What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-07-28 compared with 2025-04-28 · 183 added, 99 removed, 656 unchanged (30% of the section changed)

38 unchanged sentences

(Unaudited, in thousands, except per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Rental income $ 339,397 $ 315,587 $ 676,638 $ 635,076

5 unchanged sentences

Depreciation and amortization 103,277 92,018 208,874 183,236

Impairment of real estate assets — 5,280 — 5,280

General and administrative 29,093 29,689 57,266 58,180

4 unchanged sentences

Gain on sale of real estate assets 15,755 1,814 18,825 16,956

Gain (loss) on extinguishment of debt, net ( 296 ) 281 ( 296 ) 281

Other ( 780 ) ( 381 ) ( 1,373 ) ( 974 )

16 unchanged sentences

(Unaudited, in thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Net income $ 85,146 $ 70,125 $ 154,883 $ 159,030

1 unchanged sentence

Change in unrealized gain (loss) on interest rate swaps, net (Note 6) ( 2,013 ) 2,904 ( 6,315 ) 15,033

Change in unrealized gain on marketable securities 159 97

Change in unrealized gain (loss) on marketable securities 22 ( 53 ) 181 44

Total other comprehensive income (loss) ( 1,991 ) 2,851 ( 6,134 ) 15,077

21 unchanged sentences

Ending balance, March 31, 2024 301,299 3,013 3,301,402 9,526 ( 454,967 ) — 2,858,974

Common stock dividends ($ 0.2725 per common share)

— — — — ( 82,719 ) — ( 82,719 )

Equity based compensation expense — — 5,955 — — — 5,955

Other comprehensive income — — — 2,851 — — 2,851

Issuance of common stock 46 — — — — — —

Net income — — — — 70,125 — 70,125

Ending balance, June 30, 2024 301,345 $ 3,013 $ 3,307,357 $ 12,377 $ ( 467,561 ) $ — $ 2,855,186

Beginning balance, January 1, 2025 305,492 $ 3,055 $ 3,431,043 $ 8,218 $ ( 458,638 ) $ 244 $ 2,983,922

7 unchanged sentences

Ending balance, March 31, 2025 306,060 3,061 3,424,042 4,075 ( 477,401 ) 252 2,954,029

Common stock dividends ($ 0.2875 per common share)

— — — — ( 88,589 ) — ( 88,589 )

Equity based compensation expense — — 5,135 — — — 5,135

Other comprehensive loss — — — ( 1,991 ) — — ( 1,991 )

Issuance of common stock 40 — — — — — —

Repurchases of common shares in conjunction with equity award plans — — ( 566 ) — — — ( 566 )

Net income — — — — 85,139 7 85,146

Ending balance, June 30, 2025 306,100 $ 3,061 $ 3,428,611 $ 2,084 $ ( 480,851 ) $ 259 $ 2,953,164

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

3 unchanged sentences

(Unaudited, in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Operating activities:

6 unchanged sentences

Tenant inducement amortization and other 1,268 1,260

Impairment of real estate assets — 5,280

Gain on sale of real estate assets ( 18,825 ) ( 16,956 )

Equity based compensation 8,910 8,801

(Gain) loss on extinguishment of debt, net 296 ( 281 )

Changes in operating assets and liabilities:

7 unchanged sentences

Acquisitions of real estate assets ( 7,474 ) ( 17,470 )

Deposits on acquisitions of real estate assets ( 15,000 ) —

Proceeds from sales of real estate assets 43,715 69,331

5 unchanged sentences

Proceeds from borrowings under unsecured revolving credit facility 407,000 80,000

Proceeds from unsecured notes and term loans 399,324 399,264

Proceeds from unsecured notes 399,324 796,152

Repayment of borrowings under unsecured notes ( 632,312 ) ( 330,052 )

50 unchanged sentences

(Unaudited, in thousands, except per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Rental income $ 339,397 $ 315,587 $ 676,638 $ 635,076

5 unchanged sentences

Depreciation and amortization 103,277 92,018 208,874 183,236

Impairment of real estate assets — 5,280 — 5,280

General and administrative 29,093 29,689 57,266 58,180

4 unchanged sentences

Gain on sale of real estate assets 15,755 1,814 18,825 16,956

Gain (loss) on extinguishment of debt, net ( 296 ) 281 ( 296 ) 281

Other ( 780 ) ( 381 ) ( 1,373 ) ( 974 )

13 unchanged sentences

(Unaudited, in thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Net income $ 85,146 $ 70,125 $ 154,883 $ 159,030

1 unchanged sentence

Change in unrealized gain (loss) on interest rate swaps, net (Note 6) ( 2,013 ) 2,904 ( 6,315 ) 15,033

Change in unrealized gain on marketable securities 159 97

Change in unrealized gain (loss) on marketable securities 22 ( 53 ) 181 44

Total other comprehensive income (loss) ( 1,991 ) 2,851 ( 6,134 ) 15,077

17 unchanged sentences

Ending balance, March 31, 2024 2,848,853 9,526 — 2,858,379

Distributions to partners ( 82,719 ) — — ( 82,719 )

Equity based compensation expense 5,955 — — 5,955

Other comprehensive income — 2,851 — 2,851

Net income 70,125 — — 70,125

Ending balance, June 30, 2024 $ 2,842,214 $ 12,377 $ — $ 2,854,591

Beginning balance, January 1, 2025 $ 2,974,800 $ 8,218 $ 244 $ 2,983,262

5 unchanged sentences

Ending balance, March 31, 2025 2,948,618 4,075 252 2,952,945

Distributions to partners ( 88,589 ) — — ( 88,589 )

Equity based compensation expense 5,135 — — 5,135

Other comprehensive loss — ( 1,991 ) — ( 1,991 )

Repurchases of OP Units in conjunction with equity award plans ( 566 ) — — ( 566 )

Net income 85,139 — 7 85,146

Ending balance, June 30, 2025 $ 2,949,737 $ 2,084 $ 259 $ 2,952,080

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

2 unchanged sentences

(Unaudited, in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Operating activities:

6 unchanged sentences

Tenant inducement amortization and other 1,268 1,260

Impairment of real estate assets — 5,280

Gain on sale of real estate assets ( 18,825 ) ( 16,956 )

Equity based compensation 8,910 8,801

(Gain) loss on extinguishment of debt, net 296 ( 281 )

Changes in operating assets and liabilities:

7 unchanged sentences

Acquisitions of real estate assets ( 7,474 ) ( 17,470 )

Deposits on acquisitions of real estate assets ( 15,000 ) —

Proceeds from sales of real estate assets 43,715 69,331

3 unchanged sentences

Financing activities:

Repayment of secured debt obligations — —

Repayment of borrowings under unsecured revolving credit facility ( 407,000 ) ( 98,500 )

Proceeds from borrowings under unsecured revolving credit facility 407,000 80,000

Proceeds from unsecured notes and term loans 399,324 399,264

Proceeds from unsecured notes 399,324 796,152

Repayment of borrowings under unsecured notes ( 632,312 ) ( 330,052 )

27 unchanged sentences

The Parent Company, the Operating Partnership, and their consolidated subsidiaries (collectively, the "Company" or "Brixmor") owns and operates one of the largest publicly traded open-air retail portfolios by gross leasable area ("GLA") in the United States ("U.S."), comprised primarily of community and neighborhood shopping centers.

As of March 31, 2025, the Company’s portfolio was comprised of 361 shopping centers (the "Portfolio") totaling approximately 64 million square feet of GLA.

As of June 30, 2025, the Company’s portfolio was comprised of 360 shopping centers (the "Portfolio") totaling approximately 64 million square feet of GLA.

The Company’s high-quality national Portfolio is primarily located within established trade areas in the top 50 Core-Based Statistical Areas in the U.S., and its shopping centers are primarily anchored by non-discretionary and value-oriented retailers, as well as consumer-oriented service providers.

29 unchanged sentences

Income taxes related to the Parent Company’s TRSs do not materially impact the unaudited Condensed Consolidated Financial Statements of the Company.

The Company has considered the tax positions taken for the open tax years and has concluded that no provision for income taxes related to uncertain tax positions is required in the Company’s unaudited Condensed Consolidated Financial Statements as of March 31, 2025 and December 31, 2024.

Open tax years generally range from 2021 through 2024 but may vary by jurisdiction and issue.

3 unchanged sentences

Acquisition of Real Estate

During the three months ended March 31, 2025, the Company acquired the following asset:

During the six months ended June 30, 2025, the Company acquired the following assets:

Description (1)

1 unchanged sentence

Land at Suffolk Plaza East Setauket, NY Jan-25 — $ 3,144

Leases at Plaza at Buckland Hills Manchester, CT Jun-25 — 4,330

(1) No debt was assumed related to the listed acquisition.

(2) Aggregate purchase price includes less than $ 0.1 million of transaction costs.

During the three months ended March 31, 2024, the Company did not acquire any assets.

The aggregate purchase price of the assets acquired during the three months ended March 31, 2025 and 2024, respectively, has been allocated as follows:

Three Months Ended March 31,

(2) Aggregate purchase price includes $ 0.1 million of transaction costs.

During the six months ended June 30, 2024, the Company acquired the following asset:

Description (1)

Location Month Acquired GLA Aggregate Purchase Price (2)

West Center East Setauket, NY Apr-24 42,594 $ 17,470

42,594 $ 17,470

(1) No debt was assumed related to the listed acquisition.

(2) Aggregate purchase price includes $ 0.2 million of transaction costs.

The aggregate purchase price of the assets acquired during the six months ended June 30, 2025 and 2024, respectively, has been allocated as follows:

Six Months Ended June 30,

Assets 2025 2024

Land $ 3,144 $ 4,949

Buildings 4,330 9,315

Building and tenant improvements — 512

Above-market leases (1)

In-place leases (2)

Total assets acquired $ 7,474 $ 18,849

Below-market leases (3)

Total liabilities — 1,379

Net assets acquired $ 7,474 $ 17,470

(1) The weighted average amortization period at the time of acquisition for above-market leases related to assets acquired during the six months ended June 30, 2024 was 5.1 years.

(2) The weighted average amortization period at the time of acquisition for in-place leases related to assets acquired during the six months ended June 30, 2024 was 4.2 years.

(3) The weighted average amortization period at the time of acquisition for below-market leases related to assets acquired during the six months ended June 30, 2024 was 12.8 years.

Dispositions and Assets Held for Sale

During the three months ended March 31, 2025, the Company disposed of two shopping centers and two partial shopping centers for aggregate net proceeds of $ 21.6 million, resulting in aggregate gain of $ 3.1 million.

During the three months ended March 31, 2024, the Company disposed of three shopping centers for aggregate net proceeds of $ 67.2 million, resulting in aggregate gain of $ 15.0 million.

In addition, during the three months ended March 31, 2024, the Company resolved contingencies related to previously disposed assets for aggregate net proceeds of $ 0.1 million, resulting in aggregate gain of $ 0.1 million.

As of March 31, 2025, the Company had two properties held for sale.

During the three months ended June 30, 2025, the Company disposed of one shopping center and two partial shopping centers for aggregate net proceeds of $ 22.1 million, resulting in aggregate gain of $ 15.8 million.

During the six months ended June 30, 2025, the Company disposed of three shopping centers and four partial shopping centers for aggregate net proceeds of $ 43.7 million, resulting in aggregate gain of $ 18.8 million.

During the three months ended June 30, 2024, the Company disposed of one partial shopping center and one land parcel for aggregate net proceeds of $ 0.3 million, resulting in aggregate gain of less than $ 0.1 million and aggregate impairment of $ 0.2 million.

In addition, during the three months ended June 30, 2024, the Company received aggregate net proceeds of $ 1.8 million related to land at one shopping center previously seized through eminent domain, resulting in aggregate gain of $ 1.8 million.

During the six months ended June 30, 2024, the Company disposed of three shopping centers, one partial shopping center, and one land parcel for aggregate net proceeds of $ 67.4 million, resulting in aggregate gain of $ 15.0 million and aggregate impairment of $ 0.2 million.

In addition, during the six months ended June 30, 2024, the Company received aggregate net proceeds of $ 1.9 million related to land at one shopping center previously seized through eminent domain and resolved contingencies related to previously disposed assets, resulting in aggregate gain of $ 1.9 million.

As of June 30, 2025, the Company had two properties held for sale.

As of December 31, 2024, the Company had two properties held for sale.

There were no liabilities associated with the properties classified as held for sale.

The following table presents the assets associated with the properties classified as held for sale:

Assets March 31, 2025 December 31, 2024

Assets June 30, 2025 December 31, 2024

Land $ 3,190 $ 1,280

4 unchanged sentences

Assets associated with real estate assets held for sale $ 8,290 $ 4,189

There were no discontinued operations for the three months ended March 31, 2025 and 2024 as none of the dispositions represented a strategic shift in the Company’s business that would qualify as discontinued operations.

Below-market leases $ 33 $ —

Liabilities associated with real estate assets held for sale (1)

(1) These amounts are included in Accounts payable, accrued expenses and other liabilities on the Company's unaudited Condensed Consolidated Balance Sheets.

There were no discontinued operations for the three and six months ended June 30, 2025 and 2024 as none of the dispositions represented a strategic shift in the Company’s business that would qualify as discontinued operations.

The Company’s components of Real estate, net consisted of the following:

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Land $ 1,829,811 $ 1,834,814

7 unchanged sentences

Total $ 7,937,484 $ 7,998,878

(1) As of March 31, 2025 and December 31, 2024, Lease intangibles consisted of $ 473.8 million and $ 482.7 million, respectively, of in-place leases and $ 41.3 million and $ 43.8 million, respectively, of above-market leases.

(1) As of June 30, 2025 and December 31, 2024, Lease intangibles consisted of $ 464.1 million and $ 482.7 million, respectively, of in-place leases and $ 40.5 million and $ 43.8 million, respectively, of above-market leases.

These intangible assets are amortized over the term of each related lease.

(2) As of March 31, 2025 and December 31, 2024, Accumulated depreciation and amortization included $ 428.6 million and $ 433.0 million, respectively, of accumulated amortization related to Lease intangibles.

In addition, as of March 31, 2025 and December 31, 2024, the Company had intangible liabilities relating to below-market leases of $ 361.8 million and $ 366.5 million, respectively, and accumulated accretion of $ 245.0 million and $ 246.3 million, respectively.

(2) As of June 30, 2025 and December 31, 2024, Accumulated depreciation and amortization included $ 425.8 million and $ 433.0 million, respectively, of accumulated amortization related to Lease intangibles.

In addition, as of June 30, 2025 and December 31, 2024, the Company had intangible liabilities relating to below-market leases of $ 357.1 million and $ 366.5 million, respectively, and accumulated accretion of $ 245.3 million and $ 246.3 million, respectively.

These intangible liabilities are included in Accounts payable, accrued expenses and other liabilities on the Company’s unaudited Condensed Consolidated Balance Sheets.

Below-market lease accretion income, net of above-market lease amortization for the three months ended March 31, 2025 and 2024 was $ 3.3 million and $ 2.4 million, respectively.

Below-market lease accretion income, net of above-market lease amortization for the three months ended June 30, 2025 and 2024 was $ 4.7 million and $ 2.5 million, respectively.

Below-market lease accretion income, net of above-market lease amortization for the six months ended June 30, 2025 and 2024 was $ 8.0 million and $ 4.9 million, respectively.

These amounts are included in Rental income on the Company’s unaudited Condensed Consolidated Statements of Operations.

Amortization expense associated with in-place lease value for the three months ended March 31, 2025 and 2024 was $ 6.8 million and $ 3.3 million, respectively.

Amortization expense associated with in-place lease value for the three months ended June 30, 2025 and 2024 was $ 7.4 million and $ 3.1 million, respectively.

Amortization expense associated with in-place lease value for the six months ended June 30, 2025 and 2024 was $ 14.3 million and $ 6.4 million, respectively.

These amounts are included in Depreciation and amortization on the Company’s unaudited Condensed Consolidated Statements of Operations.

2 unchanged sentences

In-place lease amortization expense

2025 (remaining nine months) $ ( 9,058 ) $ 16,408

2025 (remaining six months) $ ( 5,654 ) $ 10,475

2026 ( 9,916 ) 15,502

4 unchanged sentences

If management determines that the carrying value of a real estate asset is impaired, an impairment charge is recognized to reflect the estimated fair value.

The Company did not recognize any impairments during the three months ended March 31, 2025 and 2024.

The Company did not recognize any impairments during the three and six months ended June 30, 2025.

The Company recognized the following impairments during the three and six months ended June 30, 2024:

Three and Six Months Ended June 30, 2024

Property Name (1)

Location GLA Impairment Charge

Seacoast Shopping Center Seabrook, NH 89,634 $ 5,062

Victory Square - Bridgestone Outparcel (2)

Savannah, GA 6,702 218

96,336 $ 5,280

(1) The Company recognized an impairment charge based upon changes in the anticipated hold periods of these properties and/or offers from third-party buyers in connection with the Company’s capital recycling program.

(2) The Company disposed of this property during the six months ended June 30, 2024.

The Company can provide no assurance that material impairment charges with respect to its Portfolio will not occur in future periods.

7 unchanged sentences

The Company utilizes interest rate swaps to partially hedge the cash flows associated with variable-rate debt or future cash flows associated with forecasted fixed-rate debt issuances.

During the three months ended March 31, 2025, the Company did not enter into any new interest rate swap agreements.

During the six months ended June 30, 2025, the Company did not enter into any new interest rate swap agreements.

During the year ended December 31, 2024, the Company did not enter into any new interest rate swap agreements, terminated three outstanding interest rate swap agreements, and four interest rate swap agreements expired at maturity.

1 unchanged sentence

The gross derivative assets are included in Other assets and the gross derivative liabilities are included in Accounts payable, accrued expenses and other liabilities on the Company’s unaudited Condensed Consolidated Balance Sheets.

Detail on the terms and fair value of the Company’s interest rate derivatives designated as cash flow hedges outstanding as of March 31, 2025 is as follows:

Detail on the terms and fair value of the Company’s interest rate derivatives designated as cash flow hedges outstanding as of June 30, 2025 is as follows:

Effective Date Maturity Date Swapped Variable Rate Fixed Rate Notional Amount Assets Liabilities

22 unchanged sentences

The effective portion of changes in the fair value of derivatives designated as cash flow hedges is recognized in Other comprehensive income (loss) on the Company's unaudited Condensed Consolidated Statements of Comprehensive Income and is reclassified into earnings as interest expense in the period that the hedged transaction affects earnings.

The effective portion of the Company’s interest rate swaps that was recognized on the Company’s unaudited Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2025 and 2024 is as follows:

The effective portion of the Company’s interest rate swaps that was recognized on the Company’s unaudited Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2025 and 2024 is as follows:

Derivatives in Cash Flow Hedging Relationships

(Interest Rate Swaps) Three Months Ended March 31,

(Interest Rate Swaps) Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Change in unrealized gain (loss) on interest rate swaps $ ( 1,273 ) $ 6,019 $ ( 4,839 ) $ 21,223

2 unchanged sentences

The Company estimates that $ 0.3 million will be reclassified from Accumulated other comprehensive income as a decrease to Interest expense over the next twelve months.

No gain or loss was recognized related to hedge ineffectiveness or to amounts excluded from effectiveness testing on the Company’s cash flow hedges during the three months ended March 31, 2025 and 2024.

No gain or loss was recognized related to hedge ineffectiveness or to amounts excluded from effectiveness testing on the Company’s cash flow hedges during the three and six months ended June 30, 2025 and 2024.

Non-Designated (Mark-to-Market) Hedges of Interest Rate Risk

The Company does not use derivatives for trading or speculative purposes.

As of March 31, 2025 and December 31, 2024, the Company did not have any non-designated hedges.

As of June 30, 2025 and December 31, 2024, the Company did not have any non-designated hedges.

Credit-risk-related Contingent Features

2 unchanged sentences

Debt Obligations

As of March 31, 2025 and December 31, 2024, the Company had the following indebtedness outstanding:

As of June 30, 2025 and December 31, 2024, the Company had the following indebtedness outstanding:

Carrying Value as of

18 unchanged sentences

$ 5,096,923 $ 5,339,751

(1) Stated interest rates as of March 31, 2025 do not include the impact of the Company’s interest rate swap agreements (described below).

(2) The weighted average stated interest rate on the Company’s unsecured notes was 4.14 % as of March 31, 2025.

(3) The Company's Revolving Facility (defined hereafter) and Term Loan Facility (defined hereafter) include a sustainability metric incentive, which can reduce the applicable credit spread by up to two basis points.

Effective July 8, 2024, the Term Loan Facility and Revolving Facility qualify for a two basis point rate reduction due to the achievement of certain sustainability metric targets for the year ended December 31, 2023.

(4) Effective July 26, 2024, the Company has in place four interest rate swap agreements that convert the variable interest rate on $ 300.0 million outstanding under the Term Loan Facility to a fixed, combined interest rate of 4.08 % (plus a spread, currently 93 basis points and SOFR adjustment of 10 basis points) through the maturity of the Term Loan Facility on July 26, 2027.

(5) Effective May 1, 2023, the Company has in place three interest rate swap agreements that convert the variable interest rate on $ 200.0 million outstanding under the Term Loan Facility to a fixed, combined interest rate of 3.59 % (plus a spread, currently 93 basis points and SOFR adjustment of 10 basis points) through the maturity of the Term Loan Facility on July 26, 2027.

(1) Stated interest rates as of June 30, 2025 do not include the impact of the Company’s interest rate swap agreements (described below).

(2) The weighted average stated interest rate on the Company’s unsecured notes was 4.14 % as of June 30, 2025.

(3) Effective July 26, 2024, the Company has in place four interest rate swap agreements that convert the variable interest rate on $ 300.0 million outstanding under the Term Loan Facility (defined hereafter) to a fixed, combined interest rate of 4.08 % (plus a spread, currently 85 basis points) through July 26, 2027.

(4) Effective May 1, 2023, the Company has in place three interest rate swap agreements that convert the variable interest rate on $ 200.0 million outstanding under the Term Loan Facility to a fixed, combined interest rate of 3.59 % (plus a spread, currently 85 basis points) through July 26, 2027.

2025 Debt Transactions

As of March 31, 2025, the Operating Partnership has an unsecured credit facility as amended and restated on April 28, 2022 (the "Unsecured Credit Facility"), which is comprised of a $ 1.25 billion revolving loan facility (the "Revolving Facility") and a $ 500.0 million term loan (the "Term Loan Facility").

See Note 18 for additional information on the Unsecured Credit Facility.

During the three months ended March 31, 2025, the Operating Partnership repaid $ 632.3 million principal amount of the 3.850 % Senior Notes due 2025 (the "2025 Notes"), representing all of the outstanding 2025 Notes.

On April 24, 2025, the Operating Partnership amended and restated its unsecured credit facility agreements (the "Unsecured Credit Facility").

The amended and restated agreements provide for (i) revolving loan commitments of $ 1.25 billion (the "Revolving Facility") scheduled to mature on April 30, 2029 (extending the applicable scheduled maturity date from June 30, 2026) and (ii) a continuation of the existing $ 500.0 million term loan scheduled to mature on April 30, 2030 (extending the applicable scheduled maturity date from July 26, 2027) (the "Term Loan Facility").

The Revolving Facility includes two six-month maturity extension options, the exercise of which is subject to customary conditions and the payment of a fee on the extended commitments.

The current interest rate applicable to the Revolving Facility was effectively lowered (for the margins based on the Operating Partnership’s current credit ratings) to SOFR plus 77.5 basis points from SOFR plus 95 basis points and the current interest rate applicable to the Term Loan Facility was effectively lowered (for the margins based on the Operating Partnership’s current credit ratings), to SOFR plus 85 basis points from SOFR plus 105 basis points, in each case, based on the elimination of a 10 basis point SOFR credit spread adjustment and the ability of the Company to obtain more favorable pricing in certain circumstances when the Company’s leverage ratio meets defined targets.

The total capacity under the Unsecured Credit Facility as amended and restated on April 24, 2025 is $ 1.75 billion.

During the six months ended June 30, 2025, the Operating Partnership repaid $ 632.3 million principal amount of the 3.850 % Senior Notes due 2025 (the "2025 Notes"), representing all of the outstanding 2025 Notes.

The Operating Partnership funded the 2025 Notes repayments with available cash, proceeds from the Revolving Facility, and dispositions.

4 unchanged sentences

Pursuant to the terms of the Company’s unsecured debt agreements, the Company, among other things, is subject to the maintenance of various financial covenants.

The Company was in compliance with these covenants as of March 31, 2025.

The Company was in compliance with these covenants as of June 30, 2025.

Debt Maturities

As of March 31, 2025 and December 31, 2024, the Company had accrued interest of $ 42.8 million and $ 62.8 million outstanding, respectively.

As of March 31, 2025, scheduled maturities of the Company’s outstanding debt obligations were as follows:

As of June 30, 2025 and December 31, 2024, the Company had accrued interest of $ 58.9 million and $ 62.8 million outstanding, respectively.

As of June 30, 2025, scheduled maturities of the Company’s outstanding debt obligations were as follows:

Year ending December 31,

2025 (remaining nine months) $ —

2025 (remaining six months) $ —

Thereafter 3,000,000

3 unchanged sentences

Total debt obligations, net $ 5,096,923

As of the date the financial statements were issued, the Company did not have any scheduled debt maturities for the next 12 months.

As of the date the financial statements were issued, the Company's scheduled debt maturities for the next 12 months were comprised of the $ 600.0 million outstanding principal balance of Senior Notes due 2026.

The Company currently believes it has sufficient cash and cash equivalents and liquidity to satisfy this scheduled debt maturity.

Fair Value Disclosures

All financial instruments of the Company are reflected in the accompanying unaudited Condensed Consolidated Balance Sheets at amounts which, in management’s judgment, reasonably approximate their fair values, except those instruments listed below:

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Value Carrying

12 unchanged sentences

The following table presents the placement in the fair value hierarchy of assets that are measured and recognized at fair value on a recurring basis:

Fair Value Measurements as of March 31, 2025

Fair Value Measurements as of June 30, 2025

Balance Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs

3 unchanged sentences

Interest rate derivatives $ ( 4,574 ) $ — $ ( 4,574 ) $ —

Interest rate derivatives $ ( 2,940 ) $ — $ ( 2,940 ) $ —

Fair Value Measurements as of December 31, 2024

5 unchanged sentences

Interest rate derivatives $ ( 598 ) $ — $ ( 598 ) $ —

(1) As of March 31, 2025 and December 31, 2024, marketable securities included $ 0.2 million and less than $ 0.1 million of net unrealized gains, respectively.

As of March 31, 2025, the contractual maturities of the Company’s marketable securities were within the next five years.

(1) As of June 30, 2025 and December 31, 2024, marketable securities included $ 0.2 million and less than $ 0.1 million of net unrealized gains, respectively.

As of June 30, 2025, the contractual maturities of the Company’s marketable securities were within the next five years.

Non-Recurring Fair Value

5 unchanged sentences

The following table presents the placement in the fair value hierarchy of assets and liabilities that are measured and recognized at fair value on a non-recurring basis.

During the three months ended March 31, 2025, no properties were remeasured to fair value as a result of impairment testing.

During the six months ended June 30, 2025, no properties were remeasured to fair value as a result of impairment testing.

The table includes information related to properties that were remeasured to fair value as a result of impairment testing during the year ended December 31, 2024, excluding the properties sold prior to December 31, 2024:

21 unchanged sentences

Additionally, certain leases may require variable lease payments associated with percentage rents, which are calculated based on underlying tenant sales.

The Company recognized $ 4.0 million and $ 4.3 million of income based on percentage rents for the three months ended March 31, 2025 and 2024, respectively.

The Company recognized $ 2.8 million and $ 2.3 million of income based on percentage rents for the three months ended June 30, 2025 and 2024, respectively.

The Company recognized $ 6.8 million and $ 6.6 million of income based on percentage rents for the six months ended June 30, 2025 and 2024, respectively.

These amounts are included in Rental income on the Company’s unaudited Condensed Consolidated Statements of Operations.

2 unchanged sentences

Upon lease execution, the Company recognizes an operating lease right-of-use ("ROU") asset and an operating lease liability based on the present value of the minimum lease payments over the non-cancelable lease term.

As of March 31, 2025, the Company does not include any prospective renewal or termination options in its ROU assets or lease liabilities, as the exercise of such options is not reasonably certain.

As of June 30, 2025, the Company does not include any prospective renewal or termination options in its ROU assets or lease liabilities, as the exercise of such options is not reasonably certain.

Certain agreements require the Company to pay a portion of property operating expenses, such as common area expenses, utilities, insurance, and real estate taxes, and certain capital expenditures related to the maintenance of the properties.

1 unchanged sentence

The following tables present additional information pertaining to the Company’s operating leases:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

Supplemental Statements of Operations Information 2025 2024 2025 2024

2 unchanged sentences

Total lease costs $ 1,777 $ ( 146 ) $ 3,540 $ 252

Three Months Ended March 31,

Six Months Ended June 30,

Supplemental Statements of Cash Flows Information 2025 2024

3 unchanged sentences

Operating Lease Liabilities As of

March 31, 2025

June 30, 2025

Future minimum operating lease payments:

2025 (remaining nine months) $ 4,645

2025 (remaining six months) $ 3,078

Thereafter 100,633

3 unchanged sentences

Supplemental Balance Sheets Information As of

March 31, 2025 As of

June 30, 2025 As of

December 31, 2024

3 unchanged sentences

45,191 38,784

(1) As of March 31, 2025 and December 31, 2024, the weighted average remaining lease term was 27.5 years and 28.7 years, respectively, and the weighted average discount rate was 6.28 % and 6.28 %, respectively.

(1) As of June 30, 2025 and December 31, 2024, the weighted average remaining lease term was 26.2 years and 28.7 years, respectively, and the weighted average discount rate was 6.34 % and 6.28 %, respectively.

(2) These amounts are included in Accounts payable, accrued expenses and other liabilities on the Company’s unaudited Condensed Consolidated Balance Sheets.

(3) These amounts are included in Other assets on the Company’s unaudited Condensed Consolidated Balance Sheets.

As of March 31, 2025 there were no material leases that have been executed but not yet commenced.

As of June 30, 2025, there were no material leases that have been executed but not yet commenced.

Equity and Capital

2 unchanged sentences

The ATM Program is scheduled to expire on November 1, 2025, unless earlier terminated or extended by the Company, sales agents, forward sellers, and forward purchasers.

During the three months ended March 31, 2025 and 2024, the Company did not issue any shares of common stock under the ATM Program.

As of March 31, 2025, $ 283.4 million of common stock remained available for issuance under the ATM Program.

During the six months ended June 30, 2025 and 2024, the Company did not issue any shares of common stock under the ATM Program.

As of June 30, 2025, $ 283.4 million of common stock remained available for issuance under the ATM Program.

Share Repurchase Program

1 unchanged sentence

The Repurchase Program is scheduled to expire on November 1, 2025, unless suspended or extended by the Company's board of directors.

During the three months ended March 31, 2025 and 2024, the Company did not repurchase any shares of common stock.

As of March 31, 2025, the Repurchase Program had $ 400.0 million of available repurchase capacity.

During the six months ended June 30, 2025 and 2024, the Company did not repurchase any shares of common stock.

As of June 30, 2025, the Repurchase Program had $ 400.0 million of available repurchase capacity.

In connection with the vesting of restricted stock units ("RSUs") under the Company’s equity-based compensation plan, the Company withholds shares to satisfy tax withholding obligations.

During the three months ended March 31, 2025 and 2024, the Company withheld 0.4 million and 0.6 million shares of its common stock, respectively.

During the six months ended June 30, 2025 and 2024, the Company withheld 0.4 million and 0.6 million shares of its common stock, respectively.

Dividends and Distributions

During the three months ended March 31, 2025 and 2024, the Company's board of directors declared common stock dividends and OP Unit distributions of $ 0.2875 per share/unit and $ 0.2725 per share/unit, respectively.

As of March 31, 2025 and December 31, 2024, the Company had declared but unpaid common stock dividends and OP Unit distributions of $ 90.8 million and $ 91.8 million, respectively.

During the three months ended June 30, 2025 and 2024, the Company's board of directors declared common stock dividends and OP Unit distributions of $ 0.2875 per share/unit and $ 0.2725 per share/unit, respectively.

During the six months ended June 30, 2025 and 2024, the Company's board of directors declared common stock dividends and OP Unit distributions of $ 0.5750 per share/unit and $ 0.5450 per share/unit, respectively.

As of June 30, 2025 and December 31, 2024, the Company had declared but unpaid common stock dividends and OP Unit distributions of $ 91.2 million and $ 91.8 million, respectively.

These amounts are included in Accounts payable, accrued expenses and other liabilities on the Company’s unaudited Condensed Consolidated Balance Sheets.

6 unchanged sentences

Prior to the approval of the Plan, awards were issued under the 2013 Omnibus Incentive Plan that the Company's board of directors approved in 2013.

During the three months ended March 31, 2025 and the year ended December 31, 2024, the Company granted RSUs to certain employees.

During the six months ended June 30, 2025 and the year ended December 31, 2024, the Company granted RSUs to certain employees.

The RSUs are divided into multiple tranches, which are all subject to service-based vesting conditions.

2 unchanged sentences

Tranches that only have a service-based component can only earn a target number of units.

The aggregate number of RSUs granted, assuming the achievement of target level performance, was 0.6 million and 0.8 million for the three months ended March 31, 2025 and the year ended December 31, 2024, respectively, with vesting periods ranging from one to five years .

The aggregate number of RSUs granted, assuming the achievement of target level performance, was 0.6 million and 0.8 million for the six months ended June 30, 2025 and the year ended December 31, 2024, respectively, with vesting periods ranging from one to five years .

For the service-based and performance-based RSU's granted, fair value is based on the Company's grant date stock price or the grant date stock price adjusted for dividend or dividend equivalent rights, when applicable.

For the market-based RSUs granted, fair value is based on a Monte Carlo simulation model that assesses the probability of satisfying the market performance hurdles over the remainder of the performance period based on the Company’s historical common stock performance relative to the other companies within the FTSE Nareit Equity Shopping Centers Index as well as the following significant assumptions:

Assumption Three Months Ended March 31, 2025 Year Ended,

Assumption Six Months Ended June 30, 2025 Year Ended,

December 31, 2024

5 unchanged sentences

4.4 % - 4.7 %

During the three months ended March 31, 2025 and 2024, the Company recognized $ 4.6 million and $ 3.8 million of equity compensation expense, respectively, of which $ 0.5 million and $ 0.4 million was capitalized, respectively.

During the three months ended June 30, 2025 and 2024, the Company recognized $ 5.1 million and $ 6.0 million of equity compensation expense, respectively, of which $ 0.3 million and $ 0.5 million was capitalized, respectively.

During the six months ended June 30, 2025 and 2024, the Company recognized $ 9.8 million and $ 9.7 million of equity compensation expense, respectively, of which $ 0.9 million and $ 0.9 million was capitalized, respectively.

These amounts are included in General and administrative expense on the Company’s unaudited Condensed Consolidated Statements of Operations.

As of March 31, 2025, the Company had $ 25.2 million of total unrecognized compensation expense related to unvested stock compensation, which is expected to be recognized over a weighted average period of approximately 2.4 years.

As of June 30, 2025, the Company had $ 21.4 million of total unrecognized compensation expense related to unvested stock compensation, which is expected to be recognized over a weighted average period of approximately 2.2 years.

Earnings per Share

3 unchanged sentences

Unvested RSUs are not allocated net losses and/or any excess of dividends declared over net income, as such amounts are allocated entirely to the Company’s common stock.

The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the three months ended March 31, 2025 and 2024 (dollars in thousands, except per share data):

The following table provides a reconciliation of the numerator and denominator of the EPS calculations for the three and six months ended June 30, 2025 and 2024 (dollars in thousands, except per share data):

Three Months Ended

June 30, Six Months

Ended June 30,

2025 2024 2025 2024

Computation of Basic Earnings Per Share:

19 unchanged sentences

Unvested RSUs are not allocated net losses and/or any excess of dividends declared over net income, as such amounts are allocated entirely to the Operating Partnership’s common units.

The following table provides a reconciliation of the numerator and denominator of the earnings per unit calculations for the three months ended March 31, 2025 and 2024 (dollars in thousands, except per unit data):

The following table provides a reconciliation of the numerator and denominator of the earnings per unit calculations for the three and six months ended June 30, 2025 and 2024 (dollars in thousands, except per unit data):

Three Months Ended

June 30, Six Months

Ended June 30,

2025 2024 2025 2024

Computation of Basic Earnings Per Unit:

21 unchanged sentences

The Company maintains a reserve for currently known environmental matters and does not believe they will have a material impact on the Company’s financial condition, operating results, or cash flows.

During the three months ended March 31, 2025 and 2024, the Company did no t incur any material governmental fines resulting from environmental matters.

During the three and six months ended June 30, 2025 and 2024, the Company did no t incur any material governmental fines resulting from environmental matters.

Segment Reporting

The Company operates and derives revenue from its Portfolio of community and neighborhood shopping centers.

As of March 31, 2025, the properties in the Portfolio are located across 30 states throughout 104 metropolitan markets.

As of June 30, 2025, the properties in the Portfolio are located across 30 states throughout 103 metropolitan markets.

The Chief Executive Officer serves as the Company's Chief Operating Decision Maker (the "CODM") and evaluates performance and resource allocation on a Portfolio basis.

3 unchanged sentences

Total assets, as presented on the Company's unaudited Condensed Consolidated Balance Sheets is used to measure the Reporting Segment's assets.

The following table presents revenues and significant segment expenses for the three months ended March 31, 2025 and 2024:

Three Months Ended March 31,

The following table presents revenues and significant segment expenses for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Total revenues $ 339,492 $ 315,689 $ 677,004 $ 635,930

2 unchanged sentences

Depreciation and amortization ( 103,277 ) ( 92,018 ) ( 208,874 ) ( 183,236 )

Impairment of real estate assets — ( 5,280 ) — ( 5,280 )

General and administrative (1)

2 unchanged sentences

Other segment items (2)

15,862 8,346 20,037 26,772

Segment net income $ 85,139 $ 70,125 $ 154,868 $ 159,030

3 unchanged sentences

$ 85,139 $ 70,125 $ 154,868 $ 159,030

(1) The following table presents General and administrative expense for the three months ended March 31, 2025 and 2024:

Three Months Ended March 31,

(1) The following table presents General and administrative expense for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Employee compensation, net $ ( 21,639 ) $ ( 23,988 ) $ ( 44,056 ) $ ( 47,808 )

4 unchanged sentences

Related Party Transactions

As of March 31, 2025 and December 31, 2024, there were no material receivables from or payables to related parties.

During the three months ended March 31, 2025 and 2024, the Company did not engage in any material related-party transactions.

As of June 30, 2025 and December 31, 2024, there were no material receivables from or payables to related parties.

During the three and six months ended June 30, 2025 and 2024, the Company did not engage in any material related-party transactions.

Subsequent Events

In preparing the Company's unaudited Condensed Consolidated Financial Statements, the Company has evaluated events and transactions occurring after March 31, 2025 for recognition and/or disclosure purposes.

Based on this evaluation, there were no subsequent events from March 31, 2025 through the date the financial statements were issued other than the following:

• On April 24, 2025, the Operating Partnership amended and restated its Revolving Facility and Term Loan Facility.

The amendments provide for (i) revolving loan commitments of $ 1.25 billion under the Revolving Facility, scheduled to mature on April 30, 2029 (extending the applicable scheduled maturity date from June 30, 2026);

and (ii) a continuation of the existing $ 500.0 million Term Loan Facility scheduled to mature on April 30, 2030 (extending the applicable scheduled maturity date from July 26, 2027).

The Revolving Facility includes two six-month maturity extension options, the exercise of which are subject to customary conditions and the payment of a fee on the extended commitments.

The interest rate applicable to the Revolving Facility was lowered (for the margins based on the Operating Partnership’s current credit ratings) to SOFR plus 85 basis points from an adjusted SOFR rate plus 85 basis points and the interest rate applicable to the Term Loan Facility was lowered (for the margins based on the Operating Partnership’s current credit ratings), to SOFR plus 95 basis points from an adjusted SOFR rate plus 95 basis points.

The Unsecured Credit Facility provides the Company with the ability to obtain more favorable pricing in certain circumstances when the Company’s leverage ratio meets defined targets.

The total capacity under the Unsecured Credit Facility as amended and restated on April 24, 2025 is $ 1.75 billion .

In preparing the Company's unaudited Condensed Consolidated Financial Statements, the Company has evaluated events and transactions occurring after June 30, 2025 for recognition and/or disclosure purposes.

Based on this evaluation, there were no subsequent events from June 30, 2025 through the date the financial statements were issued other than the following:

• On July 1, 2025, the Company acquired LaCenterra at Cinco Ranch, an approximately 409,000 square foot shopping center in Katy, TX, for an aggregate purchase price of $ 222.4 million, including transaction costs and closing credits.

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-Q

Item 1. Financial Statements