that allowed for multifamily and other non-office uses where prior zoning was commercial

Stone also brings expertise in Business Operations, Corporate Governance, Financial Expertise and Literacy, and Talent Development and Management

Tulane University and Baylor University

JD, Baylor University Law School

Other Boards / Organizations

Cousins Properties (2011 – 2016 and 2018 – present)

Tolleson Wealth

Management, a privately held wealth management firm, and Tolleson Private Bank (2003 – present;

Audit Chairman)

Former Regent, Baylor University;

Chairman (2009 - 2011)

Hunt Companies, Inc.

(2015 – 2016)

Parkway, Inc (2016 – 2017)

Lone Star Bank (former)

Former Chairman, Banking Commission of Texas (previously known as the Texas State Finance Commission)

Compensation and Human Resources

Nominating, Environmental, Social, and Governance

Independent Director

Senior Advisor – Research, Green Street Advisors (2020)

President, Green Street Advisory Group (2014 – 2019)

Head of North American REIT Research, Green Street Advisors (2010 – 2014)

Managing Director/Senior REIT Analyst, Green Street Advisors (1994 – 2009)

Prior to Green Street, served as a real estate investment banker and construction lender at Bank of America and Manufacturers Hanover Trust Company

Qualifications

Real Estate, Capital Markets, Investment and Finance , gained through his 26-year career at Green Street Advisors, the preeminent independent research and advisory firm concentrating on the commercial real estate industry.

During his first 20 years at Green Street, Mr.

Sullivan was a REIT analyst, and he managed the firm's REIT research team for five years.

He then served for five years as President of Green Street's Advisory Group, providing strategic advice to commercial real estate owners and investors around the world.

In his final year at Green Street, Mr.

Sullivan was a Senior Advisor to Green Street's research team, helping to foster best practices across the firm's public and private market research groups.

Sullivan brings additional expertise in Accounting and Auditing for Large Business Organizations, Business Operations, Corporate Governance, Financial Expertise and Literacy, and Operations, and Talent Development and Management

BA, Economics, Duke University

MBA, Finance and Real Estate, Columbia University

Other Boards / Organizations

The James Campbell Company (2022 – present;

Audit Committee Chairman, Compensation Committee Member)

Bixby Land Company (2016 – present;

Compensation Committee Chairman, Audit Committee member)

Compensation and Human Resources

Nominating, Environmental, Social, and Governance

Co-Managing Partner, Accordia Partners

Independent Director

Co-Managing Partner, Accordia Partners, LLC, a real estate development company (2014 – present)

President, Primary Corporation, a real estate company that owns commercial real estate (1993 – present)

President and Managing Director, Urban Strategy America Fund, LLP, a New Boston real estate investment fund (2005 – 2014)

Qualifications

Real Estate, Investment and Finance, Development, Capital Markets, Marketing and Branding, Property / Asset Management and Operations, Financial Expertise and Literacy , gained through his experience at real estate development and commercial real estate companies, as well as his time at a real estate focused investment fund, and perspective gained during his tenure as Chairman of the Federal Reserve Bank of Boston and other roles including service on Fleet Bank and BankBoston’s Community Bank Advisory Boards

Sykes also brings expertise in Corporate Governance and Talent Development

Arch., Cornell University

Graduate, The Harvard Business School Owner and President Management Program

Other Boards / Organizations

Ares Commercial Real Estate Corporation (2017 – 2019)

Natixis Loomis Sayles Funds, Board of Trustees.

Trustee, Audit & Governance Committee Member (2019 – Present)

Federal Reserve Bank of Boston External Diversity Advisory Board, Member (2010 – Present)

Real Estate Executive Council Emeritus Board, Former-Chairman

NAIOP Massachusetts Board Management Committee, Member

The Federal Reserve Bank of Boston, Former Member (2008 – 2014) and Chairman (2012 – 2014)

Compensation and Human Resources, Chair

Nominating, Environmental, Social, and Governance

There are currently no agreements, arrangements, or understandings between any director and any other person pursuant to which any director was appointed to serve as a director of the Board.

Summary of Director Qualifications and Expertise

Below is a summary of the qualifications and expertise of the directors, including expertise relevant to Aimco’s business.

Summary of Director

Qualifications and Expertise

Accounting and Auditing

for Large Business Organizations

Business Operations

Capital Markets

Corporate Governance

Financial Expertise and Literacy

Investment and Finance

Marketing and Branding

Property / Asset Management and Operations

Talent Development and Management

Race/Ethnicity

African American

Asian/Pacific Islander

White/Caucasian

Hispanic/Latino

Native American

Meetings and Committees

The Board held twelve meetings during the year ended December 31, 2023.

During 2023, there were the following four committees:

Compensation and Human Resources;

Nominating, Environmental, Social, and Governance;

and Investment.

During 2023, no director attended fewer than 75% of the aggregate total number of meetings of the Board and each committee on which such director served.

The Corporate Governance Guidelines, as described below, provide that the Company generally expects that the Chairman of the Board will attend all annual and special meetings of the stockholders.

Other members of the Board are not required to attend such meetings.

Eight of Aimco's directors attended the Company’s 2023 Annual Meeting of Stockholders, including the Chairman of the Board, and the Company anticipates that the full Board will attend the annual meeting this year.

Below is a table illustrating the current standing committee memberships and chairmen.

Additional detail on each committee follows the table.

Nominating, Environmental, Social, and Governance

Jay Paul Leupp

Deborah Smith

● indicates a member of the committee

indicates the committee chairman

* indicates the Chairman of the Board

Audit Committee

The Audit Committee currently consists of Messrs.

Leupp and Sullivan and Ms.

L eupp serves as the chairman of the Audit Committee.

The Audit Committee has a written charter that is reviewed annually and was last amended in April 2023.

In addition to the work of the Audit Committee, the chairman has regular and recurring conversations with Ms.

Stanfield, Aimco’s Chief Financial Officer (“CFO”), Ms.

Johnson, Aimco’s Chief Administrative Officer (“CAO”), the head of Aimco’s internal audit function, and representatives of Ernst & Young LLP.

The Audit Committee’s charter is posted on Aimco’s website (www.aimco.com) and is also available in print to stockholders, upon written request to Aimco’s Corporate Secretary.

The Audit Committee’s responsibilities are set forth in the following chart.

Audit Committee Responsibilities

Oversees Aimco’s accounting and financial reporting processes and audits of Aimco’s financial statements.

Directly responsible for the appointment, compensation, and oversight of the independent auditors and the lead engagement partner and makes its appointment based on a variety of factors.

Reviews the scope, and overall plans for and results of the annual audit and internal audit activities.

Oversees management’s negotiation with Ernst & Young LLP concerning fees, and exercises final approval over all Ernst & Young LLP fees.

Consults with management and Ernst & Young LLP with respect to Aimco’s processes for risk assessment and enterprise risk management.

Areas involving risk that are reported on by management and considered by the Audit Committee, the other Board committees, or the Board, include:

operations, liquidity, leverage, finance, financial statements, the financial reporting process, accounting, legal matters, regulatory compliance, information technology and data protection, sustainability, climate risk, ESG, compensation, succession planning, and human resources and human capital.

Consults with management and Ernst & Young LLP regarding, and provides oversight for, Aimco’s financial reporting process, internal control over financial reporting, and the Company’s internal audit function.

Reviews and approves the Company’s policy about the hiring of former employees of independent auditors.

Reviews and approves the Company’s policy for the pre-approval of audit and permitted non-audit services by the independent auditor, and reviews and approves any such services provided pursuant to such policy.

Receives reports pursuant to Aimco’s policy for the submission and confidential treatment of communications from teammates and others concerning accounting, internal control and auditing matters.

Reviews and discusses with management and Ernst & Young LLP quarterly earnings releases prior to their issuance and quarterly reports on Form 10-Q and annual reports on Form 10-K prior to their filing.

Reviews the responsibilities and performance of the Company’s internal audit function, approves the hiring, promotion, demotion or termination of the lead internal auditor, and oversees the lead internal auditor’s periodic performance review and changes to his or her compensation.

Reviews with management the scope and effectiveness of the Company’s disclosure controls and procedures, including for purposes of evaluating the accuracy and fair presentation of the Company’s financial statements in connection with the certifications made by the CEO and CFO.

Meets regularly with members of Aimco management and with Ernst & Young LLP, including periodic meetings in executive session.

Performs an annual review of the Company’s independent auditor, including an assessment of the firm’s experience, expertise, communication, cost, value, and efficiency, and including external data relating to audit quality and performance, including recent Public Company Accounting Oversight Board (PCAOB) reports on Ernst & Young LLP and its peer firms.

Performs an annual review of the lead engagement partner of the Company’s independent auditor and the potential successors for that role.

Periodically evaluates independent audit service providers.

Reviews and discusses periodic reports from management pertaining to information technology security and controls.

The Audit Committee held seven meetings during the year ended December 31, 2023.

As set forth in the Audit Committee’s charter, no director may serve as a member of the Audit Committee if such director serves on the audit committee of more than

two other public companies, unless the Board determines that such simultaneous service would not impair the ability of such director to effectively serve on the Audit Committee.

No member of the Audit Committee serves on the audit committee of more than two other public companies.

Audit Committee Financial Expert

The Board has designated Mr.

Leupp as an “audit committee financial expert.” In addition, all of the members of the Audit Committee qualify as audit committee financial experts.

Each member of the Audit Committee is independent, as that term is defined by Section 303A of the listing standards of the New York Stock Exchange ("NYSE") relating to audit committees.

Compensation and Human Resources Committee

The Compensation and Human Resources Committee currently consists of Messrs.

Allen and Sykes and Mses.

Gibson and Rexroad.

Sykes serves as the chairman of the Compensation and Human Resources Committee.

The chairman meets regularly with Ms.

Johnson, Aimco’s CAO.

The Chairman also has regular conversations with the Compensation and Human Resources Committee’s independent compensation consultant, Willis Towers Watson, and outside counsel with expertise in executive compensation and compensation governance related matters.

The Compensation and Human Resources Committee has a written charter that is reviewed annually and was last amended in April 2023.

The Compensation and Human Resources Committee’s charter is posted on Aimco’s website (www.aimco.com) and is also available in print to stockholders, upon written request to Aimco’s Corporate Secretary.

The Compensation and Human Resources Committee’s responsibilities are set forth in the following charts.

Compensation and Human Resources Committee Responsibilities

Responsible for succession planning in all leadership positions, both in the short term and the long term, with particular focus on CEO and key person succession.

Oversees the Company’s management of the talent pipeline process.

Oversees the goals and objectives of the Company’s executive compensation plans.

Annually evaluates the performance of the CEO.

Determines the CEO’s compensation.

Negotiates and provides for the documentation of any employment agreement (or amendment thereto) with the CEO and other executive officers, as applicable.

Reviews and approves the decisions made by the CEO as to the compensation of the other executive officers.

Approves and grants equity compensation.

Reviews and discusses the Compensation Discussion & Analysis with management.

Oversees the Company’s submission to a stockholder vote of matters relating to compensation, including advisory votes on executive compensation and the frequency of such votes, incentive and other compensation plans, and amendments to such plans.

Considers the results of stockholder advisory votes on executive compensation and takes such results into consideration in connection with the review and approval of executive officer compensation.

Reviews stockholder proposals and advisory stockholder votes relating to executive compensation matters and recommends to the Board the Company’s response to such proposals and votes.

Reviews compensation arrangements to evaluate whether incentive and other forms of pay encourage unnecessary or excessive risk taking.

Oversees, including review and approval of the terms of, the Company's compensation “claw back” policy and agreement between the Company and the Company’s executive officers.

Reviews periodically the goals and objectives of the Company’s executive compensation plans and recommends that the Board amend these goals and objectives if appropriate.

In coordination with the Nominating, Environmental.

Social, and Governance Committee, oversees the Company’s policies and strategies related to human capital.

One of the most important responsibilities of the Compensation and Human Resources Committee is to ensure a succession plan is in place for key members of the Company’s executive management team, including the CEO.

Based on the work of the Compensation and Human Resources Committee, the Board has a succession plan for the CEO position, is prepared to act in the event of a CEO vacancy in the short term, and has identified candidates for succession over the long term.

The Board will select the successor taking into consideration the needs of the organization, the business environment, and each candidate’s skills, experience, expertise, leadership, and fit.

The Company maintains a robust succession planning process, as highlighted in the following chart.

Management Succession

The Company maintains an executive talent pipeline for every executive officer position, including the CEO position, and every other senior officer position within the organization.

The executive talent pipeline includes “interim,” “ready now,” and “under development” candidates for each position.

The Company has an intentional focus on those formally under development for executive roles.

Management is also focused on attracting, developing, and retaining strong talent across the organization.

The executive talent pipeline is formally updated annually and is the main topic of at least one of the Compensation and Human Resources Committee’s meetings each year.

The Compensation and Human Resources Committee also reviews the pipeline in connection with year-end performance and compensation reviews for every executive officer position.

The pipeline is discussed regularly at the management level, as well.

Talent development and succession planning is a coordinated effort among the CEO, the Compensation and Human Resources Committee, and the CAO, as well as each succession candidate.

The Board is provided exposure to succession candidates for executive officer positions.

All executive succession candidates have development plans.

The Company maintains a forward-looking approach to succession.

Positions are filled considering the business strategy and needs at the time of a vacancy and the candidate’s skills, experience, expertise, leadership and fit.

The Company has a proven track record on the development of talented leaders and succession, most recently with the CEO, CFO, and CAO transitions in December 2020.

The Compensation and Human Resources Committee held five meetings during the year ended December 31, 2023.

Nominating, Environmental, Social, and Governance Committee

The Nominating, Environmental, Social, and Governance Committee currently consists of Messrs.

Allen and Sykes and Ms.

Allen serves as the chairman of the Nominating, Environmental, Social, and Governance Committee.

The Nominating, Environmental, Social, and Governance Committee has a written charter that is reviewed annually and was last amended in April 2023.

The Committee’s charter is posted on Aimco’s website (www.aimco.com) and is also available in print to stockholders, upon written request to Aimco’s Corporate Secretary.

The Nominating, Environmental, Social, and Governance Committee’s responsibilities are set forth in the following chart.

Nominating, Environmental, Social, and Governance Committee Responsibilities

Focuses on Board candidates and nominees, and specifically:

Plans for Board refreshment and succession planning for directors;

Identifies and recommends to the Board individuals qualified to serve on the Board;

Identifies, recruits, and, if appropriate, interviews candidates to fill positions on the Board, including persons suggested by stockholders or others;

Reviews each Board member’s suitability for continued service as a director when his or her term expires and when he or she has a change in professional status and recommends whether or not the director should be re-nominated.

Focuses on Board composition and procedures as a whole and recommends, if necessary, measures to be taken so that the Board reflects the appropriate balance of knowledge, experience, skills, expertise, and diversity of perspective and background required for the Board as a whole.

Develops and recommends to the Board a set of corporate governance principles applicable to Aimco and its management.

Maintains a related party transaction policy and oversees any potential related party transactions.

Oversees a systematic and detailed annual evaluation of the Board, committees, and individual directors in an effort to continuously improve the function of the Board.

Considers corporate governance matters that may arise and develops appropriate recommendations, including providing the forum for the Board to consider important matters of public policy and vet stockholder input on a variety of matters.

Reviews corporate governance trends, best practices, and regulations applicable to the corporate governance of the Company and develops appropriate recommendations for the Board.

Oversees the Company’s policies and strategies related to environmental, social, and corporate responsibility matters, including climate-related risks and opportunities and human rights, in coordination with the other standing committees of the Board.

Evaluates relevant, current, and emerging environmental, social, and corporate responsibility risks, opportunities, and trends that may materially impact or be of significance to the business, operations, or performance of the Company, reviews and assesses with management third-party rating reports and scores of the Company on environmental, social, and corporate responsibility matters, reviews with management the Company’s communications strategy on such matters, and develops appropriate recommendations for the Board.

Receives updates from the Company’s management regarding material environmental, social, and corporate responsibility activities, practices, policies, and procedures.

Oversees the Company’s disclosure on environmental, social, and governance matters.

Reviews annually the Company’s public policy advocacy efforts and political and charitable contributions.

The Nominating, Environmental, Social, and Governance Committee held five meetings during the year ended December 31, 2023.

Investment Committee

The Investment Committee currently consists of Messrs.

Leupp and Sullivan and Mses.

Gibson and Smith.

Gibson serves as the chairman of the Investment Committee.

The Investment Committee’s purpose is to provide oversight and guidance to the Company’s management regarding investment decisions.

The Investment Committee's charter is posted on Aimco's website (www.aimco.com) and is also available in print to stockholders, upon written request to Aimco’s Corporate Secretary.

The Investment Committee held four meetings during the year ended December 31, 2023.

The following table sets forth the number of meetings held by the Board and each committee during the year ended December 31, 2023.

Non-Management

and Corporate

Number of Meetings

THE GOVERNANCE OF OUr BOARD

This chart provides a summary overview of Aimco’s governance practices, each of which is described in more detail in the information that follows.

What Aimco Does

Supermajority Independent Board.

Eight of the nine directors, or 89% of the directors, are independent.

Independent Standing Committees.

Only independent directors serve on the Audit, Compensation and Human Resources, Nominating, Environmental, Social, and Governance, and Investment Committees.

Independent Chairman of the Board.

The Company’s Chairman of the Board is an independent director.

Separation of Chairman and CEO.

The Company has separated the roles of Chairman of the Board and CEO.

Board Refreshment.

The Nominating, Environmental, Social, and Governance Committee has structured the Board such that there are directors of varying tenures and perspectives, with new directors joining the Board every few years, while retaining the institutional memory of longer-tenured directors.

In connection with the Separation, six directors left the Board and the Company added seven new directors.

In 2023, Aimco's two remaining long-tenured directors retired from the Board, having completed the post-Separation transition.

No pre-Separation directors remain on the Board.

Regular Access to and Involvement with Management.

In addition to regular access to management during Board and committee meetings, the independent directors have ongoing, direct access to members of management and to the Aimco business.

This includes the Audit Committee chairman’s active and regular engagement with accounting staff and the Aimco auditors, the Compensation and Human Resources Committee chairman’s continuing involvement with compensation and personnel matters, the Nominating, Environmental, Social, and Governance Committee chairman’s participation in director recruitment and environmental, social, and governance ("ESG") matters,the Investment Committee chairman's guidance on investment decisions, and Mr.

Stone’s frequent involvement with Mr.

Powell with respect to strategy, agenda setting, board materials, and policy matters.

Engaged Board.

In addition to regular access to management, the independent directors meet at least quarterly and receive written updates from the CEO regularly.

Stockholder Engagement.

Under the direction of the Board and including participation by Board members when requested by stockholders, Aimco systematically and at least annually canvasses its largest stockholders, those holding approximately two-thirds of outstanding Aimco shares, concerning compensation, governance, and other ESG matters.

Director Stock Ownership.

By the completion of five years of service from the time of the Separation or from joining the Board, a non-management director is expected to own equity having a value of at least five times the annual cash retainer for non-management directors.

Risk Assessment.

The Board conducts an annual risk assessment.

Areas involving risk that are reported on by management and considered by the Board, include:

operations, liquidity, leverage, finance, financial statements, the financial reporting process, accounting, legal matters, regulatory compliance, information technology and data protection, sustainability, ESG, compensation, and human resources and human capital.

The Compensation and Human Resources Committee is responsible for succession planning in all leadership positions, both in the short term and the long term, with particular focus on CEO succession in the short term and the long term.

Majority Voting with a Resignation Policy.

In an uncontested election, Aimco requires its directors to be elected by a majority of the votes cast.

Directors failing to get a majority of the votes cast in an uncontested election are expected to tender their resignation.

Proxy Access.

A stockholder or a group of up to 20 stockholders, owning at least 3% of our shares for three years, may submit nominees for up to 20% of the Board, or two nominees, whichever is greater, for inclusion in our proxy materials, subject to complying with the requirements contained in our bylaws.

What Aimco Does Not Do

Unapproved Related Party Transactions.

The Nominating, Environmental, Social, and Governance Committee oversees a related party transactions policy requiring review and approval of such transactions to help ensure that Aimco’s decisions are based on considerations only in the best interests of Aimco and its stockholders.

Pledging or hedging shares held to satisfy stock ownership requirements.

The Company’s insider trading policy prohibits officers, directors, and certain other employees from engaging in pledging transactions and prohibits officers, directors, and all other employees from engaging in any hedging transactions.

Interlocking Directorships.

No member of Aimco management serves on a board or a compensation committee of a company at which an Aimco director is also an employee.

Director Overboarding.

Aimco’s corporate governance guidelines and committee charters limit the number of other boards and the number of other audit committees on which an Aimco director may serve.

Typically, an Aimco director is limited to service on four or fewer boards (including the Company’s) and is limited to service on three or fewer audit committees, including the Company’s.

Retirement Age or Term Limits.

Rather than impose arbitrary limits on service, the Company regularly (and at least annually) reviews each director’s continued role on the Board and considers the need for regular board refreshment.

CODE OF ETHICS

The Board has adopted a code of ethics entitled “Code of Business Conduct and Ethics” that applies to the members of the Board, all of Aimco’s executive officers and all teammates of Aimco or its subsidiaries, including Aimco’s principal executive officer, principal financial officer, and principal accounting officer.

The Code of Business Conduct and Ethics is posted on Aimco’s website (www.aimco.com) and is also available in print to stockholders, upon written request to Aimco’s Corporate Secretary.

If, in the future, Aimco amends, modifies, or waives a provision in the Code of Business Conduct and Ethics, rather than filing a Current Report on Form 8-K, Aimco intends to satisfy any applicable disclosure requirement under Item 5.05 of Form 8-K by posting such information on Aimco’s website (www.aimco.com), as necessary.

Our Executive Officers

The executive officers of the Company, their ages, dates they were first elected as an executive, and their positions are set forth below.

First Elected

Director, President and Chief Executive Officer

Executive Vice President and Chief Financial Officer

Jennifer Johnson

December 2020

Executive Vice President, Chief Administrative Officer and General Counsel

For more information about Wes Powell, please see the Board of Directors section.

Biographical summaries of our other executive officers are set forth below.

Stanfield was appointed Executive Vice President and Chief Financial Officer in December 2020 and chairs Aimco’s investment committee.

From October 2018 to December 2020, Ms.

Stanfield served as Aimco’s Executive Vice President, Financial Planning & Analysis and Capital Allocation, with responsibility for various finance functions and corporate and income tax strategy, and serving as a member of Aimco’s Investment Committee.

Since joining Aimco in March 1999, Ms.

Stanfield has held various positions with responsibility for affordable asset management, income tax, and investor relations.

Prior to joining Aimco, Ms.

Stanfield was engaged in public accounting at Ernst & Young with a focus on partnership and real estate clients and served as Assistant Professor of Accounting at Erskine College.

Stanfield holds a Master of Professional Accountancy from Clemson University and is a licensed CPA.

Jennifer Johnson.

Johnson was appointed Executive Vice President, Chief Administrative Officer and General Counsel in December 2020.

From August 2009 to December 2020, Ms.

Johnson served as Senior Vice President, Human Resources.

From July 2006 to August 2009, Ms.

Johnson served as Vice President and Assistant General Counsel.

She joined the Company as Senior Counsel in August 2004.

Prior to joining the Company, Ms.

Johnson was in private practice with the law firm of Faegre & Benson LLP with a focus on labor and employment law and commercial litigation.

Johnson earned her law degree from the University of Colorado Law School.

EXECUTIVE COMPE NSATION

COMPENSATION DISCUSSION & ANALYSIS (CD&A)

This CD&A addresses the following:

• Stockholder Engagement;

• Overview of Aimco’s Pay-for-Performance Philosophy

• Overview of Aimco's Post-Separation and 2023 Performance Results;

• Summary of Executive Compensation Program and Governance Practices;

• What We Pay and Why:

Components of Executive Compensation;

• Total Compensation for 2023;

• Other Compensation;

• Post-Employment Compensation and Employment and Severance Arrangements;

• Other Benefits;

Perquisite Philosophy;

• Stock Ownership Guidelines and Required Holding Periods After Vesting;

• Role of Outside Consultants;

• Base Salary, Incentive Compensation, and Equity Grant Practices;

• 2024 Compensation Targets;

• Accounting Treatment and Tax Deductibility of Executive Compensation.

Stockholder Engagement

At Aimco's 2023 Annual Meeting of Stockholders, approximately 91% of the votes cast in the advisory vote to approve executive compensation (also commonly referred to as "Say on Pay") approved the compensation of Aimco's named executive officers ("NEOs") as disclosed in Aimco's 2023 proxy statement.

The Compensation and Human Resources Committee (the “Committee”) and Aimco management considered these results and remain committed to extensive engagement with stockholders as part of ongoing efforts to formulate and implement an executive compensation program designed to align the long-term interests of our executive officers with those of our stockholders.

In 2022 and 2023, we engaged with stockholders representing more than 80% of our outstanding shares on a broad range of topics, including executive compensation.

The Company continued to receive broad support from stockholders on its executive compensation program, including the program's structure, the program's alignment with pay and performance, the quantum of compensation delivered under the program, and the level of disclosure.

OVER view of Aimco’s Pay-for-Performance Philosophy

Aimco is a pay-for-performance organization.

Aimco starts by setting target total compensation near the median of target total compensation for Aimco’s peers as identified below, to provide an economic incentive to remain with Aimco.

Actual compensation varies from target compensation based on Aimco’s results.

Each officer’s annual cash incentive compensation, “short term incentive” or STI, is based in part on Aimco’s performance against corporate, rather than individual, goals.

The more senior the officer, the greater the percentage of his or her STI that is based on Aimco’s performance against its corporate goals.

Aimco’s longer term compensation, “long term incentive” or LTI, follows a similar tiered structure.

Each officer’s LTI is based in part on relative “total stockholder return” or TSR, with NEOs having a greater share of their LTI based on relative TSR.

In the case of Mr.

Powell, his entire LTI award is “at risk” based on Aimco’s relative TSR.

LTI is measured and vests over time, so that officers bear longer term exposure to the decisions they make.

To reinforce alignment of stockholder and management interests, Aimco also has stock ownership guidelines that require substantial equity holdings by executive officers, as described further below.

OVER view of Aimco’s POST-SEPARATION and 2023 Performance Results

Aimco has achieved significant accomplishments and produced superior returns since the Separation as summarized below.

Simplified the business by targeting real estate investment in select markets , building an investment pipeline solely controlled by Aimco, and significantly reducing our exposure to alternative investments

Delivered strong growth from our portfolio of stabilized apartment communities since the Separation:

annualized NOI growth of 9.1%;

NOI margin expansion of 525 bps;

and revenue per apartment home growth of 25%.

NOI growth of 9.3% year-over-year;

NOI expansion of 80 bps;

and monthly revenue up by nearly $200 per home

Created substantial value through the on time and on budget execution of development and redevelopment projects.

$0.8 billion of projects successfully completed through 2023 and $580 million of projects currently on track for construction completion in 2024

Unlocked considerable value through the monetization of four completed development projects, three stabilized multifamily assets, two land parcels, a portion of our investment in life science developer IQHQ, and a portion of the Parkmerced mezzanine investment and the associated interest rate swaption, for a combined $1.1 billion

Improved the balance sheet by refinancing or retiring more than $1 billion of near term liabilities and eliminating substantially all floating rate exposure.

Sourced strategic partnership to provide Limited Partner equity capital for up to $1 billion of Aimco-led multifamily development projects

Returned capital to stockholders through the repurchase of approximately 9.6 million shares in 2022 and 2023 at an average price per share of $7.29 and increased the Company's share repurchase authorization from 10 million to 30 million shares

Total shareholder returns

since the separation from AIR Communities in December 2020 through December 31, 2023, outperforming peers 2 and the FTSE Apartment Equity Index, the MSCI U.S.

REIT Index, the Russell 2000, and the S&P 500

1 Returns measured from December 14, 2020, the date of when-issued trading for Aimco post-separation from AIR.

2 Peer group consists of:

Armada Hoffler Properties, Inc.;

Clipper Realty, Inc.;

Elme Communities;

Five Point Holdings, LLC;

Forestar Group, Inc.;

Howard Hughes Corp.;

Independence Realty Trust, Inc.;

JBG SMITH Properties;

Stratus Properties, Inc.;

Tejon Ranch Co.;

and Veris Residential.

Total shareholder return for this group was determined using the simple average total shareholder return for these companies.

Summary of Executive Compensation Program and Governance Practices

Below we summarize certain executive compensation program and governance practices, including practices we have implemented to drive performance and practices we avoid because we believe they would not serve our stockholders’ long-term interests.

What Aimco Does

Pays for performance.

A significant portion of executive pay is not guaranteed, but rather is at risk and tied to key financial and value creation metrics that are set in advance and disclosed to stockholders.

All of the incentive compensation (both STI and LTI) for Mr.

Powell is subject to the achievement of various performance objectives.

For the other NEOs, all STI compensation, and two-thirds of target LTI compensation is subject to the achievement of various performance objectives.

Balances short-term and long-term incentives.

The incentive programs provide a balance of annual and longer-term incentives, with LTI compensation vesting over multiple years comprising a substantial percentage of target total compensation.

Uses multiple performance metrics.

These mitigate the risk of the undue influence of a single metric by utilizing multiple performance measures.

Such measures differ for STI and LTI.

Caps award payouts.

Amounts or shares that can be earned under the STI plan and LTI plan are capped.

Uses market-based approach for determining NEO target pay.

Target total compensation for NEOs is generally set near the median for peer comparators.

The Committee reviews the peer comparator group annually.

Maintains stock ownership guidelines and holding periods after vesting until ownership guidelines are met.

Aimco has the following minimum equity ownership requirements:

CEO – five times base salary;

and other executive officers – three times base salary.

Includes double-trigger change in control provisions.

Equity awards include “double trigger” provisions requiring both a change in control and a subsequent termination of employment (other than for cause) for accelerated vesting to occur.

Uses an independent compensation consulting firm.

The Committee engages an independent compensation consulting firm that specializes in the real estate industry.

Maintains a claw back policy.

In the event of an accounting restatement due to material noncompliance with financial reporting requirements, the claw back policy provides for the recovery of incentive compensation paid to executives based on the misstated financial information.

The policy covers all forms of bonus, incentive, and equity compensation.

Conducts a risk assessment.

The Committee annually conducts a compensation risk assessment to determine whether the compensation policies and practices, or components thereof, create risks that are reasonably likely to have a material adverse effect on the Company.

Acts through an independent Compensation Committee.

The Committee consists entirely of independent directors.

What Aimco Does Not Do

Guarantee salary increases, bonuses or equity grants.

The Company does not guarantee annual salary increases or bonuses.

The Company makes no guaranteed commitments to grant equity-based awards.

Provide excise tax gross-up payments.

The Company does not have, and will not enter into, any contractual arrangements that include excise tax gross-up payments.

Reprice options.

The Company has never repriced the per-share exercise price of any outstanding stock options.

Repricing of stock options is not permitted under the Company’s Second Amended and Restated 2015 Stock Award and Incentive Plan (the “2015 Plan”) without first obtaining approval from the stockholders of the Company.

Pay dividends or dividend equivalents on unearned performance shares.

Performance share award agreements provide for the payment of dividends only if and after the shares are earned.

Dividends, if any, accrue during the performance period and are paid once shares are earned.

Provide more than minimal personal benefits.

The Company does not provide executives with more than minimal perquisites, such as reserved parking spaces.

What We Pay and Why:

Components of Executive Compensation

Total compensation for Aimco’s NEOs is comprised of the following components:

Provide a salary that is competitive with market.

Reward executive for achieving short-term business objectives.

Restricted stock, stock options, and/or long-term incentive units in our operating partnership (“LTIP Units”), subject to performance and/or time vesting, typically over three to four years.

Align executive’s compensation with stockholder objectives, and provide an incentive to take a longer-term view of Aimco’s performance.

LTI compensation directly ties the interests of executives to the interests of our stockholders, and comprises a substantial proportion of compensation for Aimco NEOs, as follows:

CEO 2023 Target Pay Mix

OTHER NEOs 2023 TARGET PAY MIX

CEO Pay Overview

The Committee determines the compensation for the CEO.

In setting Mr.

Powell’s target total compensation for 2023, the Committee considered, among other things, the Company's peer group compensation data as discussed below and Mr.

Powell’s relevant expertise and experience.

For 2023, the Committee set Mr.

Powell's target total compensation near the median for the peer group.

The Committee devised a compensation plan for Mr.

Powell that resulted in approximately 16% base salary, 20% STI (based entirely on Aimco’s performance against its 2023 corporate goals), and 64% LTI (based entirely on relative TSR).

Powell’s target compensation mix is illustrated as follows:

How the Committee determines the amount of target total compensation for the other executive officers

In addition to reviewing the performance of, and determining the compensation for, the CEO, the Committee also reviews and approves the decisions made by the CEO as to the compensation of Aimco’s other executive officers.

Base salary, target STI, and target LTI are generally set near the median base salary, target STI, and target LTI for our peer comparators.

How peer comparators are identified

The Committee, with the advice of its independent executive compensation consultant, developed a peer group for purposes of benchmarking NEO compensation based on industry and business strategy.

The peer group ranged from 0.4x to 1.76x Aimco's total capitalization, with Aimco at the 70th percentile, and with Aimco at the 58th and 37th percentile based on total assets and gross depreciable property, respectively.

Based on this analysis, Aimco included as “peers” for 2023 target compensation the following 12 real estate companies:

American Assets Trust, Inc.

Five Point Holdings, LLC

Armada Hoffler Properties, Inc.

Forestar Group Inc.

Bluerock Residential Growth REIT, Inc.

JBG SMITH Properties

Seritage Growth Properties

Clipper Realty, Inc.

Elme Communities

Veris Residential, Inc.

Risk analysis of Aimco’s compensation programs

The Committee considers risk-related matters when making decisions with respect to executive compensation and has determined that neither Aimco’s executive compensation program nor any of its non-executive compensation programs create risk-taking incentives that are reasonably likely to have a material adverse effect on the organization.

Aimco’s compensation programs align management incentives with the long-term interests of the Company.

Aimco’s Compensation Program Discourages Excessive Risk-Taking

Limits on STI.

The compensation of executive officers and other teammates is not overly weighted toward STI.

Moreover, STI is capped.

LTI is included in target total compensation and typically vests over a period of three to four years.

The vesting period encourages officers to focus on sustaining Aimco’s long-term performance.

Executive officers with more responsibility for strategic and operating decisions have a greater percentage of their target total compensation allocated to LTI.

LTI is capped at two times target, or 200%, for the CEO, and 1.67 times target, or 167%, for the other NEOs.

Stock ownership guidelines and required holding periods after vesting.

Aimco’s stock ownership guidelines require all executive officers to hold a specified amount of Aimco equity.

Any executive officer who has not yet satisfied the stock ownership requirements for his or her position must retain LTI after its vesting until stock ownership requirements are met.

These policies ensure each executive officer has a substantial amount of personal wealth tied to long-term holdings in Aimco stock.

Shared performance metrics across the organization.

A portion of STI for the NEOs is based upon Aimco’s performance against its corporate goals, which are reviewed and approved by the Committee.

One hundred percent of Mr.

Powell’s STI, and 50% of the STI for the other NEOs, is based upon Aimco’s performance against its corporate goals.

In addition, having shared performance metrics across the organization reinforces Aimco’s focus on a collegial and collaborative team environment.

LTI based on TSR.

One hundred percent of the Mr.

Powell’s LTI, and 67% of the LTI for the other NEOs, is based on relative TSR.

Multiple performance metrics.

Aimco had five corporate goals for 2023.

In addition, through Aimco’s performance management program, Managing Aimco Performance, or MAP, which sets and monitors performance objectives for every teammate, each teammate had several different individual performance goals that are set at the beginning of the year and approved by management.

Stanfield and Johnson had an average of six individual goals for 2023.

Having multiple performance metrics inherently reduces excessive or unnecessary risk-taking, as incentive compensation is spread among a number of metrics rather than concentrated in a few.

Total Compensation for 2023

For 2023, total compensation is the sum of base compensation earned in 2023, STI earned in 2023, and LTI awards granted in 2023.

Additionally, total compensation for Ms.

Stanfield includes a discretionary cash award approved by the Committee as described below under the heading "Other Compensation."

Base Compensation for 2023

For 2023, Mr.

Powell’s base compensation was set at $625,000 (an increase from his 2022 base compensation of $550,000), near the median for CEOs in Aimco’s peer group.

Stanfield’s base compensation was set at $475,000 (an increase from her 2022 base compensation of $450,000) and Ms.

Johnson's base compensation was set at $425,000 (an increase from her 2022 base compensation of $395,000).

Short-Term Incentive Compensation for 2023

The Committee determined Mr.

Powell’s STI by the extent to which Aimco met five designated corporate goals, which are described below and are referred to as Aimco’s Key Performance Indicators, or KPIs.

For the other NEOs, calculation of STI was determined by two components:

Aimco’s performance against the KPI;

and each officer’s achievement of her individual MAP goals.

For example, if an executive’s target STI was $400,000 and weighted 50% on KPIs, then 50% of that amount, or $200,000, varied based on KPI results and 50% of that amount, or $200,000, varied based on MAP results.

As actual KPI results were 119.80% of target in 2023, then the executive would receive 119.80% of $200,000 ($239,600) for the KPI portion of her STI, and if MAP results were 100%, such hypothetical executive would receive 100% of the $200,000, for a total STI payment of $439,600.

Aimco’s 2023 KPIs consisted of the following five corporate goals that were reviewed with, and approved by, the Committee, each weighted as described.

CORPORATE GOALS

Portfolio Management (20% of KPI)

Based on 2023 NOI performance of stabilized portfolio, and opportunistic dispositions and monetization of investments

Development and Redevelopment (30% of KPI)

Based on development and redevelopment execution as compared to the 2023 budget and plan

Capital Deployment and Allocation (20% of KPI)

Based on the deployment and allocation of capital into the existing pipeline of previously identified and/or controlled investment opportunities

Balance Sheet (20% of KPI)

Based on maintaining abundant liquidity, and other balance sheet activities that strengthen Aimco's balance sheet and add financial flexibility

Human Capital and Environmental.

Social, and Governance (ESG) (10% of KPI)

Based on team retention and team engagement scores and 2023 progress against ESG objectives

These goals aligned executive officers with the long-term goals of the Company without encouraging them to take unnecessary and excessive risks.

Threshold performance paid out at 50%;

target performance paid out at 100%;

and maximum performance paid out at 200%.

For some goals, where performance was between threshold and target or between target and maximum, the amount of the payout was interpolated.

The following is a tabular presentation of the performance criteria and results for 2023, explained in detail in the paragraphs that follow:

Performance Measures

Portfolio Management

2023 NOI performance of stabilized portfolio as compared to 2023 Budget.

Threshold performance equated to 5% less than budgeted NOI

Target performance equated to budgeted NOI.

Maximum performance equated to more than 5% above budgeted NOI

Stabilized property NOI was approximately 0.7% above budgeted NOI.

Development and Redevelopment

Achieve budgeted/forecasted expectations on timing and costs for development/redevelopment projects and rents compared to underwriting.

Based on completion of projects on time and on budget, and achievement of year-end occupancy and rental rates consistent with the 2023 budget and plan.

Completed construction and lease up of The Hamilton, a 276-home waterfront apartment community in Miami, FL, completed and opened The Benson Hotel and Faculty Club on the Anschutz Medical Campus in Aurora, CO, and delivered and leased initial homes at Upton Place in Washington, D.C., and at Oak Shore in Corte Madera, CA.

In total, Armco delivered 350 new apartment homes, opened the 106-room hotel and event space, and completed five single family rental homes.

At these projects, Aimco signed leases at rates, on average, 17% above underwritten levels.

Aimco and its joint venture partner continued construction on a 220-apartment home development at Strathmore Square in Bethesda, MD.

Capital Deployment and Allocation

Deployment and allocation of capital into the existing pipeline of previously identified and/or controlled investment opportunities.

Based on the deployment and allocation of capital consistent with the 2023 Budget into the existing pipeline of previously identified and/or controlled investment opportunities.

I nvested $234 million, including $51 million of Aimco equity, into active development projects and another $19 million in planning across four markets.

Additionally, Aimco closed a 20% non-controlling position in the Parkmerced mezzanine loan for $33.5 million.

At the time of closing, the purchaser also pre-paid $4 million in interest on an option to acquire the remaining 80%.

Separately, Aimco monetized its associated interest rate swaption for $54 million and invested the proceeds in a short-term treasury instrument as an ongoing hedge of the Parkmerced mezzanine loan investment.

In total, Aimco monetized $91.5 million of its Parkmerced mezzanine investments.

Aimco's joint venture in Fort Lauderdale, Florida monetized an additional portion of its investment by closing on the sale of the second of three land parcels along Broward Avenue.

The 1.1-acre land parcel was sold for $31.2 million, more than double the original purchase price per acre.

Balance Sheet

Maintaining abundant liquidity, and other activities that strengthen Aimco’s balance sheet and add financial flexibility.

Based on maintaining abundant liquidity, and other balance sheet activities that strengthen Aimco's balance sheet and add financial flexibility.

As of December 31, 2023, Aimco had access to $289.3 million , including $122.6 million of cash on hand, $16.7 million of restricted cash, and the capacity to borrow up to $150.0 million on its revolving credit facility.

As of December 31, 2023, 100% of Aimco's total debt was either fixed rate or hedged with interest rate cap protection and, including contractual extensions, Aimco has only $8.5 million , or less than 1% of its total debt, maturing prior to May 2026.

Human Capital & Environmental, Social, and Governance (ESG)

Progress Against Human Capital and ESG Objectives

Based on team retention and team engagement scores and achievement of 2023 ESG plan.

Retained 100% of officer team and reduced overall voluntary turnover by more than half year-over-year (from 14% voluntary turnover in 2022 to 6% in 2023).

Team engagement was 4.74 (up from 4.52 in 2022), a new Aimco record, based on a response rate of 100%.

Recognized as a “Healthiest Employer” by Denver Business Journal, South Florida Business Journal, and Healthiest Employers of Greater Washington, D.C., and certified as a “Great Place to Work.” Refreshed ESG policies and enhanced disclosure pursuant to the Task Force on Climate-Related Financial Disclosures, or TCFD.

An explanation of the objective of each goal and performance levels and payouts for each goal is set forth below.

Portfolio Management (20% of KPI).

The primary objective of this goal was to fulfill the Company’s strategic objective to achieve rent growth for its stabilized portfolio based on high levels of resident retention, through superior customer selection and satisfaction, coupled with disciplined innovation resulting in sustained cost control, to maximize NOI margins.

For 2023, the range for stabilized portfolio NOI was as follows:

“Threshold” equated to achievement of five percent unfavorable to 2023 budgeted NOI;

“Target” equated to achievement of 2023 budgeted NOI;

and “Maximum” equated to five percent favorable to 2023 budgeted NOI.

Stabilized property NOI was 0.7% above budgeted NOI.

This resulted in a payout on the Portfolio Management goal of 22.80% for each of the NEOs.

Development and Redevelopment Execution (30% of KPI).

The primary objective of this goal was to fulfill the Company’s strategic objective of executing development, redevelopment, and lease-up projects pursuant to the Company’s 2023 budget and plan.

Large and/or complex projects provided increased weighting toward the total goal weighting of 30%, while smaller scale projects provided lower weighting toward the total goal weighting.

Achievement for each project was determined with reference to the 2023 budgeted investment and plan for the project, and was based on the extent to which the project work was completed on time and within budget, as well as, where applicable, the extent to which year-end occupancy and rental rates were consistent with the 2023 budget and plan.

In 2023, Aimco's development and redevelopment projects were on track as measured by budget and lease-up metrics.

Aimco completed construction and lease up of The Hamilton, a 276-home waterfront apartment community in Miami, FL, completed and opened The Benson Hotel and Faculty Club on the Anschutz Medical Campus in Aurora, CO, and delivered and leased initial homes at Upton Place in Washington, D.C., and at Oak Shore in Corte Madera, CA.

In total, Aimco delivered 350 new apartment homes, opened the 106-room hotel and event space, and completed five single family rental homes.

At these projects, Aimco signed leases at rates, on average, 17% above underwritten levels.

Aimco and its joint venture partner continued construction on a 220-apartment home development at Strathmore Square in Bethesda, MD.

This resulted in a payout on this goal of 32.00% for each of the NEOs.

Capital Deployment and Allocation (20% of KPI).

The primary objective of this goal was to fulfill the Company’s strategic objective of effectively deploying capital into its existing pipeline of previously identified and/or controlled investment opportunities.

In 2023, Aimco i nvested $234 million, including $51 million of Aimco equity, into active development projects and another $19 million in planning across four markets.

Additionally, Aimco closed a 20% non-controlling position in the Parkmerced mezzanine loan for $33.5 million.

At the time of closing, the purchaser also pre-paid $4 million in interest on an option to acquire the remaining 80%.

In total, Aimco monetized $91.5 million of its Parkmerced mezzanine investments.

Aimco's joint venture in Fort Lauderdale, Florida monetized an additional portion of its investment by closing on the sale of the second of three land parcels along Broward Avenue.

The 1.1-acre land parcel was sold for $31.2 million, more than double the original purchase price per acre.

This resulted in a payout on this goal of 25.00% for each of the NEOs.

Balance Sheet (20% of KPI).

The primary objective of this goal was to fulfill the Company’s strategic objectives of maintaining abundant liquidity and other activities that strengthen Aimco’s balance sheet and add financial flexibility .

This resulted in a payout on the balance sheet goal of 25.00% for each of the NEOs.

Human Capital & Environmental, Social, and Governance (10% of KPI).

The primary objective of this goal was to fulfill Aimco’s strategic objective of fostering a healthy environment of respect and innovation, empowering our human capital to create value, and furthering our broader commitment to corporate responsibility.

In 2023, Aimco retained 100% of its officer team and reduced overall voluntary turnover by more than half year-over-year (from 14% voluntary turnover in 2022 to 6% in 2023).

Every teammate is surveyed via a third-party, confidential survey performed on an annual basis.

The team engagement score consists of the average of the responses to the questions that comprise the engagement index, on a scale of 1 to 5, for all teammates who complete the survey during the year.

T eam engagement for 2023 was 4.74 (up from 4.52 in 2022), a new Aimco record, based on a response rate of 100%.

Aimco was recognized as a “Healthiest Employer” by the Denver Business Journal, the South Florida Business Journal, and Healthiest Employers of Greater Washington, D.C., and certified as a “Great Place to Work.” In 2023, Aimco refreshed its ESG policies and enhanced its disclosure pursuant to the TCFD.

This resulted in a payout on the ESG goal of 15.00% for each of the NEOs.

Due to Aimco’s overall achievement on each of its 2023 goals, Aimco’s overall KPI performance was 119.80%.

Accordingly, each NEO was awarded 119.80% of the portion of his or her target STI attributable to KPI.

Various of the key financial indicators we use in managing our business and in evaluating our financial condition and operating performance are non-GAAP measures.

Key non-GAAP measures we use are defined, described and, where appropriate, reconciled to the most comparable financial measures computed in accordance with GAAP under the Non-GAAP Measures heading within Part II, Item 7 of this filing.

Long-Term Incentive Compensation Awards for 2023

Under the 2023 LTI program for executive officers, two forms of LTI awards were granted to NEOs on February 1, 2023, as follows:

(1) performance-based restricted stock, which was granted to Mr.

Powell and Mses.

Stanfield and Johnson, representing 100% of the 2023 LTI award for Mr.

Powell and approximately two thirds of the respective 2023 LTI awards for Mses.

Stanfield and Johnson, which vests as set forth below;

and (2) time-based restricted stock, which was granted to Mses.

Stanfield and Johnson, representing one-third of their respective 2023 LTI awards, with one-third of the awards vesting on each anniversary of the grant date subject to continued employment on the applicable vesting date.

Aimco refers to the performance-based restricted stock as “performance-based LTI awards” because the amount of restricted stock that vests, if any, is determined based on Aimco’s relative TSR performance during a forward looking, three-year performance period, as described in detail below.

The Committee typically grants LTI awards at the time of its final compensation determination, generally in late January or early February.

2023 CEO LTI Equity Mix

2023 OTHER NEOs LTI EQUITY MIX

The amount of performance-based LTI awards granted in 2023 that may vest are determined in accordance with the following TSR performance metrics:

Metric and Performance Level (1)

(relative performance stated as basis points above or

below index performance or percentile rank) (2)

Relative to Russell 2000 Value Index (1/3 Weighting)

Relative to FTSE NAREIT Equity Apartments Index (1/3 Weighting)

Relative to Identified Peer Group (1/3 Weighting) (3)

30 th Percentile

55 th Percentile

80 th Percentile

(1) The relative metrics above reflect the metrics used for the awards made in 2023 for the three-year forward looking performance period ending on December 31, 2025.

(2) If absolute TSR for the three-year forward looking performance period is negative, any portion of the LTI award achieved above target will not vest until absolute TSR is once again positive.

(3) The identified peer group, developed by the Committee with the assistance of its independent executive compensation consultant, consisted of the following 13 real estate companies:

Armada Hoffler Properties, Inc.;

Clipper Realty, Inc.;

Elme Communities;

Five Point Holdings, LLC;

Forestar Group, Inc.;

Howard Hughes Corp.;

Independence Realty Trust, Inc.;

JBG SMITH Properties;

Stratus Properties, Inc.;

Tejon Ranch Co.;

and Veris Residential.

Such metrics apply to the performance-based restricted stock granted to Mr.

Powell and Mses.

Stanfield and Johnson.

The Committee set threshold performance to be earned at 50% of target;

target performance to be earned at 100% of target;

and maximum performance to be earned at 200% of target.

Performance below threshold will result in no amount earned.

If performance is between threshold and target or between target and maximum, the amount earned will be interpolated.

Performance-based LTI awards vest 100% following the end of the three-year performance period (based on attainment of TSR targets), for a three-year plan from start to finish, illustrated below, subject to the grantee’s continued service to Aimco, and subject to a delay if absolute TSR for the three-year forward looking performance period is negative.

For the purpose of calculating the number of shares of performance-based restricted stock to be granted to Mr.

Powell and Mses.

Stanfield and Johnson, the dollar amount allocated to restricted stock was divided by $7.75 per share, which represents the per share value based on a Monte Carlo model calculated by a third party financial firm with particular expertise in the valuation of performance-based restricted stock.

The share award agreements to which the performance-based restricted shares were granted do not provide for the payment of dividends, if any, until the shares are earned.

Dividends, if any, accrue during the performance period.

For the purpose of calculating the number of shares of time-based restricted stock to be granted to Mses.

Stanfield and Johnson, the dollar amount allocated to restricted stock was divided by $7.52, which the average closing trading price of Aimco's Common Stock for the five-day trading period up to and including the date of the grant.

NEO Compensation for 2023

CEO Compensation .

The Committee determined Mr.

Powell’s STI for 2023 would be based entirely on Aimco’s performance against corporate goals, described above.

The Committee calculated Mr.

Powell’s STI by multiplying his STI target of $781,000 by 119.80%, which was the Committee’s payout determination having reviewed Aimco’s overall performance against corporate goals, as described in detail above.

The Committee granted Mr.

Powell’s LTI in the form of restricted stock on February 1, 2023, for the three-year performance period from January 1, 2023, through December 31, 2025;

the LTI grant is entirely at risk, based on relative total stockholder returns over the performance period.

Powell’s 2023 target compensation and incentive compensation is summarized as follows:

2023 Incentive Compensation

Compensation ($)

Performance-Based

Equity – Restricted Stock ($) (2)

(1) Amount shown reflects the amount of 2023 STI paid to Mr.

(2) Amount shown reflects the value at grant, or “target” performance.

The actual amount earned may range from 0% to 200% of this amount depending on performance results over the forward looking, three-year performance period ending December 31, 2025.

The number of shares that are earned, if any, will vest 100% following the end of the three-year performance period, for a three-year vesting period.

Other NEO Compensation .

Stanfield and Johnson, an allocation of the target STI was made as follows:

50% of the target STI was calculated based on Aimco’s performance against KPI and 50% of the target STI was calculated based on each executive’s achievement of her individual MAP goals.

As described above, Aimco’s KPI performance was 119.80%.

Accordingly, each was awarded 119.80% of the portion of her STI attributable to KPI.

In determining the MAP achievement component of 2023 STI, Mr.

Powell made the following recommendations to the Committee:

Stanfield’s MAP objectives were achieved at 170% of target for her contributions to Aimco’s balance sheet and to finance, capital allocation, and tax;

Johnson’s MAP objectives were achieved at 155% of target for her leadership over legal matters, human capital, ESG efforts, and information technology.

The Committee reviewed and approved Mr.

Powell’s recommendations with respect to Mses.

Stanfield and Johnson.

As described above, LTI for Mses.

Stanfield and Johnson was granted on February 1, 2023, in the form of restricted stock.

O ne-third of the LTI target vests ratably over three years, and is for the purpose of attracting and retaining key talent integral to the success of Aimco.

Two-thirds of the LTI target is at risk, based on relative total stockholder returns for the three-year performance period from January 1, 2023, through December 31, 2025.

Target compensation and incentive compensation for 2023 for Mses.

Stanfield and Johnson is summarized as follows:

2023 Incentive Compensation ($)

Restricted Stock

Performance- Based

Restricted Stock

(1) Amounts shown reflect the 2023 STI paid to each of Mses.

Stanfield and Johnson.

(2) Comprises one-third of the LTI target, vesting ratably over three years, and is for the purpose of attracting and retaining key talent integral to the success of Aimco.

(3) Amounts shown reflect the value at grant, or “target” performance.

Actual amounts earned will be in a range of 0% to 200% of these amounts, depending on performance results for the three-year performance period from January 1, 2023, through December 31, 2025.

Determination Regarding 2021 Performance Share Awards .

As part of the 2021 LTI program, the Company granted performance-share awards that might be earned based on relative TSR as compared to the Russell 200 Value Index (one-third weighting), FTSE NAREIT Equity Apartments Index (one-third weighting), and Aimco's identified peer group (one-third weighting) over a three-year performance period ending on December 31, 2023, with awards vesting 50% following the end of the three-year performance period (based on attainment of TSR targets) and 50% one year later, subject to continued employment on the applicable vesting date,for a four-year plan from start to finish.

On January 31, 2024, the Committee determined that Aimco’s three-year TSR was 2,190 basis points higher than the Russell 200 Value Index, 3,020 basis points higher than the FTSE NAREIT Equity Apartments Index, and at the 92nd percentile of the identified peer group for the

three-year performance period ending on December 31, 2023, resulting in the number of shares for the performance-vesting awards being earned at the maximum level of performance, or 200% of target, for each of the NEOs.

The chart below summarizes the results for the 2021 performance share awards, and provides performance as of December 31, 2023, for the “in progress” 2023 and 2022 and performance share awards.

Long Term Incentive Plan Award Status as of December 31, 2023

Performance Period

33% Completed

Tracking at 56%, between Threshold and Target

67% Completed

Tracking at 171%, between Target and Maximum

100% Completed

Payout Achieved at Maximum Performance Level of 200%

Other Compensation

From time to time, Aimco determines to provide executive officers with additional compensation in the form of discretionary cash or equity awards.

In reviewing Ms.

Stanfield's performance for 2023, Mr.

Powell recommended to the Committee that Ms.

Stanfield be provided a discretionary cash award in the amount of $75,000, for her efforts in negotiating and closing on the sale of a 20% non-controlling position in the Parkmerced mezzanine loan investment for $33.5 million plus $4 million in pre-paid interest on the remaining 80%, and the monetization of the associated interest rate swaption for $54 million.

Because the cash bonus was a discretionary bonus paid in 2024, the bonus will be reflected in the 2024 Summary Compensation Table.

Post-Employment Compensation and Employment and Severance Arrangements

Aimco provides a 401(k) plan that is offered to all Aimco teammates.

Aimco matches 100% of participant contributions to the extent of the first 3% of the participant's eligible compensation and 50% of participant contributions to the extent of the next 2% of the participant's eligible compensation.

For 2023, the maximum match by Aimco was $13,200, which was the amount that Aimco matched for each of Mr.

Powell and Mses.

Stanfield and Johnson’s 2023 401(k) contributions.

Other than the 401(k) plan, Aimco does not provide post-employment benefits.

Aimco does not maintain a defined benefit pension plan, a supplemental executive retirement plan, or any other similar arrangements.

Executive Employment Arrangements

2021 Powell Employment Agreement .

On October 27, 2021, Aimco Development Company, LLC, an affiliate of the Company and the employer entity for Aimco’s employees, entered into an employment agreement with Mr.

Powell (the “2021 Employment Agreement”).

The Committee evaluated the terms of the 2021 Employment Agreement in comparison to those of the CEOs of Aimco’s peers.

The 2021 Employment Agreement is for an initial term expiring on December 31, 2022.

The 2021 Employment Agreement provides that on December 31, 2022, and on each subsequent one-year anniversary thereafter, the agreement shall be renewed for an additional one-year term unless either party gives written notice of intent not to renew to the other party at least 60 days before the end of the then calendar year.

On each of December 31, 2022, and December 31, 2023, the 2021 Employment Agreement was renewed for an additional one-year term.

The 2021 Employment Agreement provides that the Committee shall review and set Mr.

Powell’s target total compensation on an annual basis in comparison to compensation paid to the Company’s peers, taking into consideration experience, performance, and other relevant factors.

Pursuant to the 2021 Employment Agreement, upon termination of Mr.

Powell’s employment by Aimco Development Company, LLC without "Cause," or by Mr.

Powell for "Good Reason" (each as defined in the 2021 Employment Agreement), Mr.

Powell is generally entitled to:

(a) a lump sum cash payment equal to two times the sum of (i) his annual base salary for the calendar year of the date of termination, and (ii) his target annual bonus for the calendar year of the date of termination;

(b) any short-term incentive bonus earned but unpaid for a prior fiscal year (the “Prior Year STI”);

(c) a pro-rata portion of the short-term incentive bonus he would have earned for the year in which the termination occurs, based on the actual achievement of the applicable performance targets (the “Pro Rata STI”);

and (d) an amount equal to the monthly COBRA premium for health and welfare plan coverage for Mr.

Powell and his coverage dependents in effect on the date of termination (the “monthly COBRA

reimbursement”) multiplied by 24 months.

The vesting and exercisability of any equity awards held Mr.

Powell on the date of termination would be determined in accordance with the applicable incentive plan and award agreement.

In the event of termination of Mr.

Powell’s employment by Aimco without "Cause," or by Mr.

Powell for "Good Reason," in either case, within the period commencing six months prior to and ending 24 months following a “Change in Control” (as defined in the 2021 Employment Agreement), then in lieu of the severance benefits described above, Mr.

Powell will be entitled to:

(a) a lump sum cash payment equal to three times the sum of (i) his annual base salary for the calendar year of the date of termination, and (ii) his target annual bonus for the calendar year of the date of termination;

(b) the Prior Year STI;

(d) the monthly COBRA reimbursement multiplied by 36 months;

and (e) 100% accelerated vesting of any unvested equity awards then held by Mr.

Powell (with performance-vesting awards vesting at the greater of target and actual performance).

The 2021 Employment Agreement provides that if Mr.

Powell’s employment is terminated by reason of his death or disability, then Mr.

Powell will be eligible to receive the Prior Year STI and the Pro Rata STI.

The vesting and exercise of any equity awards held by Mr.

Powell at the time of his death or disability would be determined in accordance with the applicable incentive plan and award agreement.

In the event that any payment or benefit payable to Mr.

Powell under the 2021 Employment Agreement would result in the imposition of excise taxes under the “golden parachute” provisions of Section 280G of the Internal Revenue Code, then such payments and benefits will either be made and/or provided in full or will be reduced such that the excise tax under Section 280G is not applicable, whichever is least economically disadvantageous to Mr.

The 2021 Employment Agreement does not provide for any excise tax or other tax “gross-up” payment.

All severance payments and benefits under the 2021 Employment Agreement are subject to applicable withholding obligations, Mr.

Powell’s execution and non-revocation of a release of claims, and compliance with certain non-competition, non-disclosure, and non-solicitation covenants.

Stanfield nor Ms.

Johnson has an employment agreement with the Company.

Executive Severance Arrangements

Aimco has an executive severance policy that provides that Aimco shall seek stockholder approval or ratification of any future severance agreement for any senior executive officer that provides for benefits, such as lump-sum or future periodic cash payments or new equity awards, in an amount in excess of 2.99 times such executive officer’s base salary and bonus.

Compensation and benefits earned through the termination date, the value of vesting or payment of any equity awards outstanding prior to the termination date, pro rata vesting of any other long-term awards, or benefits provided under plans, programs or arrangements that are applicable to one or more groups of employees in addition to senior executives are not subject to the policy.

It has been Aimco’s longstanding practice not to provide excessive severance arrangements.

Executive Severance Policy.

On February 22, 2018, the Committee adopted the Apartment Investment and Management Company Executive Severance Policy (the “Executive Severance Policy”).

The Executive Severance Policy superseded and replaced any employment agreement or other plan, policy or practice involving the payment of severance benefits to participants under the Executive Severance Policy.

On April 28, 2021, the Committee amended the Executive Severance Policy in accordance with recommendations provided by the Committee’s compensation consultant to bring the policy in line with market.

On October 27, 2021, the Committee amended the Executive Severance Policy to remove severance provisions for the Chief Executive Officer in connection with the Committee’s approval of an employment agreement for Mr.

Powell that includes severance provisions that are consistent with the severance to which he may otherwise become entitled under the Executive Severance Policy.

The Company’s Executive Vice Presidents, as determined on the records of the Company and any other entities through which the operations of the Company are conducted, are eligible to participate in the Executive Severance Policy.

Each of Mses.

Stanfield and Johnson are participants under the Executive Severance Policy.

The Executive Severance Policy provides that if the Company terminates a participant’s employment without “Cause,” or if the participant terminates his or her employment for “Good Reason” (each as defined in the Executive Severance Policy), then the participant will be eligible to receive the following benefits:

a lump sum payment equal to the sum of (i) the annual base salary for the calendar year of the date of termination, and (ii) the target annual bonus for the calendar year of the date of termination;

a pro-rata portion of the short-term incentive bonus the participant would have earned for the year in which the termination occurs, based on the actual achievement of the applicable performance targets;

with respect to each participant, an amount equal to their monthly COBRA premium reimbursement, multiplied by 18 months.

The vesting and exercise of any equity awards held by a participant on the date of termination will be determined in accordance with the applicable incentive plan and award agreement.

Pursuant to the terms of the Executive Severance Policy, if the Company terminates a participant’s employment without Cause, or if the participant terminates his or her employment for Good Reason, in either case, within the period commencing six months prior to and ending 24 months following a “Change in Control” (as defined in the Executive Severance Policy), then in lieu of the severance benefits described above the participant will be eligible to receive the following benefits:

a lump sum payment equal to two times the sum of (i) the annual base salary for the calendar year of the date of termination, and (ii) the target annual bonus for the calendar year of the date of termination;

with respect to each participant, the monthly COBRA premium reimbursement multiplied by 24 months;

100% accelerated vesting of any unvested equity awards then-held by the participant.

The Executive Severance Policy provides that if the employment of the participant is terminated by reason of the participant’s death or disability, then the participant will be eligible to receive a pro-rated bonus for the year of termination.

In addition, the vesting and exercise of any equity awards held by the participant at the time of his or her death or disability will be determined in accordance with the applicable incentive plan and award agreement.

In the event that any payment or benefit payable to a participant under the Executive Severance Policy would result in the imposition of excise taxes under the “golden parachute” provisions of Section 280G of the Internal Revenue Code, then such payments and benefits will either be made and/or provided in full or will be reduced such that the excise tax under Section 280G is not applicable, whichever is least economically disadvantageous to the participant.

The Executive Severance Policy does not provide for any excise tax or other tax “gross-up” payment.

All severance payments and benefits under the Executive Severance Policy are subject to applicable withholding obligations, the participant’s execution and non-revocation of a release of claims, and compliance with certain non-competition, non-disclosure and non-solicitation covenants set forth in a restrictive covenant agreement that is appropriate for the participant’s position.

The Executive Severance Policy will remain in effect, subject to amendment, until terminated by the Board.

The Board may terminate or amend the Executive Severance Policy at any time, so long as at least 90 days’ prior notice is provided to any participant if the termination or amendment of the Executive Severance Policy would materially or adversely affect the rights of the participant.

Non-Competition and Non-Solicitation Agreements

Effective in connection with their promotions by Aimco for Mr.

Powell and Mses.

Stanfield and Johnson, Aimco entered into certain non-competition and non-solicitation agreements with each executive.

Powell’s non-competition and non-solicitation agreement was replaced by his 2021 Employment Agreement.

Pursuant to these agreements, each of these NEOs agreed that during the term of his or her employment with the Company and for a period of two years following the termination of his or her employment without "Cause" (as defined in the non-competition and non-solicitation agreement), except in circumstances where there was a change in control of the Company, he or she would not (i) be employed by a competitor of the Company described on a schedule to the agreement, (ii) solicit other employees to leave the Company’s employment, or (iii) solicit customers of Aimco to terminate their relationship with the Company.

The agreements further require that the NEOs protect Aimco’s trade secrets and confidential information.

Powell, the non-solicitation requirement survives a change in control of the Company.

Stanfield and Johnson, the agreements provide that in order to enforce the above-noted non-competition condition following the executive’s termination of employment by the Company without cause, the executive

will receive, for a period not to extend beyond the earlier of 24 months following such termination or the date of acceptance of employment with a non-competitor, (i) non-compete payments in an amount, if any, to be determined by the Company in its sole discretion and (ii) a monthly payment equal to two-thirds of such executive’s monthly base salary at the time of termination.

For purposes of these agreements, “cause” is defined to mean, among other things, the executive’s (i) breach of the agreement, (ii) failure to perform required employment services, (iii) misappropriation of Company funds or property, (iv) conviction, plea of guilty, or plea of no contest to a crime involving fraud or moral turpitude, or (v) negligence, fraud, breach of fiduciary duty, misconduct or violation of law.

Equity Award Agreements

Double Trigger Vesting Upon Change in Control .

The award agreements pursuant to which restricted stock, stock option, and/or LTIP Unit awards have been granted to Mr.

Powell and Mses.

Stanfield and Johnson, as applicable, provide that if (i) a change in control occurs and (ii) the executive’s employment with the Company is terminated either by the Company without "Cause" or by the executive for "Good Reason" (each as defined in the equity award agreement), in either case, within the period commencing six months prior to and ending 24 months following a change in control, then (a) for time-based restricted stock and/or LTIP Unit awards, all outstanding shares of restricted stock and LTIP Units shall become immediately and fully vested, and (b) for performance-based restricted stock, stock options, and/or LTIP Unit awards, all outstanding shares of restricted stock, stock options, and/or LTIP Units shall become immediately and fully vested based on the higher of actual or target performance through the truncated performance period ending on the date of the change in control, and all vested stock options will remain exercisable for the remainder of the term of the option.

Accelerated Vesting Upon Termination of Employment Due to Death or Disability .

The award agreements pursuant to which restricted stock, stock option, and/or LTIP Unit awards have been granted to Mr.

Powell and Mses.

Stanfield and Johnson, as applicable, provide that upon a termination of employment due to death or disability, then (a) for time-based restricted stock and/or LTIP Unit awards, all outstanding shares of restricted stock and LTIP Units shall become immediately and fully vested, and (b) for performance-based restricted stock, stock option, and/or LTIP Unit awards, all outstanding shares of restricted stock, stock options, and/or LTIP Units shall become immediately and fully vested based on the higher of actual or target performance through the truncated performance period ending on the date of termination, and all vested stock options will remain exercisable for the remainder of the term of the option.

Other Benefits;

Perquisite Philosophy

Aimco’s executive officer benefit programs are substantially the same as for all other eligible officers and employees.

Aimco does not provide executives with more than minimal perquisites, such as reserved parking places.

Stock Ownership Guidelines and Required Holding Periods After Vesting

Aimco believes that it is in the best interest of Aimco’s stockholders for Aimco’s executive officers to own Aimco equity.

Every year, the Committee and CEO review Aimco’s stock ownership guidelines, each executive officer’s holdings in light of the stock ownership guidelines, and each executive officer’s accumulated realized and unrealized restricted stock, stock option, and LTIP Unit gains.

The Committee last updated the stock ownership guidelines in April 2022.

Equity ownership guidelines for all executive officers are determined as a multiple of the executive’s base salary.

The Committee and management have established the following stock ownership guidelines for Aimco’s executive officers:

Officer Position

Ownership Target

Chief Executive Officer

5x base salary

Other Executive Vice Presidents

3x base salary

Any executive officer who has not satisfied the stock ownership guidelines must, until the stock ownership guidelines are satisfied, hold 50% of any restricted stock that vests, after deduction of restricted stock sold for payment of income taxes related to the vesting, and hold shares equal to 50% of (i) the value realized upon option exercises less (ii) related income taxes.

Powell and Mses.

Stanfield and Johnson exceeded the ownership targets established in Aimco’s stock ownership guidelines as of the date of this filing.

Role of Outside Consultants

The Committee has the authority under its charter to engage the services of outside advisors, experts and others to assist the Committee.

In 2023, the Committee engaged Willis Towers Watson to advise the Committee regarding Aimco’s executive compensation plan.

Willis Towers Watson did not provide other services to Aimco.

The Committee assessed the independence of Willis Towers Watson pursuant to SEC rules and concluded that Willis Towers Watson is independent.

In 2023, the Committee directed Willis Towers Watson to:

(i) perform studies of competitive compensation practices;

(ii) develop conclusions and recommendations regarding Aimco’s executive compensation plans for consideration by the Committee;

(iii) identify an executive compensation peer group;

(iv) perform a benchmarking analysis of the base salary, STI, and LTI of the NEOs relative to competitive practices;

(v) advise the Committee regarding stock ownership guidelines for the NEOs;

and (vi) perform an assessment of the risks contained in Aimco’s incentive compensation plans.

Base Salary, Incentive Compensation, and Equity Grant Practices

Base salary adjustments typically take effect on January 1.

The Committee determines incentive compensation in late January or early February.

STI is typically paid in February or March.

LTI is granted on a date determined by the Committee, typically in late January or early February.

Aimco grants equity in three scenarios:

in connection with its annual incentive compensation program as discussed above;

in connection with certain new-hire or promotion packages;

and for purposes of retention.

With respect to LTI, the Committee sets the grant date for the restricted stock, stock option, and LTIP Unit grants.

The Committee typically sets grant dates at the time of its final compensation determination, generally in late January or early February.

The date of determination and date of award are not selected based on share price.

In the case of new-hire packages that include equity awards, grants are made on the executive’s start date or on a date designated in advance based on the passage of a specific number of days after the executive’s start date.

For non-executive officers, as provided for in the 2015 Plan, the Committee has delegated the authority to make equity awards, up to certain limits, to the Chief Financial Officer (Ms.

Stanfield) and/or Corporate Secretary (Ms.

The Committee and Mses.

Stanfield and Johnson time grants without regard to the share price or the timing of the release of material non-public information and do not time grants for the purpose of affecting the value of executive compensation.

2024 Compensation Targets

Based on comparison to compensation paid to CEOs at Aimco’s peers, the Committee set Mr.

Powell’s target total compensation (base compensation, STI and LTI) for 2024 at approximately $3.6 million, which approximated the peer median.

The Committee set target total compensation (base compensation, STI and LTI) for 2024 for the other NEOs as follows:

Stanfield — approximately $1.6 million;

Johnson — approximately $1.3 million.

Aimco performance will determine the amounts paid for 2024 STI and the portion of LTI awards that vest, and such amounts may be less than, or in excess of, these target amounts.

STI will be paid in cash.

The LTI was granted on January 31, 2024, and was in the form of time- and performance-vesting restricted stock (or in the case of Mr.

Powell, solely in the form of performance-vesting restricted stock).

Accounting Treatment and Tax Deductibility of Executive Compensation

The Committee generally considers the accounting treatment and tax implications of the compensation awarded or paid to our executives.

Grants of equity compensation awards under our long-term incentive program are accounted for under FASB ASC Topic 718.

Section 162(m) of the Internal Revenue Code generally disallows a tax deduction to any publicly held corporation for compensation paid to certain executive officers that exceeds $1.0 million in any taxable year.

The Company has awarded, and may continue to award, compensation as it considers appropriate that does not qualify for deductibility under Section 162(m).

Compensation and Human Resources Committee Report to Stockholders

The Compensation and Human Resources Committee held five meetings during the year ended December 31, 2023.

The Compensation and Human Resources Committee has reviewed and discussed the Compensation Discussion & Analysis with management.

Based upon such review, the related discussions, and such other matters deemed relevant and appropriate by the

Compensation and Human Resources Committee, the Compensation and Human Resources Committee has recommended to the Board that the Compensation Discussion & Analysis be included in this filing.

February 20, 2024

JAY PAUL LEUPP

DEBORAH SMITH

SYKES (CHAIRMAN)

The above report will not be deemed to be incorporated by reference into any filing by Aimco under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that Aimco specifically incorporates the same by reference.

SUMMARY COMPENSATION TABLE

The table below summarizes the compensation for the years 2023, 2022 and 2021 attributable to each of the NEOs.

Name and Principal

Incentive Plan

President and Chief

Executive Officer

Executive Vice

President and Chief

Financial Officer

Jennifer Johnson —

Executive Vice President, Chief

Administrative Officer and

General Counsel

(1) This column represents the aggregate grant date fair value of stock awards in the year granted computed in accordance with FASB ASC Topic 718.

For additional information on the valuation assumptions with respect to the grants reflected in this column for 2023, refer to the Share-Based Compensation footnote to Aimco's consolidated financial statements in this filing.

The amounts shown in this column for 2023 include the grant date fair value of the performance-based restricted stock awards granted in 2023 based on the probable outcome of the performance condition to which such awards are subject, which was calculated by a third-party consultant using a Monte Carlo valuation model in accordance with FASB ASC Topic 718.

Based on the foregoing, the grant date fair value is $7.75 per share for the performance-based restricted stock awards granted to each of Mr.

Powell and Mses.

Stanfield and Johnson, that are based on relative TSR performance.

(2) T his column represents the aggregate grant date fair value of the option awards in the year granted computed in accordance with FASB ASC Topic 718.

Powell, the amount shown represents the STI bonus that was paid to him on February 21, 2024.

Stanfield, the amount shown equals the sum of $688,275, representing the STI bonus that was paid to her on February 21, 2024, and $66,690, representing a payout in 2023 pursuant to a prior year long-term cash grant.

Johnson, the amount shown equals the sum of $496,014, representing the STI bonus that was paid to her on February 21, 2024, and $190,652, representing a payout in 2023 pursuant to prior year long-term cash grants.

(4) Includes non-discretionary matching contributions under Aimco’s 401(k) plan.

(5) Consists of a 2023 LTI award of 322,581 shares of performance-based restricted stock for the forward looking, three-year performance period from January 1, 2023, through December 31, 2025, with the number of shares earned, if any, vesting 100% following the end of the three-year performance period, subject to Mr.

Powell’s continued employment on the applicable vesting date.

(6) Equity awards for Ms.

Stanfield in 2023 include a 2023 LTI award consisting of the following:

(i) 37,678 shares of time-based restricted stock, vesting one-third on each anniversary of the grant date;

and (ii) 73,119 shares of performance-based restricted stock for the forward looking, three-year performance period from January 1, 2023, through December 31, 2025, with the number of shares earned, if any, vesting 100% following the end of the three-year performance period, in each case, subject to Ms.

Stanfield’s continued employment on the applicable vesting date.

(7) Equity awards for Ms.

Johnson in 2023 include a 2023 LTI award consisting of the following:

(i) 27,704 shares of time-based restricted stock, vesting one-third on each anniversary of the grant date;

and (ii) 53,764 shares of performance-based restricted stock for the forward looking, three-year performance period from January 1, 2023, through December 31, 2025, with the number of shares earned, if any, vesting 100% following the end of the three-year performance period, in each case, subject to Ms.

Johnson’s continued employment on the applicable vesting date.

GRANTS OF PLAN-BASED AWARDS IN 2023

The following table provides details regarding plan-based awards granted to the NEOs during the year ended December 31, 2023.

Estimated Future

Payouts Under

Incentive Plan

Estimated Future

Payouts Under

Equity Incentive

Plan Awards (2)

All other Option

Lynn Stanfield

Jennifer Johnson

(1) On February 1, 2023, the Committee made determinations of target total incentive compensation for 2023 based on achievement of Aimco’s five corporate goals for 2023, and, with respect to Mses.

Stanfield and Johnson, achievement of specific individual objectives.

The awards in this column indicate the 2023 STI portion of these target total incentive amounts — at threshold, target, and maximum performance levels.

The actual 2023 STI awards earned by each of Mr.

Powell and Mses.

Stanfield and Johnson are as disclosed in the Summary Compensation Table under “Non-Equity Incentive Plan Compensation.” See the discussion above under “CD&A — Total Compensation for 2023 — Short-Term Incentive Compensation for 2023.”

(2) The amounts in this column include the number of shares underlying performance-based restricted stock granted on February 1, 2023, pursuant to the executive's 2023 LTI award that may be earned – at threshold, target and maximum performance levels – based on relative TSR (one-third of each award is based on the Company’s TSR relative to each of the Russell 2000 Value Index, the FTSE NAREIT Equity Apartments Index, and Aimco's identified peer group) over a three-year period from January 1, 2023, to December 31, 2025, with the number of shares earned, if any, vesting 100% on the later of the third anniversary of the grant date or the date on which performance is determined (but no later than March 15, 2026), subject to the applicable executive’s continued employment on the applicable vesting date.

(3) The amounts in this column reflect the number of shares of time-based restricted stock granted pursuant to the 2023 LTI award, vesting one-third on each anniversary of the grant date, subject to the applicable executive’s continued employment on the applicable vesting date.

The number of shares of restricted stock was determined based on the average of the closing trading prices of Aimco’s Common Stock on the NYSE on the five trading days up to and including the grant date, or $7.52.

(4) This column represents the aggregate grant date fair value of equity awards in the year granted computed in accordance with FASB ASC Topic 718.

For additional information on the valuation assumptions with respect to the grants reflected in this column, refer to the Share-Based Compensation footnote to Aimco’s consolidated financial statements in this filing.

The amounts shown in this column include the grant date fair value of the performance-based restricted stock awards based on the probable outcome of the performance condition to which such awards are subject, which was calculated by a third-party consultant using a Monte Carlo valuation model in accordance with FASB ASC Topic 718.

Based on the foregoing, the grant date fair value is $7.75 per share for the performance-based restricted stock awards granted to each of Mr.

Powell and Mses.

Stanfield and Johnson that are based on relative TSR performance.

The grant date fair value of the performance-based restricted stock awards, assuming achievement at the maximum level of performance, is $5,000,006 for Mr.

Powell, $1,133,345 for Ms.

Stanfield, and $833,342 for Ms.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 2023

The following table shows outstanding stock option awards classified as exercisable and unexercisable as of December 31, 2023, for the NEOs.

The table also shows unvested and unearned stock awards assuming a market value of $7.83 per share (the closing market price of the Company’s Common Stock on the New York Stock Exchange on December 29, 2023).

Option Awards

Unexercisable

Vested ($) (1)

(1) Effective December 15, 2020, in connection with the Separation, the executive officers received a share or partnership unit of AIR for every share or partnership unit of Aimco, and partnership units were adjusted to preserve their pre-Separation value.

The share amounts in this table reflect only the Aimco awards and corresponding values as of December 31, 2023.

Amounts reflect the number of shares subject to the award that have not vested multiplied by the market value of $7.83 per share, which was the closing market price of Aimco’s Common Stock on December 29, 2023.

(2) This option was granted on February 2, 2022, and, subject to relative TSR metrics set forth in the CD&A, vests 100% following the end of the three-year forward looking performance period, subject to the applicable executive’s continued employment on the applicable vesting date.

The amount shown in the table is the award at maximum.

(3) This performance-based restricted stock award was granted on February 1, 2023, and, subject to relative TSR metrics set forth in the CD&A, vests 100% following the end of the three-year forward looking performance period, subject to the applicable executive’s continued employment on the applicable vesting date.

The amount shown in the table is the award at target.

(4) This option was granted on April 28, 2021.

The amount shown in the table represents the portion of the award that was earned based on our relative TSR performance for the three-year performance period from January 1, 2021, through December 31, 2023, of which 50% vested on January 31, 2024, and the remaining 50% will vest on January 27, 2025, subject to Mr.

Powell's continued employment on the applicable vesting date.

(5) This performance-based restricted stock award was granted on February 2, 2022, and, subject to relative TSR metrics set forth in the CD&A, vests 100% following the end of the three-year forward looking performance period, subject to the applicable executive’s continued employment on the applicable vesting date.

The amount shown in the table is the award at maximum.

(6) This performance-based restricted stock award was granted on April 28, 2021.

(7) This performance-based restricted stock award was granted on January 28, 2020.

The amount shown in the table represents the portion of the award that was earned based on relative TSR performance for the three-year performance period from January 1, 2020, through

December 31, 2022, of which 50% vested on February 1, 2023, and the remaining 50% vested on January 28, 2024.

Powell holds a corresponding number of AIR shares with a value of $89,013.

(8) This restricted stock award was granted on April 15, 2021, and vests 50% on each of the fourth and fifth anniversaries of the grant date, subject to the applicable executive’s continued employment on the applicable vesting date.

(9) This restricted stock award was granted on January 28, 2020, and vested 25% on each anniversary of the grant date.

Powell holds a corresponding number of AIR shares with a value of $27,020.

(10) This performance-based LTIP Unit award was granted on February 2, 2022, and, subject to relative TSR metrics set forth in the CD&A, vests 100% following the end of the three-year forward looking performance period, subject to Ms.

Stanfield's continued employment on the applicable vesting date.

The amount shown in the table is the award at maximum.

(11) This restricted stock award was granted on February 1, 2023, and vests one-third on each anniversary of the grant date, subject to the applicable executive’s continued employment on the applicable vesting date.

(12) This restricted stock award was granted on February 2, 2022, and vests one-third on each anniversary of the grant date, subject to the applicable executive’s continued employment on the applicable vesting date.

(13) This restricted stock award was granted on April 28, 2021, and vests 25% on each of January 27, 2022, January 27, 2023, January 27, 2024, and January 27, 2025, subject to the applicable executive’s continued employment on the applicable vesting date.

(14) This performance-based LTIP Unit award was granted on January 28, 2020.

The amount shown in the table represents the portion of the award that was earned based on relative TSR performance for the three-year performance period from January 1, 2020, through December 31, 2022, of which 50% vested on February 1, 2023, and the remaining 50% vested on January 28, 2024.

Stanfield holds a corresponding number of AIR LTIP Units with a value of zero.

(15) This performance-based LTIP Unit award was granted on January 28, 2020.

Stanfield holds a corresponding number of AIR LTIP Units with a value of $56,714.

(16) This LTIP Unit award was granted on January 28, 2020, and vested 25% on each anniversary of the grant date.

Stanfield holds a corresponding number of AIR LTIP Units with a value of $22,991.

OPTION EXERCISES AND STOCK VESTED IN 2023

The following table sets forth certain information regarding options and stock awards exercised and vested, respectively, during the year ended December 31, 2023, for the persons named in the Summary Compensation Table above.

Option Awards

Exercise ($) (1)

Vesting ($) (2)

Lynn Stanfield

Jennifer Johnson

(1) Amounts reflect the difference between the exercise price of the option and the closing price at the time of exercise.

(2) Amounts reflect the market price of the stock on the day the shares of restricted stock vested.

POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

The NEOs are entitled to certain severance payments and benefits upon a qualifying termination of employment and, in the case of a change in control, double trigger accelerated vesting of equity awards in the event of a qualifying termination of employment that occurs within a period commencing six months prior to and ending 24 months following a change in control.

The terms of these arrangements are described under “CD&A — Post-Employment Compensation and Employment and Severance Arrangements — Executive Employment Arrangements, Executive Severance Arrangements, and Equity Award Agreements” above.

In the table that follows, potential payments and other benefits payable upon termination of employment and change in control situations are set out as if the conditions for payments had occurred and/or the terminations took place on December 31, 2023.

In setting out such payments and benefits, amounts that had already been earned as of the termination date, including 2023 STI, which would have been earned as of the termination date but not yet paid, are not shown.

Also, benefits that are available to all full-time regular employees when their employment terminates are not shown.

The amounts set forth below are estimates of the amounts that could be paid out to the NEOs upon their termination.

The actual amounts to be paid out can only be determined at the time of such NEOs’ separation from Aimco.

The following table summarizes the potential payments under various scenarios if they had occurred on December 31, 2023.

Value of Accelerated Stock and Stock Options ($)(1)

Severance ($)

Jennifer Johnson

(1) Amounts reflect value of accelerated restricted stock, stock options, and LTIP Units using the closing market price on December 29, 2023, of $7.83 per share, excluding accrued dividends, and in the case of performance-vesting awards, reflect acceleration at the higher or target or actual performance as of December 31, 2023.

(2) Amounts assume a termination without "Cause" (as defined in the non-competition agreement), the agreements were enforced by the Company, and that non-compete payments in an aggregate amount equal to two-thirds of the executive’s monthly base salary would be payable for 24 months following the executive’s termination of employment by the Company without cause.

(3) Amount consists of (i) a lump sum cash payment equal to two times the sum of base salary and target STI, and (ii) the monthly COBRA premium for health and welfare coverage for the executive and his dependents multiplied by 24 months, as payable pursuant to the 2021 Employment Agreement.

(4) Amount consists of (i) a lump sum cash payment equal to three times the sum of base salary and target STI, and (ii) the monthly COBRA premium for health and welfare coverage for the executive and his dependents multiplied by 36 months, as payable pursuant to the 2021 Employment Agreement.

(5) Amount consists of (i) a lump sum cash payment equal to the sum of base salary and target STI, and (ii) the monthly COBRA premium for health and welfare coverage for the executive and her dependents multiplied by 18 months, as payable pursuant to the Executive Severance Policy.

(6) Amount consists of (i) a lump sum cash payment equal to two times the sum of base salary and target STI, and (ii) the monthly COBRA premium for health and welfare coverage for the executive and her dependents multiplied by 24 months, as payable pursuant to the Executive Severance Policy.

CHIEF EXECUTIVE OFFICER COMPENSATION AND EMPLOYEE COMPENSATION

We believe that executive pay should be internally consistent and equitable to motivate our teammates to create stockholder value.

In August 2015, pursuant to a mandate of the Dodd-Frank Act, the SEC adopted a rule requiring annual disclosure of the ratio of the median employee’s annual total compensation to the annual total compensation of the principal executive officer.

The disclosure is required for fiscal years beginning on or after January 1, 2017.

The annual total compensation for 2023 for Mr.

Powell, our CEO, was $4,073,841, as reported under the heading “Summary Compensation Table.” Our median employee’s total compensation for 2023 was $224,236.

As a result, we estimate that Mr.

Powell’s 2023 total compensation was approximately 18 times that of our median employee.

Our CEO to median employee pay ratio was calculated in accordance with Item 402(u) of Regulation S-K.

We identified the median employee by examining 2023 total compensation, consisting of base salary, annual bonus amounts, stock-based compensation (based on the grant date fair value of awards granted during 2023) and other incentive payments for all individuals who were employed by Aimco on December 31, 2023, other than our CEO.

Our measuring date of December 31 remained the same as last year.

We included all active employees and annualized the compensation for any employees who were not employed by Aimco for the full 2023 calendar year.

After identifying the median employee based on 2023 total compensation, we calculated annual total compensation for such employee using the same methodology we use for our NEOs as set forth in the “Total” column in the Summary Compensation Table.

DIRECTOR COMPENSATION

In formulating its recommendation for director compensation, the Nominating, Environmental, Social, and Governance Committee reviews director compensation for independent directors of companies in the real estate industry and companies of comparable market capitalization, revenue, and assets and considers compensation trends for other NYSE-listed companies.

The Nominating, Environmental, Social, and Governance Committee also considers the size of the Board as compared to other boards, the participation of each independent director on committees, and the resulting workload on the directors.

In addition, the Nominating, Environmental, Social, and Governance Committee considers the overall cost of the Board to the Company and the cost per director.

2023 Compensation

For 2023, based on the advice of Aimco's independent compensation consultant, Willis Towers Watson, with such advice based on a review of director compensation for Aimco's identified peer group, compensation for the non-management directors included an annual fee of $200,000, payable up to 50% in the form of a cash retainer with the remainder in stock, stock options, and/or LTIP Units.

The stock, stock options, and LTIP Units were awarded on February 1, 2023.

The closing price of Aimco’s Common Stock on the NYSE on February 1, 2023, was $7.59.

Rexroad, who joined the Board on March 27, 2023, was awarded a prorated annual fee of $150,000, which was awarded in stock on March 27, 2023.

The closing price of Aimco’s Common Stock on the NYSE on March 27, 2023, was $7.13.

Additional retainers for Board leadership positions in 2023 were as follows:

Chairman of the Board — $65,000;

Audit Committee Chairman — $20,000;

Compensation and Human Resources Committee Chairman — $15,000;

Nominating, Environmental, Social, and Governance Committee Chairman — $14,000;

and Investment Committee Chairman —$15,000.

No meeting fees were paid to non-management directors for attending meetings of the Board and the committees on which they serve.

For the year ended December 31, 2023, Aimco paid the directors serving on the Board during that year as follows:

Fees Earned or

Incentive Plan

Change in Pension

Value and Nonqualified

Deferred Compensation

Terry Considine (4)

Jay Paul Leupp

Wes Powell (6)

Deborah Smith (8)

(1) For 2023, each of the non-management directors were provided the opportunity to receive up to 50% of the $200,000 annual retainer, or $100,000, in cash.

Amounts in this column also include cash retainers for Board leadership positions in 2023, as follows:

Stone, Chairman of the Board — $65,000;

Leupp, Audit Committee Chairman — $20,000;

Sykes, Compensation and Human Resources Committee Chairman — $15,000;

Allen, Nominating, Environmental, Social, and Governance Committee Chairman — $14,000;

Gibson, Investment Committee Chairman —$15,000.

(2) For 2023, each of the non-management directors were provided the opportunity to receive up to 100% of the $200,000 annual retainer in Aimco equity.

Allen, Leupp, Stone, Sullivan, and Sykes and Mses.

Gibson, Rexroad, and Smith elected to receive all or a portion of the equity portion of their annual retainer in shares of Aimco's Common Stock, and Mr.

Considine elected to receive his annual retainer in LTIP Units.

The shares were awarded on February 1, 2023, and the closing price of Aimco’s Common Stock on that date was $7.59.

For the purposes of calculating the number of shares of stock to be granted, the dollar amount allocated to stock was divided by $7.52, which was the average closing trading price of Aimco's Common Stock for the five-day trading period up to and including the date of grant.

The dollar value shown above represents the aggregate grant date fair value computed in accordance with FASB ASC Topic 718 and is calculated based on the closing price of Aimco’s Common Stock on the date of grant.

(3) For 2023, each of the independent directors were provided the opportunity to receive up to 100% of the $200,000 annual retainer in equity.

Miller and Ms.

Smith elected to receive all or a portion of the equity portion of their annual retainer in non-qualified stock options.

The dollar value shown above represents the aggregate grant date fair value computed in accordance with FASB ASC Topic 718.

The stock options as granted have an exercise price of $7.59, which was the closing price of Aimco's stock on the grant date and equal to the fair market value of Aimco's Common Stock on the grant date.

Considine resigned from serving as a member of the Board on February 13, 2023.

Miller resigned from serving as a member of the Board on April 26, 2023.

Powell, who is not an independent director, did not receive any additional compensation for serving on the Board.

Rexroad, who joined the Board on March 27, 2023, was awarded a prorated annual fee of $150,000, which was awarded in stock on March 27, 2023.

The closing price of Aimco’s Common Stock on the NYSE on March 27, 2023, was $7.13.

For the purposes of calculating the number of shares of stock to be granted, the dollar amount allocated to stock was divided by $7.07, which was the average closing trading price of Aimco's Common Stock for the five-day trading period up to and including the date of grant.

(8) As of December 31, 2023, Ms.

Smith held a fully vested and exercisable option to acquire 170,323 shares.

2024 Compensation

Compensation for each of the non-management directors in 2023 includes an annual fee of $230,000, payable up to 50% in the form of a cash retainer with the remainder in stock.

The stock was awarded on January 31, 2024.

The closing price of Aimco’s Common Stock on the NYSE on January 31, 2024, was $7.43.

Additional retainers for Board leadership positions in 2024 are as follows:

Chairman of the Board — $65,000;

Audit Committee Chairman — $25,000;

Compensation and Human Resources Committee Chairman — $15,000;

Nominating, Environmental, Social, and Governance Committee Chairman — $14,000;

and Investment Committee Chairman — $20,000.

Directors will not receive meeting fees in 2024.

SECURITY OWNERSHIP OF CERT AIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information available to the Company, as of February 21, 2024, with respect to Aimco’s equity securities beneficially owned by (i) each director and the NEOs, and (ii) all directors and executive officers as a group.

The table also sets forth certain information available to the Company, as of February 21, 2024, with respect to shares of Common Stock held by each person known to the Company to be the beneficial owner of more than 5% of such shares.

This table reflects options that are exercisable within 60 days.

Unless otherwise indicated, each person has sole voting and investment power with respect to the securities beneficially owned by that person.

The business address of each of the following directors and NEOs is 4582 South Ulster Street, Suite 1450, Denver, Colorado 80237.

None of the securities reflected in this table held by the directors or NEOs are the subject of any hedging or pledging transaction.

Name and Address of Beneficial Owner

Outstanding (2)

Ownership of the

Directors and Named Executive Officers:

Jennifer Johnson

Jay Paul Leupp

Deborah Smith

All directors and executive officers as a group

5% or Greater Holders:

The Vanguard Group

100 Vanguard Blvd.

Malvern, Pennsylvania 19355

Rowe Price Associates, Inc.

100 East Pratt St.

Baltimore, Maryland 21202

BlackRock, Inc.

50 Hudson Yards

New York, New York 10001

Westdale Investments L.P.

and affiliates

2550 Pacific Ave., Suite 1600

Dallas, Texas 75226

* Less than 0.5%

(1) Excludes shares of Common Stock issuable upon redemption of common OP Units or equivalents.

(2) Represents the number of shares of Common Stock beneficially owned by each person divided by the total number of shares of Common Stock outstanding as of February 21, 2024.

Any shares of Common Stock that may be acquired by a person within 60 days upon the exercise of options, warrants, rights or conversion privileges or pursuant to the power to revoke, or the automatic termination of, a trust, discretionary account or similar arrangement are deemed to be beneficially owned by that person and are deemed outstanding for the purpose of computing the percentage of outstanding shares of Common Stock owned by that person, but not any other person.

(3) Through wholly owned subsidiaries, Aimco acts as general partner of the Aimco Operating Partnership.

As of February 21, 2024, Aimco held approximately 95.0% of the common partnership interests in the Aimco Operating Partnership.

Interests in the Aimco Operating Partnership that are held by limited partners other than Aimco are referred to as “OP Units.” Generally, after a holding period of 12 months, common OP Units may be tendered for redemption and, upon tender, may be acquired by Aimco for shares of Common Stock at an exchange ratio of one share of Common Stock for each common OP Unit (subject to adjustment).

If Aimco acquired all common OP Units for Common Stock (without regard to the ownership limit set forth in Aimco’s Charter), these shares of Common Stock would constitute approximately 5.0% of the then outstanding shares of Common Stock.

OP Units are subject to certain restrictions on transfer.

(4) Represents the number of shares of Common Stock beneficially owned, divided by the total number of shares of Common Stock outstanding, assuming, in both cases, that all 7,673,900 OP Units outstanding as of February 21, 2024 are redeemed in exchange for shares of Common Stock (notwithstanding any holding period requirements, and Aimco’s ownership limit).

See note (3) above.

Excludes partnership preferred units issued by the Aimco Operating Partnership and Aimco preferred securities.

(5) Includes 317,200 shares subject to options that are exercisable within 60 days.

(6) Includes 2,000 shares held directly by Mr.

Leupp, 130,780 shares held by a trust for the benefit of Mr.

Leupp’s children, of which Mr.

Leupp and his spouse are trustees, and 13 shares held by Terra Firma Asset Management, LLC, of which Mr.

Leupp is a 65% managing member.

(7) Includes 170,323 shares subject to options that are exercisable within 60 days.

(8) Includes 487,523 shares subject to options that are exercisable within 60 days.

(9) Beneficial ownership information is based on information contained in an Amendment No.

3 to Schedule 13G filed with the SEC on February 13, 2024, by The Vanguard Group.

According to the schedule, The Vanguard Group has sole dispositive power with respect to 19,316,523 of the shares, shared voting power with respect to 214,492 of the shares, and shared dispositive power with respect to 373,192 of the shares.

(10) Beneficial ownership information is based on information contained in an Amendment No.

3 to Schedule 13G filed with the SEC on February 14, 2024, by T.

Rowe Price Associates, Inc.

on behalf of itself and affiliated entities.

According to the schedule, T.

Rowe Price Associates, Inc.

has sole voting power with respect to 6,863,919 of the shares and sole dispositive power with respect to all 17,751,994 shares.

(11) Beneficial ownership information is based on information contained in an Amendment No.

5 to Schedule 13G filed with the SEC on January 24, 2024, by BlackRock, Inc.

According to the schedule, BlackRock, Inc.

has sole voting power with respect to 14,619,883 of the shares and sole dispositive power with respect to all 15,132,835 shares.

(12) Beneficial ownership information is based on information contained in an Amendment No.

1 to Schedule 13D filed with the SEC on November 18, 2022, by Westdale Investments L.P., JGB Ventures I, Ltd., JGB Holdings, Inc., Joseph G.

Beard, Westdale Construction Co.

Limited, Ronald Kimel, and Warren Kimel.

According to the schedule, Westdale Investments L.P., JGB Ventures I, Ltd., JGB Holdings, Inc., and Joseph G.

Beard have shared voting and dispositive power over the 7,857,295 shares owned directly by Westdale Investments L.P., and Westdale Construction Co.

Limited, Ronald Kimel, and Warren Kimel have shared voting and dispositive power over the 950,450 shares owned directly by Westdale Construction Co.

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

Information on equity compensation plans as of the end of the 2023 fiscal year under which equity securities of the Company are authorized for issuance is set forth in the following table.

Plan Category

Securities To Be

Options, Warrants

Weighted Average

Exercise Price of

Options, Warrants

and Rights (1)

Number of Securities

Remaining Available for Future

Issuance under Equity

Compensation Plans (Excluding

Securities Subject to Outstanding

Unexercised Grants)

Equity compensation plans approved by security holders

Equity compensation plans not approved by security holders

(1) The weighted average exercise price is calculated based solely on the outstanding stock options.

It does not take into account the shares issuable upon vesting of outstanding time-based restricted stock, performance-based restricted stock, or LTIP awards, because such awards do not have an exercise price.

CERTAIN RELATIONSHIPS AND RE LATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Policies and Procedures for Review, Approval or Ratification of Related Person Transactions

Aimco recognizes that related person transactions can present potential or actual conflicts of interest and create the appearance that Aimco’s decisions are based on considerations other than the best interests of Aimco and its stockholders.

Nevertheless, Aimco recognizes that there are situations where related person transactions may be in, or may not be inconsistent with, the best interests of Aimco and its stockholders.

The Nominating, Environmental, Social, and Governance Committee, pursuant to a written policy approved by the Board, has oversight for related person transactions.

The Nominating, Environmental, Social, and Governance Committee will review transactions, arrangements or relationships in which (1) the aggregate amount involved will or may be expected to exceed $100,000 in any calendar year, (2) Aimco (or any Aimco entity) is a participant, and (3) any related party has or will have a direct or indirect interest (other than an interest arising solely as a result of being a director of another corporation or organization that is a party to the transaction or a less than ten percent beneficial owner of another entity that is a party to the transaction).

The Nominating, Environmental, Social, and Governance Committee has also given its standing approval for certain types of related person transactions such as certain employment arrangements, director compensation, transactions with another entity in which a related person’s interest is only by virtue of a non-executive employment relationship or limited equity position, and transactions in which all stockholders receive pro rata benefits.

Sublease of a Portion of Aimco Office Space

On January 25, 2019, Aimco entered into a sublease agreement (the “Sublease”) with an entity in which Mr.

Considine, former Director who resigned from the Board in February 2023, has sole voting and investment power.

Under this agreement, Aimco has subleased to said entity approximately 2,957 square feet of office space within the same building as Aimco’s corporate headquarters in Denver, Colorado, and consisting of excess space not needed by Aimco, on exactly the same terms as Aimco leases the space.

The Sublease does not provide any benefit to the entity, as other space in the building requires comparable rent.

The Sublease provides some benefit to Aimco as it gives Aimco the ability to put the excess space to productive use.

The entity has a lease term less favorable than Aimco’s lease with the landlord, in that Aimco has the option to terminate the Sublease at any time, for any or no reason, upon six months’ notice.

The Sublease has a term that began on April 1, 2019, and ends on April 30, 2029, the same term as the Aimco lease.

The annual amount of rent in the first year was $78,361, subject to annual increases.

The aggregate amount of rent expected to be paid under the Sublease, assuming the entire lease term is fulfilled, is approximately $850,000.

The Nominating, Environmental, Social, and Governance Committee reviewed the Sublease and determined that it is in the best interests of Aimco and its stockholders.

Related Person Transactions

In November 2019, Aimco confirmed an arrangement with Richard M.

Powell, of R.M.

Powell & Co., a contractor for Aimco since 1997 and father of Mr.

Wes Powell, Director, President and CEO.

Depending on the success of potential transactions identified by Mr.

Richard Powell, he may earn fees in amounts in excess of $120,000.

Pursuant to the Company’s related party transactions policy, the Nominating, Environmental, Social, and Governance Committee reviewed and approved the arrangement with Mr.

Richard Powell, subject to the Committee’s subsequent review and approval of any specific transaction in which R.M.

provides services.

In March 2020, Elizabeth Likovich, the daughter of Mr.

Considine, former Director who resigned from the Board in February 2023, became a full-time employee of the Company.

Her compensation for 2023 was in line with the median for her peers, and consisted of $302,614 in base salary, $140,200 in STI, $5,305 in non-discretionary matching contributions under Aimco’s 401(k) plan, and $106,492 in equity awards vesting over three years.

Prior to joining Aimco, Ms.

Likovich held a similar position at a peer apartment company.

Pursuant to the policy noted above, the Nominating, Environmental, Social, and Governance Committee reviewed and approved the employment of Ms.

INDEPENDENCE OF DIRECTORS

The Board has determined that to be considered independent, a director may not have a direct or indirect material relationship with Aimco or its subsidiaries (directly or as a partner, stockholder or officer of an organization that has a relationship with the Company).

A material relationship is one that impairs or inhibits, or has the potential to impair or inhibit, a director’s exercise of critical and disinterested judgment on behalf of Aimco and its stockholders.

In determining whether a material relationship exists, the Board considers all relevant facts and circumstances, including whether the director or a family member is a current

or former employee of the Company, family member relationships, compensation, business relationships and payments, and charitable contributions between Aimco and an entity with which a director is affiliated (as an executive officer, partner or substantial stockholder).

The Board consults with the Company’s counsel to ensure that such determinations are consistent with all relevant securities and other laws and regulations regarding the definition of “independent director,” including but not limited to those categorical standards set forth in Section 303A.02 of the listing standards of the NYSE.

Consistent with these considerations, the Board has affirmatively determined the independence of Messrs.

Allen, Leupp, Stone, Sullivan, and Sykes and Mses.

Gibson, Rexroad, and Smith .

PRINCIPAL ACCOU NTANT FEES AND SERVICES

PRINCIPAL ACCOUNTANT FEES

Below is information on the fees billed for services rendered by Ernst & Young LLP during the years ended December 31, 2023, and 2022.

Year Ended December 31,

Aggregate fees billed for services

$ 1.76 million

$ 1.66 million

Including fees associated with the audit of Aimco’s annual financial statements, internal controls, interim reviews of financial statements, registration statements, comfort letters, and consents

$ 1.56 million

$ 1.62 million

Audit-Related Fees:

Including fees related to benefit plan audits and subsidiary audits

$ 0.08 million

$ 0.04 million

Tax Consulting Fees (1)

All other fees

(1) Tax consulting fees consist primarily of amounts attributable to routine advice related to REIT compliance.

Audit Committee Pre-Approval Policies

The Audit Committee has adopted the Audit and Non-Audit Services Pre-Approval Policy (the “Pre-Approval Policy”).

A summary of the Pre-Approval Policy is as follows:

• The Pre-Approval Policy describes the Audit, Audit-related, Tax and Other Permitted services that have the general pre-approval of the Audit Committee.

• Pre-approvals are typically subject to a dollar limit of $50,000.

• The term of any general pre-approval is generally 12 months from the date of pre-approval.

• At least annually, the Audit Committee reviews and pre-approves the services that may be provided by the independent registered public accounting firm without obtaining specific pre-approval from the Audit Committee.

• Unless a type of service has received general pre-approval and is anticipated to be within the dollar limit associated with the general pre-approval, it requires specific pre-approval by the Audit Committee if it is to be provided by the independent registered public accounting firm.

• The Audit Committee will consider whether all services are consistent with the rules on independent registered public accounting firm independence.

• The Audit Committee also considers whether the independent registered public accounting firm is best positioned to provide the most effective and efficient service, for reasons such as its familiarity with Aimco’s business, people, culture, accounting systems, risk profile and other factors, and whether the service might enhance Aimco’s ability to manage or control risk or improve audit quality.

Such factors are considered as a whole, and no one factor is necessarily determinative.

All of the services described in the Principal Accountant Fees section above were approved pursuant to the annual engagement letter or in accordance with the Pre-Approval Policy.

Each member of the Board of Directors of Aimco is also a director of the general partner of the Aimco Operating Partnership.

The officers of Aimco are also the officers of the general partner of the Aimco Operating Partnership and hold the same titles.

The information required by this item for both Aimco and the Aimco Operating Partnership is incorporated herein by reference to the 2025 Proxy Statement to be filed within 120 days after the year ended December 31, 2024.

EXECUTIVE COMPENSATION

The information required by this item, for both Aimco and the Aimco Operating Partnership, and is incorporated herein by reference to the 2025 Proxy Statement to be filed within 120 days after the year ended December 31, 2024.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information required by this item, for both Aimco and the Aimco Operating Partnership, is incorporated herein by reference to the 2025 Proxy Statement to be filed within 120 days after the year ended December 31, 2024.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

PRINCIPAL ACCOUNTANT FEES AND SERVICES

EXHIBITS AND FINAN CIAL STATEMENT SCHEDULES

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(Exhibit 10.1 to Aimco’s Current Report on Form 8-K, filed December 16, 2020, is incorporated herein by reference)

Amended Aimco Severance Policy, effective as of October 27, 2021 (filed herewith)*

Powell Employment Agreement (filed herewith)*

Amended Aimco Severance Policy, effective as of October 27, 2021 (Exhibit 10.3 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Powell Employment Agreement (Exhibit 10.4 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

2007 Stock Award and Incentive Plan (Exhibit A to Aimco’s Proxy Statement on Schedule 14A, filed March 20, 2007, is incorporated herein by this reference)*

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Form of Performance Non-Qualified Stock Option Agreement (2015 Stock Award and Incentive Plan) (Exhibit 10.26 to Aimco's Annual Form on 10-K for the year ended December 31, 2016, is incorporated herein by this reference)*

Form of Restricted Stock Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (filed herewith)*

Form of Performance Restricted Stock Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (filed herewith)*

Form of Performance Non-Qualified Stock Option Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (filed herewith)*

Form of Performance Vesting LTIP II Unit Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (filed herewith)*

Form of Restricted Stock Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (filed herewith)*

Form of Performance Restricted Stock Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (filed herewith)*

Form of Performance Vesting LTIP II Unit Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (filed herewith)*

Form of Non-Qualified Stock Option Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (filed herewith)*

Form of LTIP II Unit Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (filed herewith)*

Form of Restricted Stock Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.17 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of Performance Restricted Stock Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.18 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of Performance Non-Qualified Stock Option Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.19 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of Performance Vesting LTIP II Unit Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.20 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of Restricted Stock Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.21 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of Performance Restricted Stock Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.22 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of Performance Vesting LTIP II Unit Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.23 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of Non-Qualified Stock Option Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.24 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of Non-Qualified Stock Option Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.25 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of LTIP II Unit Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.26 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of LTIP II Unit Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.27 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of Performance Restricted Stock Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (Exhibit 10.28 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

Form of Performance Restricted Stock Agreement (Second Amended & Restated 2015 Stock Award and Incentive Plan) (filed herewith)*

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(f/k/a AIMCO Properties, L.P.) (Exhibit 10.3 to Aimco’s Current Report on Form 8-K, filed December 15, 2020, is incorporated herein by this reference)

Interests Purchase and Sale Agreement, effective as of December 30, 2024, by and among AHOTB Holding, LLC, Aimco OP L.P., and Brickell Bay Property Owner LLC (filed herewith)

Policy on Insider Information and Insider Trading

List of Subsidiaries

Consent of Independent Registered Public Accounting Firm - Aimco

Consent of Independent Registered Public Accounting Firms - Aimco

Certification of Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-15(e)/15d-15(e), and Securities Exchange Act Rules 13a-15(f)/15d-15(f), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Aimco

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Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - Aimco Operating Partnership

Amended Aimco Clawback Policy, effective as of July 26, 2023 (filed herewith)*

Amended Aimco Clawback Policy, effective as of July 26, 2023 (Exhibit 97.1 to Aimco's Annual Form on 10-K for the year ended December 31, 2023, is incorporated herein by this reference)*

The following materials from Aimco’s and Aimco Operating Partnership’s consolidated Annual Report on Form 10-K for the year ended December 31, 2024, formatted in iXBRL (Inline Extensible Business Reporting Language):

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* Management contract or compensatory plan or arrangement

+ Exhibits marked with a (+) exclude certain portions of the exhibit pursuant to Item 601(b)(10)(iv) of Regulation S-K.

A copy of the omitted portions will be furnished to the SEC upon request.

FORM 10-K SUMMARY

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Report of Registered Independent Public Accounting Firm (PCAOB ID:

Consolidated Balance Sheets

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Report of Registered Independent Public Accounting Firm (PCAOB ID:

Consolidated Balance Sheets

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Note 14 — Business Segments

Note 15 — Subsequent Events

Financial Statement Schedule:

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February 24, 2025

Report of Independent Regi stered Public Accounting Firm

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Stockholders

Apartment Investment and Management Company

Opinion on the financial statements

We have audited the accompanying consolidated balance sheet of Apartment Investment and Management Company (a Maryland corporation) and subsidiaries (the “Company”) as of December 31, 2024, the related consolidated statements of operations, equity, and cash flows for the year ended December 31, 2024, and the related notes and financial statement schedule included under Item 15(a) (collectively referred to as 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, 2024, and the results of its operations and its cash flows for the year ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

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, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”), and our report dated February 24, 2025 expressed an unqualified opinion.

Basis for opinion

These consolidated financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on the Company’s consolidated financial statements 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 the financial statements are free of material misstatement, whether due to error or fraud.

Our audit included performing procedures to assess the risks of material misstatement of the 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 financial statements.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audit provides a reasonable basis for our opinion.

Critical audit matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the 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 financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Impairment of investment in IQHQ

As described further in Note 2 to the financial statements, the Company accounts for their investment in IQHQ, a privately held life sciences real estate development company, using the measurement alternative.

During the year ended December 31, 2024, the Company recorded a non-cash impairment charge of $48.6 million, reducing the carrying value of the investment in IQHQ to $11.1 million as a result of the identification of a triggering event.

The fair value of IQHQ was determined using various estimates, assumptions, and market data, the most significant being projected operational cash flows, capitalization rates, and discount rates.

We identified the fair value measurements utilized in valuing IQHQ’s underlying investment properties as a critical audit matter.

The principal considerations for our determination that the fair value measurements utilized in valuing IQHQ’s underlying investment properties are a critical audit matter are the projected operational cash flows, capitalization rates, and discount rates used in determining the fair value, which involved a higher degree of judgment due to the subjective nature of these inputs.

Our audit procedures related to the fair value measurements utilized in valuing IQHQ’s underlying investment properties included the following, among others:

We tested the design and operating effectiveness of relevant controls over management’s evaluation of the reasonableness of the significant inputs and assumptions used to estimate the fair value of IQHQ’s underlying investment properties.

For certain underlying investment properties valued under the income approach, with the assistance of those with specialized skill and knowledge, we evaluated the reasonableness of the fair value measurements by comparing the land and real property market values to independently developed ranges using relevant market data derived from industry transaction databases and published industry reports.

/s/ GRANT THORNTON LLP

We have served as the Company's auditor since 2024.

Denver, Colorado

February 24, 2025

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

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Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Apartment Investment and Management Company (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S.

We have audited the accompanying consolidated balance sheet of Apartment Investment and Management Company (the Company) as of December 31, 2023, the related consolidated statements of operations, equity and cash flows for each of the two years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023, and the results of its operations and its cash flows for each of the two years in the 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 issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 26, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

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We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of the critical audit matter 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 matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Impairment of mezzanine investment

Description of the Matter

During 2023 the Company recorded an impairment loss on its mezzanine investment of $158.0 million to reduce the investment to its estimated fair value of zero.

As more fully described in Note 2 and Note 12 to the consolidated financial statements, the Company periodically evaluates the mezzanine investment for impairment.

An impairment loss is recognized to adjust the investment to its estimated fair value when the Company determines the fair value is less than the carrying value of the investment on an other-than-temporary basis.

Auditing the Company’s measurement of the impairment loss on the mezzanine investment involved a higher degree of judgment due to the subjective nature of the capitalization rate used in determining the fair value of the underlying real estate collateral.

How We Addressed the Matter in Our Audit

We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s process to determine the fair value of the mezzanine investment and measure the impairment loss.

This included testing controls over management’s evaluation of the significant inputs and assumptions used to estimate the fair value of the underlying real estate collateral.

To test the impairment loss on the mezzanine investment, our audit procedures included, among others, testing the completeness and accuracy of the information included in the valuation model and evaluating the capitalization rate that was used to estimate fair value.

With the assistance of our valuation specialists, we compared the capitalization rate to observable market data and published industry resources for comparable properties in the same or nearby markets.

/s/ Ernst & Young LLP

We have served as the Company's auditor since 2020.

We served as the Company's auditor from 2020 to 2024.

Denver, Colorado

February 26, 2024,

except for Note 14, as to which the date is

February 24, 2025

APARTMENT INVESTMENT AND MANAGEMENT COMPANY

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Restricted cash

Mezzanine investment

Interest rate options

Unconsolidated real estate partnerships

Notes receivable

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Other assets, net

Assets held for sale, net

LIABILITIES AND EQUITY

Non-recourse property debt, net

Construction loans, net

Non-recourse construction loans, net

Total indebtedness

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Lease liabilities - finance leases

Mezzanine investment - participation sold

Dividends payable

Accrued liabilities and other

Liabilities related to assets held for sale, net

Total liabilities

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Commitments and contingencies (Note 13)

Equity ( 510,587,500 shares authorized at both December 31, 2023 and December 31, 2022):

Equity ( 510,587,500 shares authorized at December 31, 2024 and December 31, 2023):

Common Stock, $ 0.01 par value, 136,351,966 and 140,576,102 shares issued and outstanding at December 31, 2024 and December 31, 2023, respectively

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Mezzanine investment income (loss), net

Realized and unrealized gains (losses) on interest rate options

Realized and unrealized gains (losses) on interest rate contracts

Realized and unrealized gains (losses) on equity investments

1 unchanged sentence

Lease modification income

Income from unconsolidated real estate partnerships

Other income (expense), net

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Net income (loss)

Redemption of OP Units

Redemption of OP Units held by third parties and reallocation of noncontrolling interests in Aimco Operating Partnership

Share-based compensation expense

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Distributions to noncontrolling interests in consolidated real estate partnerships

Redemption of redeemable noncontrolling interests in consolidated real estate partnerships

Purchase of noncontrolling interests in consolidated real estate partnerships

Common stock repurchased

Other common stock issuances

Cash dividends

Balances at December 31, 2022

Net income (loss)

Redemption of OP Units

Redemption of OP Units held by third parties and reallocation of noncontrolling interests in Aimco Operating Partnership

Share-based compensation expense

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Distributions to noncontrolling interests in consolidated real estate partnerships

Redemption of redeemable noncontrolling interests in consolidated real estate partnerships

Purchase of noncontrolling interests in consolidated real estate partnerships

Common stock repurchased

Other common stock issuances

Cash dividends

Balances at December 31, 2023

Net income (loss)

Redemption of OP Units

Redemption of OP Units held by third parties and reallocation of noncontrolling interests in Aimco Operating Partnership

Share-based compensation expense

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Distributions to noncontrolling interests in consolidated real estate partnerships

Purchase of noncontrolling interests in consolidated real estate partnerships

Common stock repurchased

Other common stock issuances

Other common stock issuances, net of withholding taxes

Dividends declared

Balances at December 31, 2024

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Mezzanine investment (income) loss, net

Realized and unrealized (gains) losses on interest rate options

Realized and unrealized (gains) losses on interest rate contracts

Realized and unrealized (gains) losses on equity investments

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Gain on dispositions of real estate

Income from unconsolidated real estate partnerships

Amortization of debt issuance costs and other

Loss (income) from unconsolidated real estate partnerships

Other, including amortization of debt issuance costs

Changes in operating assets and operating liabilities:

Other assets, net

Operating assets, net

Net cash received from lease incentive

Accrued liabilities and other

Operating liabilities, net

Total adjustments

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Capital expenditures

Proceeds from disposition of real estate

Proceeds from dispositions of real estate

Investment in IQHQ

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Investment in unconsolidated real estate partnerships

Proceeds from dispositions of unconsolidated real estate partnerships

Purchase of treasury bill

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Other investing activities

Net cash used in investing activities

Net cash provided by (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from non-recourse property debt

Proceeds from construction loans

Proceeds from non-recourse construction loans

Proceeds from sale of participation in Mezzanine Investment

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Principal repayments on non-recourse property debt

Principal repayments on construction loans

Principal repayments on non-recourse construction loans

Principal repayments on Notes Payable to AIR

Purchase of interest rate options

Proceeds from interest rate options

Purchase of interest rate contracts

Proceeds from interest rate contracts

Payments on finance leases

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Contributions from redeemable noncontrolling interests

Redemption of OP Units

Redemption of OP Units held by third parties

Redemption of noncontrolling interest in real estate partnership

Purchase of noncontrolling interests in consolidated real estate partnerships

Other financing activities

Net cash provided by (used in) financing activities

NET DECREASE IN CASH, CASH EQUIVALENTS,

NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS,

AND RESTRICTED CASH

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See accompanying notes to the consolidated financial statements

Report of Independent Reg istered Public Accounting Firm

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Partners

Aimco OP L.P.

Opinion on the financial statements

We have audited the accompanying consolidated balance sheet of Aimco OP L.P.

(a Maryland corporation) and subsidiaries (the “Partnership”) as of December 31, 2024, the related consolidated statements of operations, partners’ capital, and cash flows for the year ended December 31, 2024, and the related notes and financial statement schedule included under Item 15(a) (collectively referred to as 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, 2024, and the results of its operations and its cash flows for the year ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

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, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”), and our report dated February 24, 2025 expressed an unqualified opinion.

Basis for opinion

These consolidated financial statements are the responsibility of the Partnership’s management.

Our responsibility is to express an opinion on the Partnership’s consolidated financial statements 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 the financial statements are free of material misstatement, whether due to error or fraud.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audit provides a reasonable basis for our opinion.

Critical audit matter

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

Impairment of investment in IQHQ

As described further in Note 2 to the financial statements, the Partnership accounts for their investment in IQHQ, a privately held life sciences real estate development company, using the measurement alternative.

During the year ended December 31, 2024, the Partnership recorded a non-cash impairment charge of $48.6 million, reducing the carrying value of the investment in IQHQ to $11.1 million as a result of the identification of a triggering event.

The fair value of IQHQ was determined using various estimates, assumptions, and market data, the most significant being projected operational cash flows, capitalization rates, and discount rates.

We identified the fair value measurements utilized in valuing IQHQ’s underlying investment properties as a critical audit matter.

Our audit procedures related to the fair value measurements utilized in valuing IQHQ’s underlying investment properties included the following, among others:

/s/ GRANT THORNTON LLP

We have served as the Partnership's auditor since 2024.

Denver, Colorado

February 24, 2025

Report of Independent Registered Public Accounting Firm

To the Partners and the Board of Directors of

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Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Aimco OP L.P.

(the Partnership) as of December 31, 2023 and 2022, the related consolidated statements of operations, partners’ capital, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Partnership at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S.

We have audited the accompanying consolidated balance sheet of Aimco OP L.P.

(the Partnership) as of December 31, 2023, the related consolidated statements of operations, partners’ capital, and cash flows for each of the two years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Partnership at December 31, 2023, and the results of its operations and its cash flows for each of the two years in the 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 issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 26, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

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We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

Impairment of mezzanine investment

Description of the Matter

During 2023 the Partnership recorded an impairment loss on its mezzanine investment of $158.0 million to reduce the investment to its estimated fair value of zero.

As more fully described in Note 2 and Note 12 to the consolidated financial statements, the Partnership periodically evaluates the mezzanine investment for impairment.

An impairment loss is recognized to adjust the investment to its estimated fair value when the Partnership determines the fair value is less than the carrying value of the investment on an other-than-temporary basis.

Auditing the Partnership’s measurement of the impairment loss on the mezzanine investment involved a higher degree of judgment due to the subjective nature of the capitalization rate used in determining the fair value of the underlying real estate collateral.

How We Addressed the Matter in Our Audit

We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Partnership’s process to determine the fair value of the mezzanine investment and measure the impairment loss.

This included testing controls over management’s evaluation of the significant inputs and assumptions used to estimate the fair value of the underlying real estate collateral.

/s/ Ernst & Young LLP

We have served as the Partnership's auditor since 2020.

We served as the Partnership's auditor from 2020 to 2024.

Denver, Colorado

February 26, 2024,

except for Note 14, as to which the date is

February 24, 2025

AIMCO OP L.P.

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Restricted cash

Mezzanine investment

Interest rate options

Unconsolidated real estate partnerships

Notes receivable

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Other assets, net

Assets held for sale, net

LIABILITIES AND EQUITY

Non-recourse property debt, net

Construction loans, net

Non-recourse construction loans, net

Total indebtedness

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Lease liabilities - finance leases

Mezzanine investment - participation sold

Dividends payable

Accrued liabilities and other

Liabilities related to assets held for sale, net

Total liabilities

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Partners’ capital:

General Partner and Special Limited Partner

Limited Partners

General Partner and Special Limited Partner ( 136,351,966 and 140,576,102 OP Units issued and outstanding at December 31, 2024 and December 31, 2023, respectively)

Limited Partners ( 7,555,109 and 7,663,618 OP Units issued and outstanding at December 31, 2024 and December 31, 2023, respectively)

Partners’ capital attributable to Aimco Operating Partnership

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Mezzanine investment income (loss), net

Realized and unrealized gains (losses) on interest rate options

Realized and unrealized gains (losses) on interest rate contracts

Realized and unrealized gains (losses) on equity investments

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Lease modification income

Income from unconsolidated real estate partnerships

Other income (expense), net

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Net income (loss)

Redemption of OP Units

Redemption of OP Units held by third parties and reallocation of noncontrolling interests in Aimco Operating Partnership

Share-based compensation expense

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Distributions to noncontrolling interests in consolidated real estate partnerships

Other OP Unit issuances

Redemption of redeemable noncontrolling interests in consolidated real estate partnerships

Purchase of noncontrolling interests in consolidated real estate partnerships

Common stock repurchased

Other common stock issuances

Cash dividends

Balances at December 31, 2022

Net income (loss)

Redemption of OP Units

Redemption of OP Units held by third parties and reallocation of noncontrolling interests in Aimco Operating Partnership

Share-based compensation expense

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Distributions to noncontrolling interests in consolidated real estate partnerships

Redemption of redeemable noncontrolling interests in consolidated real estate partnerships

Purchase of noncontrolling interests in consolidated real estate partnerships

Repurchases of OP Units held by Aimco

Other OP Unit issuances

Cash dividends

Common stock repurchased

Other common stock issuances

Balances at December 31, 2023

Net income (loss)

Redemption of OP Units

Redemption of OP Units held by third parties and reallocation of noncontrolling interests in Aimco Operating Partnership

Share-based compensation expense

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Distributions to noncontrolling interests in consolidated real estate partnerships

Repurchases of OP Units held by Aimco

Other OP Unit issuances

Purchase of noncontrolling interests in consolidated real estate partnerships

Common stock repurchased

Other common stock issuances, net of withholding taxes

Dividends declared

Balances at December 31, 2024

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Mezzanine investment (income) loss, net

Realized and unrealized (gains) losses on interest rate options

Realized and unrealized (gains) losses on interest rate contracts

Realized and unrealized (gains) losses on equity investments

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Gain on dispositions of real estate

Income from unconsolidated real estate partnerships

Amortization of debt issuance costs and other

Loss (income) from unconsolidated real estate partnerships

Other, including amortization of debt issuance costs

Changes in operating assets and operating liabilities:

Other assets, net

Operating assets, net

Net cash received from lease incentive

Accrued liabilities and other

Operating liabilities, net

Total adjustments

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Capital expenditures

Proceeds from disposition of real estate

Proceeds from dispositions of real estate

Investment in IQHQ

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Investment in unconsolidated real estate partnerships

Proceeds from dispositions of unconsolidated real estate partnerships

Purchase of treasury bill

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Other investing activities

Net cash used in investing activities

Net cash provided by (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from non-recourse property debt

Proceeds from construction loans

Proceeds from non-recourse construction loans

Proceeds from sale of participation in Mezzanine Investment

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Principal repayments on non-recourse property debt

Principal repayments on construction loans

Principal repayments on non-recourse construction loans

Principal repayments on Notes Payable to AIR

Purchase of interest rate options

Proceeds from interest rate options

Purchase of interest rate contracts

Proceeds from interest rate contracts

Payments on finance leases

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Contributions from redeemable noncontrolling interests

Redemption of OP Units

Redemption of OP Units held by third parties

Redemption of noncontrolling interest in real estate partnership

Purchase of noncontrolling interests in consolidated real estate partnerships

Other financing activities

Net cash provided by (used in) financing activities

NET DECREASE IN CASH, CASH EQUIVALENTS,

NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS,

AND RESTRICTED CASH

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Note 1 — Organization

Apartment Investment and Management Company (“Aimco”), a Maryland corporation incorporated on January 10, 1994, is a self-administered and self-managed real estate investment trust (“REIT”).

Apartment Investment and Management Company (“Aimco” or "the Company"), a Maryland corporation, is a self-administered and self-managed real estate investment trust (“REIT”).

On December 15, 2020, Aimco completed the separation of its businesses (the “Separation”), creating two, separate and distinct, publicly traded companies, Aimco and Apartment Income REIT Corp.

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Events noted in this filing as occurring before December 15, 2020, were those entered into by Aimco Predecessor.

Aimco, through a wholly-owned subsidiary, is the general partner and directly is the special limited partner of Aimco OP L.P.

Aimco, through a wholly-owned subsidiary, is the general partner and is, directly, the special limited partner of Aimco OP L.P.

("Aimco Operating Partnership").

Except as the context otherwise requires, “we,” “our,” and “us” refer to Aimco, Aimco Operating Partnership, and their consolidated subsidiaries, collectively.

As of December 31, 2024, Aimco owned 92.3 % of the legal interest in the common partnership units of Aimco Operating Partnership and 94.8 % of the economic interest in Aimco Operating Partnership.

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As the sole general partner of Aimco Operating Partnership, Aimco has exclusive control of Aimco Operating Partnership’s day-to-day management.

This filing combines the Annual Reports on Form 10-K for the fiscal year ended December 31, 2024, of Aimco and Aimco Operating Partnership.

Where it is important to distinguish between the two entities, each is referred to specifically.

Otherwise, references to “we,” “us,” or “our” mean, collectively, Aimco, Aimco Operating Partnership, and their consolidated entities.

We own or lease a portfolio of real estate investments focused primarily on the U.S.

multifamily sector.

At December 31, 2023, o ur entire portfolio of operating properties includes 26 apartment communities ( 22 consolidated properties and four unconsolidated properties) .

We also own one commercial office building that is part of an assemblage with an adjacent apartment building.

Properties that are under construction or have not achieved stabilization include a 106 room hotel, three residential apartment communities, of which 510 apartment homes have been completed and an additional 675 are planned, a single family rental community with 16 planned homes and eight accessory dwelling units, and land parcels held for development.

Our real estate portfolio also includes two unconsolidated investments in land held for development.

In addit ion, we hold other alternative investments, including our Mezzanine Investment (see Note 2 for further information);

our investment in IQHQ, Inc.

At December 31, 2024, o ur entire portfolio of operating residential apartment communities includes 5,243 apartment homes within 20 consolidated stabilized operating properties, a substantially complete 689 -unit community with 105,000 square feet of retail space, a substantially complete 220 -unit community, and four unconsolidated properties.

Additionally, we have a substantially complete single family rental community with 16 homes and eight accessory dwelling units, a waterfront ground-up development under construction with 114 planned units, a 106 -key luxury hotel with event space, one commercial office building that is part of an assemblage with an adjacent apartment building that is currently held for sale, and land parcels held for development.

We also h old other alternative investments, including our Mezzanine Investment (see Note 2 for further information);

our investment in IQHQ Holdings, LP ("IQHQ");

and our investment in real estate technology funds.

Any reference to the number of apartment communities, homes, accessory dwelling units, square footage, or occupancy percentage in these notes to our consolidated financial statements is unaudited.

Note 2 — Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements include the accounts of Aimco, Aimco Operating Partnership, and their consolidated subsidiaries.

Aimco Operating Partnership’s consolidated financial statements include the accounts of Aimco Operating Partnership and its consolidated subsidiaries.

The accompanying consolidated financial statements include the accounts of Aimco, Aimco Operating Partnership, and their consolidated entities.

Aimco Operating Partnership’s consolidated financial statements include the accounts of Aimco Operating Partnership and its consolidated entities.

All significant intercompany balances have been eliminated in consolidation.

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Principles of Consolidation

We consolidate a variable interest entity (“VIE”), in which we are considered the primary beneficiary.

We account for joint ventures and other similar entities in which we hold an ownership interest in accordance with the consolidation guidance.

We first evaluate whether each entity is a variable interest entity ("VIE").

Under the VIE model, we consolidate an entity in which we are considered the primary beneficiary.

The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity's economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE.

In addition, when an entity is not a VIE, we consolidate an entity under the voting model when we control the entity through ownership of a majority voting interest.

Refer to Note 5 for further information.

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Redeemable noncontrolling interests in consolidated real estate partnerships

Redeemable noncontrolling interests consist of equity interests held by a limited partner in a consolidated real estate partnership that has a finite life.

Redeemable noncontrolling interests consist of equity interests held by a limited partner in a consolidated real estate partnership that has the right to require such partnership to redeem all or a portion of the noncontrolling interest in accordance with the partnership agreement, generally after a specified hold period.

If a consolidated real estate partnership includes redemption rights that are not within our control, the noncontrolling interest is included as temporary equity.

Redeemable noncontrolling interests in consolidated real estate partnerships as of December 31, 2024, consists of the following:

(i) a $ 102.0 million preferred equity interest in an entity that owns a portfolio of operating apartment communities and (ii) equity interests in two separate consolidated joint ventures that are actively developing residential apartment communities.

(i) a preferred equity interest that receives 8.0 % preferred return per annum in an entity that owns a portfolio of operating apartment communities, (ii) equity interest in two separate consolidated joint ventures with residential apartment com munities in lease-up, including a preferred equity interest in one of the joint ventures accruing 9.7 % preferred return per annum, and (iii) a preferred equity interest accruing 14.5 % preferred return per annum in an entity that owns a waterfront ground-up development.

Capital contributions, distributions, and net income attributable to redeemable noncontrolling interests in consolidated real estate partnerships are determined in accordance with the relevant partnership agreements.

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Balance at December 31,

Investments in Unconsolidated Real Estate Partnerships

We own general and limited partner interests in partnerships that either directly, or through interests in other real estate partnerships, own apartment communities.

We generally account for investments in real estate partnerships that we do not consolidate under the equity method.

Accordingly, we recognize our share of the earnings or losses of the entity for the periods presented, inclusive of our share of any impairments and disposition gains or losses recognized by and related to such entities, and we present such amounts within Income from unconsolidated real estate partnerships in our Consolidated Statements of Operations.

The excess of our cost of the acquired partnership interests over our share of the partners’ equity or deficit is generally ascribed to the fair values of land and buildings owned by the partnerships.

We amortize the excess cost ascribed to the buildings over the related estimated useful lives.

Such amortization is recorded as an adjustment of the amounts of earnings or losses we recognize from such unconsolidated real estate partnerships.

We assess the recoverability of our equity method investments if there are indicators of potential impairment.

We did not recognize any such impairments of our equity method investments during the years ended December 31, 2023, 2022, and 2021.

(1) In September 2024, we secured a $ 55.5 million preferred equity commitment from a third-party for the development of a luxury water-front rental development in Miami, Florida, as further discussed in Note 5 .

Costs incurred were treated as a discount to Redeemable noncontrolling interests in consolidated real estate partnerships in accordance with GAAP .

Mezzanine Investment

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The loan bears interest at a 10 % annual rate, accruing if not paid from property operations.

Legal ownership of the subsidiaries that originated and hold the Mezzanine Investment was retained by AIR following the Separation.

The Separation Agreement with AIR provides for AIR to transfer ownership of the subsidiaries that originated and hold the Mezzanine Investment, and a related equity option to acquire a 30 % interest in the partnership owning Parkmerced Apartments .

At the time of Separation and as of the date of this filing, legal title of these subsidiaries had not yet transferred to us.

Until legal title of the subsidiaries is transferred, AIR is obligated to pass payments received on the Mezzanine Investment to us, and we are obligated to indemnify AIR against any costs and expenses related thereto.

We have the risks and rewards of ownership of the Mezzanine Investment and have recognized an asset related to our right to receive the Mezzanine Investment from AIR.

While legal ownership of the subsidiaries that originated and hold the Mezzanine Investment was retained by AIR following the Separation, AIR is obligated to pass payments received on the Mezzanine Investment to us, and we are obligated to indemnify AIR against any costs and expenses related thereto.

We have the risks and rewards of ownership of the Mezzanine Investment.

Throughout the term of the Mezzanine Investment, we have performed an assessment to determine whether the fair value of the Mezzanine Investment is less than its net carrying value on an other-than-temporary basis.

In 2022, we determined our Mezzanine Investment was impaired on an other-than-temporary basis after considering various factors, including a sustained decrease in rents at the Parkmerced Apartments due to changes in the macroeconomic environment and a decline in value of the real estate collateral.

As a result, we recognized a non-cash impairment charge of $ 212.6 million.

Prior to the non-cash impairment in 2022, we recognized as income the net amounts earned on the Mezzanine Investment by AIR on its equity investment that were due to be paid to us when collected to the extent the income was supported by the change in the counterparty’s claim to the net assets of the underlying borrower.

The income recognized primarily represented the interest accrued under the terms of the underlying Mezzanine Investment.

In 2023, we determined our Mezzanine Investment was incrementally impaired after considering additional factors, including the mezzanine loan’s nearing maturity date and further decline in value of the real estate collateral.

As a result, we recognized a non-cash impairment charge of $ 158.0 million.

In June 2023, we closed on the sale of a 20 % non-controlling participation in the Mezzanine Investment for $ 33.5 million.

Pursuant to the terms of the agreement, we receive a first priority return from any payments made to service or pay down the Mezzanine Investment equal to $ 134.0 million plus no less than a 19 % annualized return as well as 80 % of any residual payments after the purchaser receives a 10 % annualized return on its subordinate investment.

Additionally, we are responsible for the servicing and administration of the Mezzanine Investment.

Because we receive first priority and a higher return than the purchaser, the partial sale and transfer of the financial interest does not qualify for sale accounting in accordance with GAAP.

Therefore, we recorded the cash received from the purchaser as a liability, which is included in Mezzanine investment - participation sold in our Consolidated Balance Sheets in accordance with GAAP.

Although the cash received is accounted for as a liability in accordance with GAAP, no amount is due to the purchaser until after we receive $ 134.0 million plus our annualized return.

Tr ansaction costs have been deferred and presented as a direct reduction from the related liability in Mezzanine investment - participation sold in our Consolidated Balance Sheets .

The cash flows associated with the Mezzanine investment - participation sold have been included in Cash Flows from Financing Activities in the Consolidated Statements of Cash Flows.

In connection with the participation sold, the purchaser also made a $ 4.0 million non-refundable payment for the option to acquire the remaining 80 % for an additional $ 134 million plus our annualized return.

The partial sale and transfer of the financial interest did not qualify for sale accounting and therefore, we recorded the cash received from the purchaser as a liability, which is included in Accrued liabilities and other in our Consolidated Balance Sheets .

Although the cash received is accounted for as a liability, no amount is due to the purchaser until after we receive $ 134.0 million plus an annualized return.

While the Mezzanine Investment had not been repaid and was in maturity default as of December 31, 2024, we are precluded from derecognizing the liability until it has been extinguished.

In connection with the participation sold, the purchaser also made a $ 4.0 million non-refundable payment for the option to acquire the remaining 80 % in the Mezzanine Investment.

The option expired unexercised in the quarter ended December 31, 2023.

As a result, we recognized the non-refundable payment in Mezzanine investment income (loss), net in our Consolidated Statements of Operations .

On a periodic basis, we assess the Mezzanine Investment for impairment.

An investment is considered impaired if we determine that its fair value is less than the net carrying value of the investment on an other-than-temporary basis.

We determined our Mezzanine Investment was impaired on an other-than-temporary basis after considering various factors, including the purchaser's option expiration, the loan’s maturity date, and the decline in value of the real estate collateral due to an increased capitalization rate.

As a result, we have recognized a $ 158.0 million non-cash impairment to reduce the carrying value of the Mezzanine Investment to zero as of December 31, 2023.

This non-cash impairment is inclusive of the 20 % non-controlling participation sold in June 2023.

Although we do not expect proceeds from the Mezzanine Investment to exceed our first priority return requiring repayment of the $ 33.5 million received, we are unable to derecognize the Mezzanine investment - participation sold in accordance with GAAP.

Prior to recording a non-cash impairment charge during the three months ended December 31, 2022, we recognized as income the net amounts earned on the Mezzanine Investment by AIR on its equity investment that were due to be paid to us when collected to the extent the income was supported by the change in the counterparty’s claim to the net assets of the underlying borrower.

Th e income recognized primarily represented the interest accrued under the terms of the underlying Mezzanine Investment.

Upon the acquisition of real estate, we determine whether the purchase qualifies as an asset acquisition or, less frequently, meets the definition of an acquisition of a business.

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and (d) tax abatement contract related intangibles, to the extent the property has them in place.

The above and below-market lease intangibles are amortized to rental revenue over the expected remaining terms of the associated leases, which include reasonably assured renewal periods.

The above and below-market lease intangibles are amortized to rental revenue over the expected remaining terms of the associated leases, which include reasonably certain renewal periods.

Other intangible assets related to in-place leases are amortized to depreciation and amortization over the expected remaining terms of the associated leases.

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For the years ended December 31, 2024, 2023, and 2022, we capitalized to buildings and improvements $ 21.5 million, $ 39.7 million, and $ 30.6 million of interest costs, respectively.

For the years ended December 31, 2023, 2022, and 2021, we capitalized to buildings and improvements $ 14.3 m illion, $ 16.9 million, and $ 20.9 mi llion of indirect costs, respectively.

Gain or Loss on Dispositions

Gain or loss on dispositions are recognized when we no longer hold a controlling financial interest in the real estate and sufficient consideration has been received.

Upon disposition, the related assets and liabilities are derecognized, and the gain or loss on disposition is recognized as the difference between the carrying amount of those assets and liabilities and the value of consideration received.

For the years ended December 31, 2023, 2022, and 2021, we recognized total Gains on dispositions of real estate of $ 8.0 million, $ 175.9 million, and $ 0.0 million, respectively.

For the years ended December 31, 2024, 2023, and 2022, we capitalized to buildings and improvements $ 8.0 million, $ 14.3 million, and $ 16.9 mi llion of indirect costs, respectively.

Impairment of real estate and other long-lived assets

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There were no such impairments for the years ended December 31, 2024, 2023, and 2022 .

Assets held for sale, net

We classify properties as held for sale when they meet the GAAP criteria, which include (among others):

(a) management commits to and initiates a plan to sell the asset;

(b) the sale is probable and expected to be completed within one year under terms that are usual and customary for sales of such assets;

and (c) 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, which is typically indicated by receipt of a significant, non-refundable deposit from the buyer pursuant to a sales contract.

We present the assets and liabilities of any real estate properties held for sale separately in the Consolidated Balance Sheets .

Real estate assets held for sale are measured at the lower of the carrying amount or the fair value less the cost to sell.

Both the real estate assets and corresponding liabilities are presented separately in the accompanying Consolidated Balance Sheets.

Upon the classification of an asset as held for sale, no further depreciation is recorded.

Disposals representing a strategic shift in operations (e.g., a disposal of a major geographic area, a major line of business or a major equity method investment) will be presented as discontinued operations.

On December 30, 2024, Aimco entered into an agreement to sell the Brickell Assemblage.

The transaction is scheduled to occur as early as March 2025 but may be extended at the buyer's option to the fourth quarter of 2025.

We determined the Brickell Assemblage was a disposal group that met the criteria to be classified as held for sale as of December 31, 2024.

The transaction does not meet the criteria for discontinued operations classification.

The following summary presents the major components of assets and liabilities related to the real estate properties held for sale as of December 31, 2024 (in thousands):

As of December 31, 2024

Buildings and improvements

Total real estate

Accumulated depreciation

Net real estate

Restricted cash

Other assets, net

Assets held for sale, net

Non-recourse property debt, net

Accrued liabilities and other

Liabilities related to assets held for sale, net

Restricted cash

Restricted cash consists of tenant security deposits, cash restricted as required by our debt agreements, and cash restricted in association with legal, municipal, federal, or tax requirements.

The reconciliation of cash flow information is as follows (in thousands):

Year Ended December 31,

Cash and cash equivalents

Restricted cash

Restricted cash held for sale

Cash, cash equivalents, and restricted cash, including restricted cash held for sale

Cash equivalents

We classify highly liquid investments with an original maturity of three months or less as cash equivalents.

We maintain cash equivalents in financial institutions in excess of insured limits.

We maintain cash and cash equivalents in financial institutions in excess of insured limits.

We have not experienced any losses in these accounts in the past and believe that we are not exposed to significant credit risk because our accounts are deposited with major financial institutions.

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Contributions from redeemable noncontrolling interests in consolidated real estate partnerships

Contributions from noncontrolling interest in consolidated real estate partnerships

Other non-cash investing and financing transactions:

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Accrued capital expenditures (at end of year)

Restricted Cash

Restricted cash consists of tenant security deposits, capital replacement reserves, insurance reserves, and cash restricted as required by our debt agreements.

Other assets were comprised of the following amounts as of December 31, 2023 and 2022 (in thousands):

Notes receivable

We carry notes receivable at cost, net of any unamortized discounts or premiums and adjusted for the estimated provision for expected credit losses.

Interest income on notes receivable is recognized using the effective interest method and is classified within Interest income in our Consolidated Statements of Operations .

Direct costs incurred in originating notes, along with any premium or discount, are deferred and amortized as an adjustment to interest income over the note’s term using the effective interest method, or on a straight-line basis, which approximates the effective interest method when used.

We have a seller financing note with a principal balance of $ 43.2 million and an effective interest rate of 6.0 %.

As of December 31, 2024 and 2023, the remaining unamortized discount was $ 2.7 million and $ 3.8 million, respectively.

For the years ended December 31, 2024, 2023, and 2022, the amortization of the discount was $ 1.1 million, $ 1.1 million, and $ 1.0 million, respectively, which was recorded as a component of Interest Income in our Consolidated Statements of Operations .

Other assets, net

Other assets, net were comprised of the following amounts as of December 31, 2024 and 2023 (in thousands):

As of December 31,

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Prepaid expenses and real estate taxes

Interest rate contracts (1)

Unconsolidated real estate partnerships

Intangible assets, net

Corporate fixed assets

Corporate fixed assets, net of accumulated depreciation of $ 9,591 and $ 6,903 as of December 31, 2024 and December 31, 2023, respectively

Accounts receivable, net of allowances of $ 352 and $ 373 as of December 31, 2024 and December 31, 2023, respectively

Deferred tax assets

Due from third-party property manager

Due from affiliates

Total other assets, net

(1) We account for our interest rate contracts as non-designated hedges.

See Note 12 for discussion of our fair value measurements for these instruments.

Other investments

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We also measure our investments in property technology funds using the NAV practical expedient since they do not have readily determinable fair values.

During the year ended December 31, 2023, we recognized unrealized gains on our investment in stock of $ 0.7 million, compared to unrealized losses of $ 6.1 million in 2022 and unrealized gains of $ 0.0 million in 2021.

During the year ended December 31, 2024, we recognized unrealized losses on our investment in stock of $ 1.3 million, compared to unrealized gains of $ 0.7 million in 2023 and unrealized losses of $ 6.1 million in 2022.

During the years ended December 31, 2024, 2023 and 2022, we recognized unrealized gains on our investments in property technology funds of $ 0.4 million, $ 0.0 million, and $ 0.3 million, respectively.

See Note 12 for discussion of our fair value measurements for these investments.

We measure our investment in IQHQ at cost, less impairment if any needed, with subsequent adjustments for observable price changes of identical or similar investments of the same issuer since it does not have a readily determinable fair value.

The carrying amount of our investment in IQHQ as of December 31, 2023 and 2022 was $ 59.7 million.

During the year ended December 31, 2022, we recognized realized and unrealized gains on our investment in IQHQ totaling $ 5.7 million and $ 20.5 million resulting from a partial redemption of our investment during June 2022.

No realized or unrealized gains or losses were recognized during the years ended December 31, 2023 and 2021.

Investment in IQHQ

In 2020, Aimco Predecessor made a $ 50.0 million commitment to IQHQ, a privately held life sciences real estate development company.

In 2022, after fully funding our commitment, 22 % of our original investment in IQHQ was redeemed for $ 16.5 million.

Our remaining investment in IQHQ, with a cost basis of $ 39.2 million, was adjusted upward to $ 59.7 million at the same per share value as the cash redemption per share.

We account for our investment in IQHQ using the measurement alternative.

Under the measurement alternative, the investment is measured at cost less impairment if any needed, with subsequent adjustments for observable price changes of identical or similar investments of the same issuer since it does not have a readily determinable fair value.

On a periodic basis, we perform a qualitative impairment assessment on our investment in IQHQ in accordance with GAAP.

During the year ended December 31, 2024, we determined that our investment in IQHQ was impaired after consideration of factors, including adverse capital market conditions, increased real estate development costs, and IQHQ's financial condition.

As a result, we recorded a non-cash impairment charge of $ 48.6 million to reduce the carrying value of the investment in IQHQ to $ 11.1 million as of December 31, 2024.

The non-cash impairment is reflected in Realized and unrealized gains (losses) on equity investments in our Consolidated Statements of Operations for the year ended December 31, 2024, and as a reduction in the carrying value of Other investments included in Other assets, net in our Consolidated Balance Sheets as of December 31, 2024.

No realized or unrealized gains or losses were recognized during the year ended December 31, 2023.

During the year ended December 31, 2022, we recognized realized and unrealized gains on our investment in IQHQ totaling $ 5.7 million and $ 20.5 million resulting from the partial redemption of our investment.

As of December 31,

Equity ownership in IQHQ under measurement alternative:

Initial cost of remaining balance

Cumulative upward adjustments

Cumulative impairment

Total carrying value

Deferred costs, deposits, and other

We defer leasing costs incremental to a lease that we would not have incurred if the contract had not been obtained.

Amortization of these costs over the lease term on the same basis as lease income, is included in Depreciation and amortization in our Consolidated Statements of Operations .

We also defer, debt issuance costs, lender fees and other direct costs incurred in obtaining new financing and amortize the amounts over the terms of the related loan agreements.

In connection with the modification of existing financing arrangements, we defer lender fees and amortize these costs and any unamortized debt issuance costs over the term of the modified loan agreement.

Debt issuance costs associated with non-recourse property debt are presented as a direct deduction from the related liabilities in our Consolidated Balance Sheets.

We record debt issuance costs associated with our revolving credit facilities and construction loans that have not been drawn in Other assets, net in our Consolidated Balance Sheets.

We amortize the costs associated with our revolving credit facilities to Interest expense on a straight-line basis over the term of the arrangement.

Debt issuance costs associated with construction loans are reclassified as a direct deduction to the construction loan liability in proportion to any draws on the loans in our Consolidated Balance Sheets and subsequently amortized to Interest expense under either the effective interest method or on a straight-line basis, which approximates the effective interest method when used, over the remaining term of the arrangement in our Consolidated Statements of Operations.

When financing arrangements are repaid or otherwise extinguished prior to maturity, unamortized debt issuance costs are written off.

Any lender fees or other costs incurred in connection with an extinguishment are recognized as expense.

Amortization and write-off of debt issuance costs and other extinguishment costs are included in Interest expense in our Consolidated Statements of Operations.

Unconsolidated real estate partnerships

We own general and limited partner interests in partnerships that either directly, or through interests in other real estate partnerships, own apartment communities.

We generally account for investments in real estate partnerships that we do not consolidate using the equity method.

Accordingly, we recognize our share of the earnings or losses of the entity for the periods presented, inclusive of our share of any impairments and disposition gains or losses recognized by and related to such entities, and we present such amounts within Other income (expense), net in our Consolidated Statements of Operations.

We amortize the excess cost ascribed to the buildings over the related estimated useful lives.

Such amortization is recorded as an adjustment of the amounts of earnings or losses we recognize from such unconsolidated real estate partnerships.

On a periodic basis, we assess our investments in unconsolidated real estate partnerships for impairment.

An investment is considered impaired if we determine that its fair value is less than the net carrying value of the investment on an other-than-temporary basis.

In March 2022, we acquired an ownership interest in an unconsolidated investment in land held for development in the Edgewater neighborhood of Miami, Florida, in exchange for land that we had purchased for $ 1.8 million in January 2022 and cash of $ 0.3 million.

Subsequently, we had additional non-cash contributions of $ 5.7 million for unused transferable density rights and cash contributions of $ 0.9 million.

During the year ended December 31, 2024, we exercised our rights under the existing joint venture agreement, whereby our joint venture partner agreed to purchase our ownership interest in this unconsolidated investment.

As a result of the transaction, we recognized a non-cash other-than-temporary-impairment ("OTTI") of $ 2.6 million, within Other income (expense), net in our Condensed Consolidated Statements of Operations.

We did no t recognize any such impairments of our investments in unconsolidated real estate partnerships during the years ended December 31, 2023, and 2022.

Intangible assets, net

Intangible assets are included in Other assets, net and intangible liabilities are included in Accrued liabilities and other in our Consolidated Balance Sheets .

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Intangible assets

Intangible liabilities

Total future amortization

Accounts Receivable, net and Straight-line rent

We present our accounts receivable and straight-line rent receivable net of allowances for amounts that may not be collected.

Corporate fixed assets, net

We capitalize qualified implementation costs incurred in a hosting arrangement that is a service contract for which we are the customer in accordance with the requirements for capitalizing costs incurred to develop internal-use software.

These capitalized implementation costs are amortized on a straight-line basis.

As of December 31, 2024 and 2023 , net capitalized implementation costs of $ 5.8 million and $ 4.7 million, respectively, net of $ 0.8 million and $ 0.1 million of accumulated depreciation, respectively are included in Other assets, net in our Consolidated Balance Sheets .

Accounts receivable, net

We present our accounts receivable net of allowances for amounts that may not be collected.

The allowance is determined based on an assessment of whether substantially all of the amounts due from the resident or tenant is probable of collection.

This includes a specific tenant analysis and aging analysis.

Deferred Leasing Costs

We defer leasing costs incremental to a lease that we would not have incurred if the contract had not been obtained.

Amortization of these costs over the lease term on the same basis as lease income, is included in Depreciation and amortization in our Consolidated Statements of Operations .

Corporate Fixed Assets

These capitalized implementation costs are recorded within Other assets, net, and are amortized on a straight-line basis.

We capitalized $ 4.7 million of implementation costs for the year ended December 31, 2023.

Revenue from leases

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Residential and commercial reimbursements represent revenue attributable to non-lease components for which the timing and pattern of recognition is the same as the revenue for the lease components.

We have elected the practical expedient in accordance with ASC 842, Leases , to not separate non-lease components from associated lease components for all classes of underlying assets.

Reimbursements and the related expenses are presented on a gross basis in our Consolidated Statements of Operations, with the reimbursements included in Rental and other property revenues in the period the recoverable costs are incurred.

We recognize rental revenue attributed to lease components, net of any concessions, on a straight-line basis over the term of the lease.

Debt Issuance Costs

We defer, as debt issuance costs, lender fees and other direct costs incurred in obtaining new financing and amortize the amounts over the terms of the related loan agreements.

Debt issuance costs associated with non-recourse property debt are presented as a direct deduction from the related liabilities in our Consolidated Balance Sheets.

For debt issuance costs associated with our revolving credit facilities and construction loans that have not been drawn we record the costs in Other assets, net in our Consolidated Balance Sheets and amortize the costs to Interest expense, on a straight-line basis over the term of the arrangement.

Debt issuance costs associated with construction loans are reclassified as a direct deduction to the construction loan liability in proportion to any draws on the loans in our Consolidated Balance Sheets and subsequently amortized to Interest expense on a straight-line basis over the remaining term of the arrangement in our Consolidated Statements of Operations.

When financing arrangements are repaid or otherwise extinguished prior to maturity, unamortized debt issuance costs are written off.

Any lender fees or other costs incurred in connection with an extinguishment are recognized as expense.

Amortization and write-off of debt issuance costs and other extinguishment costs are included in Interest expense in our Consolidated Statements of Operations.

Revenue from contracts with customers

We apply ASC 606, Revenue from Contracts with Customers , in recognizing revenue from our operations at The Benson Hotel.

The Benson Hotel revenues consist of amounts derived from hotel operations, including room sales, food and beverage sales, and other ancillary hotel service revenues.

We recognize revenue from the rental of the hotel rooms and guest services when we satisfy performance obligations as evidenced by the transfer of control when rooms are occupied, and services have been provided.

Food and beverage sales are recognized when the customer has been serviced or at the time the transaction occurs.

The transaction prices for hotel room sales and other goods and services are generally fixed and based on the respective room reservation or other agreement.

Payment terms generally align with when the goods and services are provided.

Our contracts generally have a single performance obligation, recognized at a point in time.

During the years ended December 31, 2024, 2023, and 2022, the Benson Hotel generated revenues of $ 6.7 million, $ 2.7 million, and $ 0.0 million, respectively.

Advertising costs

Advertising costs are expensed as incurred and are included within Property operating expenses in our Consolidated Statements of Operations.

For the years ended December 31, 2024, 2023, and 2022, we recognized total advertising costs of $ 2.3 million, $ 1.3 million, and $ 1.7 million, respectively.

Gain or (loss) on dispositions of real estate

Gains or losses on dispositions are recognized when the criteria for the derecognition of a nonfinancial asset are met, including when control of the real estate has transferred.

For the years ended December 31, 2024, 2023, and 2022, we recognized total Gain on dispositions of real estate of $ 10.6 million, $ 8.0 million, and $ 175.9 million, respectively.

Depreciation and amortization

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Certain aspects of our operations, including our development and redevelopment activities, are conducted through taxable REIT subsidiaries, or TRS entities.

Additionally, our TRS entities hold investments in one of our apartment communities and 1001 Brickell Bay Drive.

Additionally, our TRS entities hold our investment in 1001 Brickell Bay Drive.

Our income tax benefit (expense) calculated in accordance with GAAP includes income taxes associated with the income or loss of our TRS entities.

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Consolidated GAAP income or loss subject to tax consists of pretax income or loss of our taxable entities and income and gains retained by the REIT.

For the year ended December 31, 2023, we had consolidated net losses subject to tax of $ 15.2 million, compared to consolidated net income subject to tax of $ 88.8 million for the same period in 2022 , and consolidated net losses subject to tax of $ 31.4 million for the same period in 2021.

For the year ended December 31, 2023, we recognized income tax benefit of $ 12.8 million, compared to income tax expense of $ 17.3 million for same period in 2022, and income tax benefit of $ 13.6 million for the same period in 2021.

The year-over-year changes are due primarily to the GAAP income taxes associated with the net lease modification income recognized in 2022.

For the year ended December 31, 2024, we had consolidated net losses subject to tax of $ 28.2 million, compared to consolidated net losses subject to tax of $ 15.2 million for the same period in 2023 , and consolidated net income subject to tax of $ 88.8 million for the same period in 2022.

For the year ended December 31, 2024, we recognized income tax benefit of $ 11.1 million, compared to income tax benefit of $ 12.8 million for same period in 2023.

The year-over-year decrease is due primarily to changes in 2023 to the effective tax rate expected to apply to the reversal of our existing deferred items, partially offset by increased tax benefit from higher losses in 2024 at our TRS entities.

We recognized income tax expense of $ 17.3 million for the year ended December 31, 2022.

The prior year-over-year decrease is due primarily to GAAP income taxes associated with the net lease modification income recognized in 2022.

Aimco has elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”), commencing with its taxable year ended December 31, 1994, and Aimco intends to continue to operate in such a manner.

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Any taxes imposed on us reduce our operating cash flow and net income.

Aimco Operating Partnership

Aimco Operating Partnership is treated as a “pass-through” entity for United States federal income tax purposes and is not subject to United States federal income taxation.

Partners in Aimco Operating Partnership, however, are subject to tax on their allocable share of partnership income, gains, losses, deductions, and credits, regardless of whether the partners receive any actual distributions of cash or other property from Aimco Operating Partnership during the taxable year.

Generally, the characterization of any particular item is determined by Aimco Operating Partnership rather than at the partner level, and the amount of a partner’s allocable share of such item is governed by the terms of Aimco Operating Partnership’s Partnership agreement.

Aimco Operating Partnership is subject to tax in certain states.

Earnings per share and per unit

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Actual results could differ from those estimates.

Recent Accounting Pronouncements

In November 2023, the FASB issued Accounting Standards Update ("ASU") No.

Accounting pronouncements adopted in the current year

We adopted Accounting Standards Update ("ASU") No.

2023-07, "Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures" , which requires disclosure of incremental segment information, including segment expense categories, on an annual and interim basis.

The new guidance is effective for the annual period ended December 31, 2024 and interim periods beginning in 2025.

The amendments in the ASU apply retrospectively to all periods presented in the financial statement.

The segment expense categories and amounts disclosed in prior periods are based on the significant expense categories identified and disclosed in the period of adoption.

We are currently evaluating the potential impact of adopting this new guidance on our consolidated financial statements and related disclosures.

The segment expense categories and amounts disclosed in prior periods within Note 14 are based on the significant expense categories identified and disclosed in the period of adoption.

The adoption of this standard did no t have a material impact on our consolidated financial statements.

Recent accounting pronouncements

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures” (“ASU 2023-09”), which is intended to enhance the transparency and decision usefulness of income tax disclosures.

Improvements to Income Tax Disclosures” , which is intended to enhance the transparency and decision usefulness of income tax disclosures.

This amendment modifies the rules on income tax disclosures to require entities to disclose (1) specific categories in the rate reconciliation and additional information for reconciling items that meet a quantitative threshold, (2) the amount of income taxes paid (net of refunds received) (disaggregated by federal, state, and foreign taxes) as well as individual jurisdictions in which income taxes paid is equal to or greater than 5 percent of total income taxes paid net of refunds.

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We are currently evaluating the potential impact of adopting this new guidance on our consolidated financial statements and related disclosures.

In November 2024, the FASB issued ASU 2024-03, " Disaggregation of Income Statement Expenses ", which requires disaggregated disclosure of income statement expenses.

The ASU does not change the expense captions an entity presents on the face of the income statement.

Rather, it requires disclosure in a tabular format of the disaggregation of any relevant expense caption presented on the face of the income statement within continuing operations into the following required natural expense categories, as applicable:

(1) purchases of inventory, (2) employee compensation, (3) depreciation, (4) intangible asset amortization, and (5) depletion.

The guidance is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027.

Early adoption is permitted.

ASU 2024-03 should be applied on a prospective basis, while retrospective application is permitted.

We are currently evaluating the potential impact of adopting this new guidance on our consolidated financial statements and related disclosures.

Note 3 — Significant Transactions

Real estate dispositions

During the years ended December 31, 2024, 2023, and 2022, we sold properties as summarized below (dollars in thousands):

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Gain on sale of real estate

In December 2023, we sold a land parcel in downtown Fort Lauderdale, for a gross sales price of $ 31.2 million and recognized a gain from the sale of $ 6.1 million.

During the year ended December 31, 2024, we sold a fully renovated waterfront property with 276 units in the Edgewater neighborhood of Miami, Florida, for a gross sales price of $ 190.0 million and recognized a gain from the sale of $ 10.6 million.

The property was acquired in August 2020.

We also sold a majority of our partnership interest in St.

George Villas, a small, 40 -unit, income-restricted property in South Carolina.

As a result, we derecognized the assets and liabilities associated with the property in February 2024.

During the year ended December 31, 2023, we sold a land parcel in downtown Fort Lauderdale, for a gross sales price of $ 31.2 million and recognized a gain from the sale of $ 6.1 million.

The land parcel was purchased in January 2022.

In conjunction with this sale, we provided seller financing with a stated value of $ 21.2 mi llion.

In conjunction with this sale, we provided seller financing with a stated value of $ 21.2 million that was recorded net of $ 3.8 million of variable consideration.

The financing matures at 18 months , with an option to extend for an additional six months .

In addition, during the second quarter of 2023, we recognized a $ 1.9 million gain from the contribution of real estate to an unconsolidated joint venture.

In addition, we recognized a $ 1.9 million gain from the contribution of real estate to an unconsolidated joint venture.

During the year ended December 31, 2022, we sold three operating properties and one land parcel for an aggregate gross sales price of $ 267.3 million and recognized an aggregate gain from the sales of $ 175.9 million.

Redemptions and purchases of noncontrolling interests

In December 2024, we purchased all of the outstanding common noncontrolling interest and redeemed the promoted interest from our development partner in the Upton Place property for a cash purchase price of $ 20.9 million.

We also partially redeemed a preferred equity interest in the Upton Place property for a cash redemption amount of $ 38.5 million.

Aimco continues to consolidate the Upton Place property as of December 31, 2024;

therefore, the changes in ownership interest were accounted for as equity transactions.

The transactions resulted in reductions of Noncontrolling interests in consolidated real estate partnerships of $ 9.2 million, Redeemable noncontrolling interests in consolidated real estate partnerships of $ 38.5 million, Accrued liabilities and other of $ 1.8 million, and Additional paid-in capital of $ 9.9 million.

Note 4 — Lease Arrangements

Aimco as Lessor

Our apartment homes and commercial spaces are leased to tenants under operating leases.

As of December 31, 2024 , our apartment home leases generally have initial terms of 24 months or less.

As of December 31, 2024, our commercial space leases have initial terms betwee n 5 and 15 y ears and represent approximately 7 % to 8 % of our total revenue.

Our apartment home leases are generally renewable at the end of the lease term, subject to potential changes in rental rates, and our commercial space leases generally have renewal options, subject to associated increases in rental rates due to market based or fixed price renewal options and other certain conditions.

Our apartment home and commercial lease agreements do not contain residual value guarantees.

As we are the lessor of real estate assets which tend to either hold their value or appreciate, residual value risk is not deemed to be substantial.

Furthermore, we are insured for a portion of our real estate assets’ exposure to casualty losses resulting from fire, earthquake, hurricane, tornado, flood, and other perils.

We have a sublease arrangement providing space within our corporate office for fixed rents, commencing on January 1, 2021 , and expiring on May 31, 2029 .

For the years ended December 31, 2024, 2023, and 2022, we recognized sublease income of $ 1.4 million, $ 1.4 million, and $ 1.4 million, respecti vely.

The majority of lease payments we receive from our residents and tenants are fixed.

We receive variable payments from our residents and commercial tenants primarily for utility reimbursements and other services.

We have elected the practical expedient to not separate non-lease components from associated lease components in accordance with ASC 842.

For the years ended December 31, 2024, 2023, and 2022, our total lease income was comprised of the following amounts for all residential and commercial property leases ( in thousands ):

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Total lease income

In general, our commercial leases have options to extend for a certain period of time at the tenant's option.

Future minimum annual rental payments we will receive under commercial leases, excluding such extension options, are as follows as of December 31, 2023 (in thousands):

Future Minimum Annual Rental Payments

Generally, our residential leases do not provide extension options, so the average remaining term is less than one year .

Our commercial leases, as of December 31, 2023, have an average remaining term of 2.2 years.

Future minimum lease payments that are contractually due to us from our office space sublease and commercial space leases, excluding extension options, as of December 31, 2024, are as follows ( in thousands ):

Corporate Office Sublease

Commercial Leases

Aimco as Lessee

We are lessee to finance leases for the land underlying the development sites at Upton Place, Strathmore Square, and Oakshore.

As of December 31, 2023 and 2022, our finance leases had weighted-average remaining terms of 93.4 years and 94.2 years, respectively, and weighted-average discount rates of 6.1 % and 6.1 %, respectively.

For the year ended December 31, 2023, amortization related to finance leases was $ 0.0 million, net of amounts capitalized, compared to $ 6.7 million for the year ended December 31, 2022 and $ 8.3 million for the year ended December 31, 2021.

In addition, for the year ended December 31, 2023, we capitalized $ 8.0 million of lease costs associated with active development and redevelopment projects on certain of the underlying pro perty and ground lease assets, compared to $ 8.5 million for the year ended December 31, 2022 and $ 22.7 million for the year ended December 31, 2021.

For the year ended December 31, 2023, interest expense, net of amounts capitalized, related to our finance leases was $ 0.3 million compared to $ 7.5 million for the year ended December 31, 2022 , and $ 9.2 million for the year ended December 31, 2021.

Lease Arrangements

We are lessee to finance leases for the land underlying our development sites at Upton Place, Strathmore Square, and Oak Shore.

We have operating leases primarily for corporate office space.

Substantially all of our office lease payments are fixed.

See the table below for lease costs, net of capitalized finance lease costs, for the years ended December 31, 2024, 2023, and 2022.

Year ended December 31,

Operating lease costs

Finance lease costs:

Amortization of right-of-use assets, net of capitalized amounts

Interest on lease liabilities, net of capitalized amounts

Total lease costs, net of capitalized amounts

Our finance lease for the land at Oak Shore provides Aimco with the option to terminate the lease after the property reaches stabilization, subject to certain conditions.

The lease term includes the periods covered by this option.

The weighted-average remaining terms and discount rates for our operating and finance leases are summarized in the table below as of December 31, 2024 and 2023.

Weighted average remaining lease term (years):

Operating leases

Finance leases

Weighted-average discount rate:

Operating leases

Finance leases

As of December 31, 2024 and 2023, operating lease right-of-use lease assets of $ 4.7 million and $ 6.2 million, respectively, are included in Other assets, net in our Consolidated Balance Sheets .

As of December 31, 2024 and 2023, operating lease liabilities of $ 9.2 million and $ 11.5 million, respectively, are included in Accrued liabilities and other in our Consolidated Balance Sheets .

For finance and operating leases, when the rate implicit in the lease cannot be determined, we estimate the value of our lease liabilities using discount rates equivalent to the rates we would pay on a secured borrowing with terms similar to the leases.

We determine if an arrangement is or contains a lease at inception.

We have lease agreements with lease and non-lease components, and have elected to not separate these components for all classes of underlying assets.

Leases with an initial term of 12 months or less are not recorded in our Consolidated Balance Sheets .

Leases with an initial term greater than 12 months are recorded as operating or finance leases in our Consolidated Balance Sheets .

We have provided a lessor with a residual value guarantee of $ 6.1 million, which provides that if the residual value of the leased asset is less than the specified residual value guarantee at the earlier of lease expiration or termination, we are required to pay the difference.

Lease Termination Agreement

In June 2022, we, as lessee, and AIR, as lessor, entered into a lease termination agreement with respect to four leases entered into on January 1, 2021 that pertained to our North Tower of Flamingo Point, 707 Leahy, The Fremont, and Prism properties.

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In addition, we recognized Lease modification income of $ 207.0 million, which is included in our Consolidated Statements of Operations for the year ended December 31, 2022.

Operating Lease Arrangements

We have operating leases primarily for corporate office space.

Substantially all of the payments under our office leases are fixed.

As of December 31, 2023 and December 31, 2022, our operating leases had weighted-average remaining terms of 5.2 years and 6.3 years, respectively.

As of December 31, 2023 and December 31, 2022, our operating leases had weighted-average discount rates of 3.3 % and 3.4 %, respectively.

We record operating lease expense on a straight-line basis over the lease term.

Total operating lease expense for the years ended December 31, 2023, 2022, and 2021 was $ 1.5 million, $ 1.1 million and $ 1.0 million, respectively.

As of December 31, 2023 and December 31, 2022, operating lease right-of-use assets of $ 6.2 million and $ 6.7 million, respectively, are included in Other assets, net in our Consolidated Balance Sheets.

As of December 31, 2023 and December 31, 2022, operating lease liabilities of $ 11.5 million and $ 12.8 million, respectively, are included in Accrued liabilities and other in our Consolidated Balance Sheets.

We determine if an arrangement is or contains a lease at inception.

We have lease agreements with lease and non-lease components,

and have elected to not separate these components for all classes of underlying assets.

Leases with an initial term of 12 months or less are not recorded in our Consolidated Balance Sheets .

Leases with initial terms greater than 12 months are recorded as operating or finance leases in our Consolidated Balance Sheets .

Office Space Sublease

We have a sublease arrangement to provide space within our corporate office for fixed rents, which commenced on January 1, 2021 and expires on May 31, 2029 .

For each year ended December 31, 2023, 2022, and 2021, we recognized sublease income of $ 1.4 million.

Annual Future Minimum Lease Payments

Combined minimum annual lease payments under operating and finance leases, and sublease income that offsets our operating lease rent, are as follows as of December 31, 2023 (in thousands):

Sublease Income

Operating Lease Future Minimum Rent

Finance Leases Future Minimum Payments

Combined minimum annual lease payments under operating and finance leases are as follows as of December 31, 2024 (in thousands):

Operating Leases

Finance Leases

Total lease liabilities

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Substantially all of our assets and liabilities are those of Aimco Operating Partnership.

Aimco Operating Partnership is the primary beneficiary of, and therefore consolid ates, five VIEs that own interests in real estate.

Aimco Operating Partnership is the primary beneficiary of, and therefore consolidates, six VIEs that own interests in real estate.

Assets of our consolidated VIEs must first be used to settle the liabilities of those VIEs.

The consolidated VIEs' creditors do not have recourse to the general credit of Aimco Operating Partnership.

In addition, we have eight unconsolidated VIEs for which we are not the primary beneficiary because we are not their primary decision maker.

The eight unconsolidated VIEs include four unconsolidated real estate partnerships that hold four apartment communities in San Diego, California, the Mezzanine Investment, our passive equity investment in IQHQ, and our two unconsolidated investments in land held for development in Miami, Florida and Bethesda, Maryland.

In addition, we have seven unconsolidated VIEs for which we are not the primary beneficiary because we are not their primary decision maker.

The seven unconsolidated VIEs include four unconsolidated real estate partnerships that hold four apartment communities in San Diego, California, the Mezzanine Investment, our passive equity investment in IQHQ, and an unconsolidated investment in land held for development in Bethesda, Maryland.

Our maximum exposure to loss, because of our involvement with the unconsolidated VIEs, is limited to the carrying value of their assets.

The details of our consolidated and unconsolidated VIEs, excluding those of Aimco Operating Partnership, are summarized in the table below as of December 31, 2023 and 2022 (in thousands, except for VIE count):

The details of our consolidated and unconsolidated VIEs, excluding those of Aimco Operating Partnership, are summarized in the table below as of December 31, 2024 and 2023 (in thousands, except for Count of VIEs):

As of December 31, 2024

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Restricted cash

Mezzanine investment

Interest rate options

Unconsolidated real estate partnerships

Notes receivable

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Other assets, net

Non-recourse property debt, net

Construction loans, net

Non-recourse construction loans, net

Lease liabilities - finance leases

Mezzanine investment - participation sold

Accrued liabilities and other

In September 2024, we secured a $ 55.5 million preferred equity commitment from a third-party for the development of a luxury water-front rental development, located at 640 NE 34th Street in Miami, Florida.

In addition, we secured a non-recourse construction loan commitment for up to $ 172.0 million that has a maturity date of October 1, 2028 , prior to the consideration of a one year extension option.

As a result, we performed a reassessment of the entity that owns the property located at 640 NE 34th Street, concluding that it became a VIE and that we are the primary beneficiary.

While the consolidation status did not change as it was already consolidated prior to the VIE assessment, its assets and liabilities as of December 31, 2024 are incorporated in the table above.

In December 2024, we closed on the sale of our ownership interest in an unconsolidated investment in land held for development in the Edgewater neighborhood of Miami, Florida.

Refer to Note 2 for additional discussion of the OTTI recognized in connection with this transaction.

Note 6 —D ebt

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The following table summarizes non-recourse property debt as of December 31, 2024 and 2023 (in thousands):

As of December 31,

Maturity Date

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Weighted-Average Interest Rate

Weighted-Average Interest Rate with Rate Caps

Fixed-rate property debt

May 15, 2026 to June 1, 2033

June 1, 2029 to June 1, 2033

2.78 % to 4.68 %

Variable-rate property debt

October 9, 2025

Total non-recourse property debt

Assumed debt fair value adjustment,

net of accumulated amortization

Debt issuance costs, net of

accumulated amortization

Assumed debt fair value adjustment, net of accumulated amortization

Debt issuance costs, net of accumulated amortization

Total non-recourse property debt, net

Principal and interest on our non-recourse property debt are generally payable monthly or in monthly interest-only payments with balloon payments due at maturity.

As of December 31, 2023, our property debt was secured by 19 properties.

These non-recourse property debt instruments contain financial covenants common to the type of borrowing, and as of December 31, 2023, we believe we were in compliance with all such covenants.

As of December 31, 2024 , our property debt was secured by 16 properties with an aggregate net book value of $ 329.3 million.

These non-recourse property debt instruments contain financial covenants common to the type of borrowing, and as of December 31, 2024, we were in compliance with all such covenants.

As of December 31, 2024, the scheduled principal amortization and maturity payments for the non-recourse property debt were as follows (in thousands):

Construction Loans

Non-recourse construction loans

Our construction loans, which are primarily non-recourse loans except for customary construction loan guarantees, are summarized in the following table as of December 31, 2024 and 2023 (in thousands):

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Weighted-Average Interest Rate

Weighted-Average Interest Rate with Rate Caps

Fixed-rate construction loans

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Variable-rate construction loans

July 1, 2024 to December 23, 2025

June 3, 2025 to October 1, 2028

7.09 % to 8.86 %

Total construction loans

Assumed debt fair value adjustment,

net of accumulated amortization

Debt issuance costs, net of

accumulated amortization

Total construction loans, net

Total non-recourse construction loans

Assumed debt fair value adjustment, net of accumulated amortization

Debt issuance costs, net of accumulated amortization

Total non-recourse construction loans, net

Interest-only payments on our construction loans are generally payable monthly with balloon payments due at maturity.

As of December 31, 2023, our construction debt was secured by 4 properties.

These debt instruments contain financial covenants common to the type of borrowing, and as of December 31, 2023, we believe we were in compliance with all such covenants.

As of December 31, 2023, the scheduled principal maturity payments, prior to the consideration of extension options, for the construction debt were as follows (in thousands):

As of December 31, 2024, our construction debt was secured by 4 properties with an aggregate net book value of $ 554.6 million.

As of December 31, 2024, the scheduled principal maturity payments, prior to the consideration of extension options, for the non-recourse construction loans were as follows (in thousands):

Principal Maturity Payments

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We can request incremental commitments under the credit agreement up to an aggregate principal amount of $ 300.0 million.

Our revolving secured credit facility matures in December 2024, prior to consideration of a one-year extension option.

Our revolving secured credit facility matures in December 2025.

The revolving loans (other than the swingline) will bear interest, at our option, at a per annum rate equal to (a) SOFR plus a margin of 2.11448 % or (b) a base rate plus a margin of 1.00 %.

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We may terminate or, from time to time, reduce the aggregate amount of commitments.

As of December 31, 2023 , we had no outstanding balance on our secured revolving credit facility, the swingline sub-facility or the letter of credit sub-facility.

As of December 31, 2024 , we had capacity to borrow $ 148.5 million on our secured revolving credit facility.

Under our secured revolving credit facility, we have agreed to maintain a fixed charge coverage ratio of 1.25 x, minimum adjusted tangible net worth of $ 625.0 million, and maximum leverage of 60.0 % as defined in the credit agreement, among other customary covenants.

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As a result, we incurred $ 17.4 million of spread maintenance costs, which are included in Interest expense in our Consolidated Statements of Operations .

For the years ended December 31, 2022, and 2021, we recognized interest expense of $ 13.7 million, and $ 27.8 million, respectively, associated with the Notes Payable to AIR, which is included in Interest expense in our Consolidated Statements of Operations .

For the year ended December 31, 2022, we recognized interest expense of $ 13.7 million associated with the Notes Payable to AIR, which is included in Interest expense in our Consolidated Statements of Operations .

Note 7 — Inco me Taxes

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Total deferred

Total income tax expense (benefit)

Total income tax (benefit) expense

Consolidated GAAP income or loss subject to tax consists of pretax income or loss of our taxable entities and income and gains retained by the REIT.

For the year ended December 31, 2023, we had consolidated net losses subject to tax of $ 15.2 million, compared to consolidated net income subject to tax of $ 88.8 million for the year ended December 31, 2022 and consolidated net loss subject to tax of $ 31.4 million for the year ended December 31, 2021.

For the year ended December 31, 2024, we had consolidated net losses subject to tax of $ 28.2 million, compared to consolidated net losses subject to tax of $ 15.2 million for the year ended December 31, 2023 and consolidated net income subject to tax of $ 88.8 million for the year ended December 31, 2022.

The reconciliation of income tax attributable to operations computed at the United States statutory rate to income tax benefit recognized for the years ended December 31, 2024, 2023, and 2022, is shown below (in thousands):

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Change in Tax Rate

Total income tax benefit

Total income tax (benefit) expense

Income taxes paid totaled approximately $ 0.9 million, $ 1.7 million, and $ 22.9 million for the years ended December 31, 2024, 2023, and 2022, respectively.

At December 31, 2024, we had federal and state net operating loss carry forwards ("NOLs"), for which the deferred tax asset was approximately $ 10.3 million, before a valuation allowance of $ 6.9 million.

T he NOLs expire in the years ended 2032 to 2042 .

Subject to certain separate return limitations, we may use these NOLs to offset a portion of state taxable income generated by our TRS entities.

The NOLs expire in the years ended 2033 to 2043 .

Subject to certain separate return limitations, we may use these NOLs to offset a portion of taxable income generated by our TRS entities.

For income tax purposes, dividends paid to holders of Common Stock primarily consist of ordinary income, capital gains, qualified dividends, unrecaptured Section 1250 gains, or a combination thereof.

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Aimco's Board is authorized to issue up to 510,587,500 shares of capital stock, which consists entirely of Common Stock as of December 31, 2024.

Aimco had 140,576,102 shares of C ommon Stock issued and outstanding at December 31, 2023.

Aimco had 136,351,966 and 140,576,102 shares of C ommon Stock issued and outstanding at December 31, 2024 and 2023, respectively.

Stock Repurchases

Aimco's Board has, from time to time, authorized Aimco to repurchase shares of its outstanding Common Stock.

As of December 31, 2023, Aimco was authorized to repurchase up to 21.1 million shares of its outstanding Common Stock, subject to certain customary limitations, which may be made from time to time in the open market or in privately negotiated transactions.

This authorization has no expiration date.

During the year ended December 31, 2023, Aimco repurchased approximately 6.2 million shares of its Common Stock at a weighted-average pric e of $ 7.33 per share.

During the year ended December 31, 2022 , Aimco repurchased approximately 3.5 million shares of its Common Stock at a weighted-average price of $ 7.21 per share.

No repurchases of Common Stock were made by Aimco during the year ended December 31, 2021.

Cash Dividend

The total remaining authorization for future share repurchases is 16.3 mil lion shares of its outstanding Common Stock, subject to certain customary limitations, which may be made from time to time in the open market or in privately negotiated transactions.

This remaining authorization has no expiration date.

During the years ended December 31, 2024, 2023, and 2022, Aimco repurchased approximate ly 4.9 mill ion, 6.2 million, and 3.5 million shares of its Common Stock at weighted-average prices of $ 8.01 , $ 7.33 , and $ 7.21 per share, respectively.

Cash Dividends

As a REIT, Aimco is required to distribute annually to holders of shares of its Common Stock at least 90.0 % of its “real estate investment trust taxable income,” which, as defined by the Code and United States Department of Treasury regulations, is generally equivalent to net taxable ordinary income.

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In making a dividend determination, Aimco's Board considers a variety of factors, including REIT distribution requirements, current market conditions, liquidity needs, and other uses of cash, such as deleveraging and accretive investment activities.

No dividends were paid during the year ended December 31, 2023.

A special cash dividend of $ 0.60 per share was declared on December 19, 2024 , to stockholders of record on January 14, 2025 .

The cash dividend was paid on January 31, 2025 .

The declared dividends are classified within Dividends payable in Aimco's Consolidated Balance Sheets as of December 31, 2024.

No dividends were declared or paid during the year ended December 31, 2023.

On September 30, 2022, Aimco paid a special cash dividend of $ 0.02 per share to stockholders of record on September 14, 2022 .

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Entities other than Aimco that hold OP Units receive distributions in an amount equivalent to the dividends paid to holders of Common Stock.

During the year ended December 31, 2023, there were no OP Units redeemed in exchange for shares of Common Stock and approximately 149,000 OP Units were redeemed in exchange for cash at an aggregate weighted average price per unit of $ 7.24 .

During the years ended December 31, 2024 and 2022, the Aimco Operating Partnership declared distributions per common unit of $ 0.60 and $ 0.02 , respectively.

There were no dividends declared or paid during the year ended December 31, 2023.

During the years ended December 31, 2024 and 2023, there were no OP Units redeemed in exchange for shares of Common Stock.

During the year ended December 31, 2022 , approximately 108,000 OP Units were redeemed in exchange for shares of Common Stock.

During the years ended December 31, 2024, 2023, and 2022, approximately 119,000 , 149,000 , and 33,000 OP Units were redeemed in exchange for cash at aggregate weighted average prices per unit of $ 8.28 , $ 7.24 , and $ 7.07 , respectively.

Note 10 — Earnings per Sh are and per Unit

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We have a stock award and incentive program to attract and retain employees and independent directors.

As of December 31, 2023 , approximately 18.9 m illion shares were available for issuance under the Second Amended and Restated 2015 Stock Award and Incentive Plan (the “2015 Plan”).

As of December 31, 2024 , approximately 18.2 million shares were available for issuance under the Second Amended and Restated 2015 Stock Award and Incentive Plan (the “2015 Plan”).

The total number of shares available for issuance under this plan may increase due to any forfeiture, cancellation, exchange, surrender, termination or expiration of an award outstanding under the 2015 Plan.

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Each outstanding time or performance based Aimco award was converted into one share of Aimco Common Stock and one share of AIR common stock.

Generally, all such Aimco equity awards retain the same terms and vesting conditions as the original Aimco equity awards immediately before the Separation.

Following the Separation, compensation expense related to these modified awards for the employees retained by us is incurred by Aimco.

The compensation expense related to these modified awards for employees of AIR is incurred by AIR.

Generally, all such Aimco equity awards retained the same terms and vesting conditions as the original Aimco equity awards immediately before the Separation.

Following the Separation, compensation expense related to these modified awards for the employees retained by us was incurred by Aimco.

The compensation expense related to these modified awards for employees of AIR was incurred by AIR.

For the years ended December 31, 2024, 2023, and 2022, total compensation cost recognized for share-based awards was (in thousands):

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We also grant stock options, restricted stock awards, and two forms of LTIP Units, that vest conditioned on our total shareholder return (“TSR”), relative to identified indices over a forward-looking performance period of three years .

We refer to these awards as TSR Stock Options, TSR Restricted Stock, TSR LTIP I Units, and TSR LTIP II Units.

We refer to these awards as TSR Stock Options, TSR Restricted Stock, and TSR LTIP II Units.

Earned TSR-based awards, if any, will generally vest over a period of three to four years from the grant date, based on continued employment.

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therefore, previously recorded compensation cost is not adjusted in the event that the market condition is not achieved, and awards do not vest.

We had Time-Based Restricted Stock, Time-Based LTIP I Units, Time-Based LTIP II Units, TSR Stock Options, TSR Restricted Stock, TSR LTIP I Units and TSR LTIP II Units outstanding as of December 31, 2023 .

We had Time-Based Restricted Stock, Time-Based LTIP I Units, Time-Based LTIP II Units, TSR Stock Options, TSR Restricted Stock, and TSR LTIP II Units outstanding as of December 31, 2024 .

The following two tables summarize activity for equity compensation for the year ended December 31, 2024.

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The aggregate intrinsic values for those that were exercisable or convertible and unvested were $ 5.7 million and $ 5.1 million, respectively.

The following table summarizes the unvested equity, exercisable stock options and convertible LTIP II units issued to our employees and employees of AIR that are potentially dilutive to Aimco and Aimco Operating Partnership as of December 31, 2023 (in thousands, except shares):

The following table summarizes the unvested equity, exercisable stock options and convertible LTIP II units that are potentially dilutive to Aimco and Aimco Operating Partnership as of December 31, 2024 (in thousands, except shares):

Unvested Compensation Not Yet Recognized (1)

Time-Based Stock Options

TSR Stock Options

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TSR Restricted Stock Awards

TSR LTIP I Units

TSR LTIP II Units

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Compensation costs related to shares issued to AIR employees are recognized by AIR .

(2) The weighted-average exercise price for stock options held by AIR employees is $ 4.59 per share.

The weighted-average conversion metric for LTIP II Units held by AIR employees is $ 5.49 per unit.

In addition to the potentially dilutive awards held by Aimco employees, AIR employees and former AIR employees hold 0.8 million stock options and 1.0 million TSR LTIP II Units.

The weighted average exercise price of stock-based options held by AIR and former AIR employees is $ 4.61 per share;

the weighted average exercise price of LTIP II Units held by AIR and former AIR employees is $ 5.62 per unit.

Determination of Grant-Date Fair Value Awards

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3.89 %- 4.73 %

0.19 %- 1.38 %

Dividend yield

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34.08 %- 36.19 %

32.09 %- 33.04 %

Derived vesting period of TSR Restricted Stock

Weighted average expected term of TSR Stock Options, TSR LTIP I Units, and TSR LTIP II Units

Note 12 — Fair Val ue Measurements

Note 12 — Fair Val ue Measurements and Disclosures

Recurring Fair Value Measurements

In determining the fair value of our financial instruments, we apply Accounting Standards Codification ("ASC") 820, “ Fair Value Measurement and Disclosures ”.

Fair value hierarchy under ASC 820 distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (Levels 1 and 2) and the reporting entity’s own assumptions about market participant data (Level 3).

Fair value estimates may differ from the amounts that may ultimately be realized upon sale or disposition of the assets and liabilities.

From time to time, we purchase interest rate swaps, caps, and other instruments to provide protection against increases in interest rates on our variable rate debt.

These instruments are presented as Interest rate options in our Consolidated Balance Sheets .

As of December 31, 2023, we held interest rate caps with a $ 627.4 million notional value.

These instruments are presented as Interest rate contracts in our Consolidated Balance Sheets .

As of December 31, 2024, we held interest rate caps with a maximum notional value of $ 370.3 million.

These instruments were acquired for $ 3.5 million, and the fair value of these instruments is $ 0.9 million as noted in the table below.

During the year ended December 31, 2023, we monetized t he $ 1.5 billion notional amount interest rate swaption, purchased in conjunction with the Mezzanine Investment to protect against future interest rate increases, for gross proceeds of $ 54.2 million.

On a recurring basis, we measure at fair value our interest rate options.

Our interest rate options are classified within Level 2 of the GAAP fair value hierarchy, and we estimate their fair value using pricing models that rely on observable market information, including contractual terms, market prices, and interest rate yield curves.

The fair value adjustment is included in earnings in Realized and unrealized gains (losses) on interest rate options in our Consolidated Statements of Operations .

Changes in fair value are reflected as a non-cash transaction in adjustments to arrive at cash flows from operations, any upfront premium is reflected in Purchase of interest rate options , and any proceeds are reflected in Proceeds from interest rate options in our Consolidated Statements of Cash Flows .

As of December 31, 2023 and 2022, we have investments in stock of $ 2.9 million and $ 1.2 million, respectively, classified within Level 1 of the GAAP fair value hierarchy.

In addition, as of December 31, 2023 and 2022, we have investments in property technology funds of $ 2.5 million and $ 3.1 million, respectively, in entities that develop technology related to the real estate industry.

During the year ended December 31, 2023, we monetized the $ 1.5 billion notional amount interest rate swaption, purchased in conjunction with the Mezzanine Investment to protect against future interest rate increases, for gross proceeds of $ 54.2 million.

On a recurring basis, we measure at fair value our interest rate contracts.

Our interest rate contracts are classified within Level 2 of the GAAP fair value hierarchy, and we estimate their fair value using pricing models that rely on observable market information, including contractual terms, market prices, and interest rate yield curves.

The fair value adjustment is included in earnings in Realized and unrealized gains (losses) on interest rate contracts in our Consolidated Statements of Operations .

Changes in fair value are reflected as a non-cash transaction in adjustments to arrive at cash flows from operations, any upfront premium is reflected in Purchase of interest rate contracts , and any proceeds are reflected in Proceeds from interest rate contracts in our Consolidated Statements of Cash Flows .

As of December 31, 2024 and 2023, we had investments in stock of $ 1.6 million and $ 2.9 million, respectively, classified within Level 1 of the GAAP fair value hierarchy.

In addition, as of December 31, 2024 and 2023, we had investments in property technology funds of $ 3.5 million and $ 2.5 million, respectively, in entities that develop technology related to the real estate industry.

These investments are measured at net asset value (“NAV”) as a practical expedient.

The period of time over which the underlying assets in these investments are expected to be liquidated is unknown.

See Note 13 for further information regarding unfunded commitments related to these investments.

The following table summarizes the fair value of our interest rate options, investments in stock, and our investments in real estate technology funds as of December 31, 2023 and 2022 (in thousands):

The following table summarizes the fair value of our interest rate contracts, investments in stock, and our investments in real estate technology funds as of December 31, 2024 and 2023 (in thousands):

As of December 31, 2024

As of December 31, 2023

Interest rate options

Interest rate contracts

Investments in stock

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(1) Investments measured at fair value using the NAV practical expedient are not classified in the fair value hierarchy.

Nonrecurring Fair Value Measurements

During the years ended December 31, 2023 and 2022, we tested the Mezzanine Investment for impairment given triggering events that occurred and we recorded non-cash impairment charges to reduce the carrying value of the Mezzanine Investment to zero and $ 158.6 million, respectively .

We used internally developed models to determine the fair value of the Mezzanine Investment.

This incorporated the fair value of the underlying real estate collateral that incorporates various estimates and assumptions, the most significant being the capitalization rate of 5.25 % compared to 3.75 % as of December 31, 2023 and 2022, respectively.

These assumptions are based on Level 3 inputs.

See Note 2 for further details.

Fair Value Disclosures

We believe that the carrying value of the consolidated amounts of cash and cash equivalents, restricted cash, accounts receivables and payables approximated their fair value as of December 31, 2023 and 2022, due to their relatively short-term nature and high probability of realization.

We believe that the carrying value of the consolidated amounts of cash and cash equivalents and restricted cash approximated their fair value as of December 31, 2024 and 2023, and are categorized within Level 1 of the GAAP fair value hierarchy.

We estimate the fair value of our debt using an income and market approach, including comparison of the contractual terms to observable and unobservable inputs such as market interest rate risk spreads, contractual interest rates, remaining periods to maturity, debt service coverage ratios, and loan to value ratios.

We classify the fair value of our non-recourse property debt and construction loans within Level 2 of the GAAP valuation hierarchy based on the significance of certain of the unobservable inputs used to estimate their fair value.

The following table summarizes carrying value and fair value of our non-recourse property debt and construction loans as of December 31, 2023 and 2022 (in thousands):

We classify the fair value of our non-recourse property debt and non-recourse construction loans within Level 2 of the GAAP fair value hierarchy based on the significance of certain of the observable inputs used to estimate their fair value.

The following table summarizes carrying value and fair value of our non-recourse property debt and non-recourse construction loans as of December 31, 2024 and 2023 (in thousands):

As of December 31, 2024

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Non-recourse property debt

Construction loans

Non-recourse construction loans

Nonrecurring Fair Value Measurements

Mezzanine Investment

We used internally developed models to determine the fair value of the Mezzanine Investment.

These assumptions are based on Level 3 inputs.

See Note 2 for further details.

Investment in IQHQ

During the year ended December 31, 2024, we recorded a non-cash impairment charge of $ 48.6 million related to our passive equity investment in IQHQ.

This impairment charge was derived using a third-party valuation of IQHQ, which incorporated fair value estimates of properties owned by IQHQ.

The fair value estimates of the properties owned by IQHQ were determined by discounted cash flow analyses and references to market comparable data.

The cash flows utilized in such discounted cash flow analyses are comprised of projected operating results, which are based upon market conditions and future expectations.

The most significant unobservable inputs utilized in determining the fair value of these assets are capitalization rates and discount rates, which ranged from 6.00 % to 7.00 % and 7.25 % to 10.25 %, respectively.

Because of these inputs, we have determined that the fair value of these properties are classified within Level 3 of the fair value hierarchy.

Market comparable data utilizes comparable sales, which are subject to judgment as to comparability to the valued properties.

Because these inputs are derived from observable market data, we have determined that the fair values of these properties are classified within Level 2 of the fair value hierarchy.

Note 13 — Commitm ents and Contingencies

In connection with our development, redevelopment, and other capital additions activities, we have entered into various construction-related contracts, and have made commitments to complete development and redevelopment of certain real estate, pursuant to financing or other arrangements.

As of December 31, 2023, we had remaining commitments for construction-related contracts of $ 63.8 million, with $ 124.2 million undrawn on our construction loans.

As of December 31, 2023, we have remaining commitments of $ 3.0 million related to our unconsolidated joint ventures, which we expect to fund over the next twelve months.

In addition, we have remaining commitments of $ 2.0 million related to our investments in property technology funds invested in entities that develop technology related to the real estate industry.

As of December 31, 2024, we had remaining commitments for non-recourse construction-related contracts of $ 146.9 million, with $ 157.0 million undrawn on our construction loans.

As of December 31, 2024, we have remaining unfunded commitments of $ 1.4 million related to our investments in property technology funds invested in entities that develop technology related to the real estate industry.

The timing of the remaining funding of these commitments is uncertain.

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Our Development and Redevelopment segment consists of properties that are under construction or have not achieved stabilization, as well as land held for development.

As of December 31, 2023 , our Development and Redevelopment segment consists of 11 properties, three of which were under construction.

As of December 31, 2024 , our Development and Redevelopment segment consists of 9 properties, including one under construction and three substantially completed and in lease-up.

Our Operating segment includes 20 residential apartment communities with 5,243 apartment homes that have achieved a stabilized level of operations as of January 1, 2023 and maintained it throughout the current year and comparable period.

We aggregate all our apartment communities that have reached stabilization into our Operating segment.

During the first quarter of 2023, we reclassified one residential apartment community from the Other segment to the Operating segment because it reached stabilization.

During the fourth quarter of 2023, we sold one land parcel from the Development and Redevelopment segment, which resulted in its removal from the segment.

Prior period segment information has been recast based upon our current segment population, and is consistent with how our chief operating decision maker ("CODM") evaluates the business.

The recast conforms with our reportable segment classification as of December 31, 2023.

Our Other segment consists of properties currently owned that are not included in our Development and Redevelopment or Operating segments.

Our Other segment includes 1001 Brickell Bay Drive, our only office building, and St.

George Villas.

Our CODM uses cash flow, construction timeline to completion, and actual versus budgeted results to evaluate our properties in our Development and Redevelopment segment.

Our CODM uses proportionate property net operating income to assess the operating performance of our Operating segment.

Proportionate property net operating income is defined as our share of rental and other property revenues, excluding utility reimbursements, less direct property operating expenses, including utility reimbursements, for the consolidated communities;

• excluding the results of four apartment communities with an aggregate 142 apartment homes that we neither manage nor consolidate, our investment in IQHQ and the Mezzanine Investment;

• excluding property management costs and casualty gains or losses, reported in consolidated amounts, in our assessment of segment performance.

The following tables present the results of operations of consolidated properties with our segments reported on a proportionate basis for the years ended December 31, 2023, 2022, and 2021 (in thousands):

Our Other segment includes The Benson Hotel, our only hotel.

During the first quarter of 2024, we revised the information regularly reviewed by our President and Chief Executive Officer , the chief operating decision maker ("CODM"), to assess our operating performance.

As a result, we reclassified The Benson Hotel from the Development and Redevelopment segment to the Other segment.

In addition, during the year ended December 31, 2024, we disposed of a majority of our partnership interest in St.

George Villas, which was previously reported within the Other segment, and The Hamilton, which was previously reported within the Development and Redevelopment segment.

We also reclassified as held for sale 1001 Brickell Bay Drive, which was previously reported within the Other segment, and Yacht Club Apartments, which was previously reported in our Operating segment.

Prior period segment information has been recast based upon our current segment population, and is consistent with how our CODM evaluates the business.

Our CODM evaluates performance and allocates resources for all of our segments using property net operating income ("PNOI"), which is our measure of segment profit or loss.

PNOI is defined as rental and other property revenues, excluding utility reimbursements, less direct property operating expenses, including utility reimbursements, for the consolidated communities;

but excluding

• the results of four apartment communities with an aggregate 142 apartment homes that we neither manage nor consolidate, our investment in IQHQ, the Mezzanine Investment, and investments in real estate technology funds;

• property management costs and casualty gains or losses, reported in consolidated amounts, in our assessment of segment performance.

Our CODM uses historical and projected PNOI to allocate resources (including employees, property, and financial or capital resources) for each segment predominantly in the annual budget process.

PNOI is used to review operating trends, perform analytical comparisons between periods, and to monitor budget-to-actual variances on at least a quarterly basis in order to assess performance and allocate resources.

The corporate goals, which impact short term incentive compensation for employees, also include consideration of PNOI.

The accounting policies of segments are the same as those described in the summary of significant accounting policies described in Note 2.

The following tables present the results of operations of consolidated properties with our segments for the years ended December 31, 2024, 2023, and 2022 (in thousands):

Development and Redevelopment

Proportionate

and Other Adjustments (1)

Adjustments (1)

Corporate and Amounts Not Allocated to Segments (2)

Year Ended December 31, 2023

December 31, 2024

Rental and other property revenues

Controllable operating expenses (3)

Real estate taxes, net of capitalized amounts

Utilities expense, net of utility reimbursements

Property insurance expense, net of capitalized amounts

Other property operating expenses (4)

Property operating expenses

Other operating expenses not allocated

to segments (3)

Total operating expenses

Proportionate property net operating

income (loss)

Property net operating income (loss)

Other operating expenses not allocated to segments (5)

Other items included in income before

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Development and Redevelopment

Proportionate

and Other Adjustments (1)

Adjustments (1)

Corporate and Amounts Not Allocated to Segments (2)

Year Ended December 31, 2022

December 31, 2023

Rental and other property revenues

Controllable operating expenses (3)

Real estate taxes, net of capitalized amounts

Utilities expense, net of utility reimbursements

Property insurance expense, net of capitalized amounts

Other property operating expenses (4)

Property operating expenses

Other operating expenses not allocated

to segments (3)

Total operating expenses

Proportionate property net operating

income (loss)

Property net operating income (loss)

Other operating expenses not allocated to segments (5)

Other items included in income before

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Development and Redevelopment

Proportionate

and Other Adjustments (1)

Adjustments (1)

Corporate and Amounts Not Allocated to Segments (2)

Year Ended December 31, 2021

December 31, 2022

Rental and other property revenues

Controllable operating expenses (3)

Real estate taxes, net of capitalized amounts

Utilities expense, net of utility reimbursements

Property insurance expense, net of capitalized amounts

Other property operating expenses (4)

Property operating expenses

Other operating expenses not allocated

to segments (3)

Total operating expenses

Proportionate property net operating

income (loss)

Property net operating income (loss)

Other operating expenses not allocated to segments (5)

Other items included in income before

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Income (loss) before income tax

(1) Represents adjustments for noncontrolling interests in consolidated real estate partnerships' share of the results of consolidated communities in our segments, which are included in the related consolidated amounts, but excluded from proportionate property net operating income for our segment evaluation.

Also includes the reclassification of utility reimbursements, which are included in Rental and other property revenues in our Consolidated Statements of Operations , in accordance with GAAP, from revenues to property operating expenses for the purpose of evaluating segment results.

(1) Represents the reclassification of utility reimbursements, which are included in Rental and other property revenues in our Consolidated Statements of Operations , in accordance with GAAP, from revenues to property operating expenses for the purpose of evaluating segment results.

(2) Includes the operating results of apartment communities sold during the periods shown or held for sale at the end of the period, if any.

Also includes property management expenses and casualty gains and losses, which are included in consolidated property operating expenses and are not part of our segment performance measure.

(3) Other operating expenses not allocated to segments consists of depreciation and amortization general and administrative expense.

(4) Other items included in Income before income tax benefit (expense) consists primarily of lease modification income, gain on disposition of real estate, interest expense, mezzanine investment income (loss), net, realized and unrealized gains (losses) on interest rate options, and realized and unrealized gains (losses) on equity investments.

(3) Controllable operating expenses primarily consists of property personnel costs, marketing, repairs and maintenance, turnover, and contract services expense.

(4) Other property operating expenses include property management costs and casualty gains or losses.

(5) Other operating expenses not allocated to segments consists of depreciation and amortization and general and administrative expense.

(6) Other items included in Income before income tax benefit (expense) consists primarily of lease modification income, gain on disposition of real estate, interest income, interest expense, mezzanine investment income (loss), net, realized and unrealized gains (losses) on interest rate contracts, and realized and unrealized gains (losses) on equity investments.

Net real estate and non-recourse property debt, net, of our segments as of December 31, 2024 and 2023, were as follows (in thousands):

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Non-recourse property debt and construction loans, net

(1) During the year ended December 31, 2022, certain properties were sold or reclassified as held for sale, and therefore are not included in our segment balance sheets at year end.

There were no such sales or reclassifications of properties during the year ended December 31, 2023.

We added a Corporate segment to the tables above for presentation purposes to display these assets and the associated debt as of December 31, 2023 and 2022 , respectively.

(1) During the years ended December 31, 2024 and 2023 certain properties were sold or reclassified as held for sale, and therefore are not included in our segment balance sheets at year end.

We added a Corporate column to the tables above for presentation purposes to display these assets and the associated debt as of December 31, 2023 .

Capital additions within our segments for the years ended December 31, 2024, 2023 and 2022, were as follows (in thousands):

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(1) During the years ended December 31, 2024, 2023 and 2022, certain capital additions pertained to properties that were sold or reclassified as held for sale, and therefore are not included in our segments as capital additions at those respective year ends.

We added a Corporate segment to the table above for presentation purposes to display these capital additions as of December 31, 2023, 2022 and 2021 , respectively.

In addition to the amounts disclosed in the tables above, as of December 31, 2023, the Development and Redevelopment segment right-of-use lease assets and lease liabilities aggregated to $ 109.0 million and $ 118.7 million, respectively, and as of December 31, 2022, aggregated to $ 110.3 million and $ 114.6 m illion, respectively.

As of December 31, 2023, right-of-use lease assets and lease liabilities primarily related to our investments in Upton Place, Strathmore and Oak Shore.

We added a Corporate row to the table above for presentation purposes to display these capital additions as of December 31, 2024, 2023 and 2022 , respectively.

In addition to the amounts disclosed in the tables above, as of December 31, 2024, the Development and Redevelopment segment right-of-use lease assets and lease liabilities aggregated to $ 107.7 million and $ 121.8 million, respectively, and as of December 31, 2023 , aggregated to $ 109.0 million and $ 118.7 million, respectively.

As of December 31, 2024, right-of-use lease assets and lease liabilities primarily related to our investments in Upton Place, Strathmore Square and Oak Shore.

APARTMENT INVESTMENT AND MANAGEMENT COMPANY

23 unchanged sentences

Plantation, FL

Royal Crest Estates

Royal Crest Estates (Warwick)

Royal Crest Estates (Nashua)

Royal Crest Estates (Marlboro)

Marlborough, MA

4 unchanged sentences

Rolling Meadows, IL

Yacht Club at Brickell

Yorktown Apartments

1 unchanged sentence

Development and redevelopment:

Benson Hotel & faculty Club, The

Hamilton House

One Edgewater

Colorado Springs, CO

Hamilton, The

Corte Madera, CA

Washington, DC

Strathmore Phase I

Strathmore Square

Washington, DC

9 unchanged sentences

Total Development and redevelopment

George Villas

The Benson Hotel

Held for sale:

1001 Brickell Bay Drive

Yacht Club Apartments

Total Held for sale

Debt issuance costs and other non-cash adjustments (1)

Total Portfolio

(1) Encumbrances are presented before reduction for debt issuance costs.

(1) Includes unamortized fair market adjustments of debt assumed in the acquisition of properties.

(2) Includes costs capitalized since acquisition or date of initial acquisition of the community.

12 unchanged sentences

Write-offs of fully depreciated assets and other

Amounts related to assets held for sale

Total real estate balance at end of year

1 unchanged sentence

Write-offs of fully depreciated assets and other

Amounts related to assets held for sale

Accumulated depreciation balance at end of year

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data