What changed in this filing

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Item 1. Financial Statements

2025-11-03 compared with 2025-08-04 · 261 added, 200 removed, 727 unchanged (39% of the section changed)

3 unchanged sentences

(in thousands, except per share data)

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

ASSETS (Unaudited)

16 unchanged sentences

COMMITMENTS AND CONTINGENCIES (NOTE 10)

SERIES D PREFERRED UNITS (Cumulative convertible preferred units, $ 100 par value, 113 units issued and outstanding at June 30, 2025 and 166 units issued and outstanding at December 31, 2024, aggregate liquidation preference of $ 11,310 at June 30, 2025)

SERIES D PREFERRED UNITS (Cumulative convertible preferred units, $ 100 par value, 59 units issued and outstanding at September 30, 2025 and 166 units issued and outstanding at December 31, 2024, aggregate liquidation preference of $ 5,940 at September 30, 2025)

$ 5,940 $ 16,560

Common Shares of Beneficial Interest (Unlimited authorization, no par value, 16,757 shares issued and outstanding at June 30, 2025 and 16,719 shares issued and outstanding at December 31, 2024)

Common Shares of Beneficial Interest (Unlimited authorization, no par value, 16,703 shares issued and outstanding at September 30, 2025 and 16,719 shares issued and outstanding at December 31, 2024)

1,366,980 1,367,637

9 unchanged sentences

CENTERSPACE AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (unaudited)

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (unaudited)

(in thousands, except per share data)

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

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

3 unchanged sentences

Property management expense 2,489 2,242 7,315 6,794

Casualty loss

Casualty loss (gain)

127 ( 412 ) 1,058 918

3 unchanged sentences

TOTAL EXPENSES $ 73,720 $ 58,675 $ 211,412 $ 176,380

Loss on sale of real estate and other investments

Gain (loss) on sale of real estate and other investments

79,531 — 79,531 ( 577 )

Operating income (loss)

Operating income

77,210 6,350 75,160 17,617

Interest expense ( 12,989 ) ( 8,946 ) ( 33,348 ) ( 27,485 )

Loss on extinguishment of debt ( 3 ) — ( 3 ) —

Interest and other income

1,190 645 2,633 1,462

NET INCOME (LOSS)

$ 65,408 $ ( 1,951 ) $ 44,442 $ ( 8,406 )

Dividends to Series D preferred unitholders ( 160 ) ( 160 ) ( 320 ) ( 320 )

Net loss attributable to noncontrolling interests – Operating Partnership and Series E preferred units

Distributions to Series D preferred unitholders ( 109 ) ( 160 ) ( 429 ) ( 480 )

Net (income) loss attributable to noncontrolling interests – Operating Partnership and Series E preferred units

( 9,197 ) 1,095 ( 6,071 ) 2,735

1 unchanged sentence

( 2,319 ) ( 32 ) ( 2,408 ) ( 98 )

Net loss attributable to controlling interests

Net income (loss) attributable to controlling interests

53,783 ( 1,048 ) 35,534 ( 6,249 )

Dividends to preferred shareholders — ( 1,607 ) — ( 3,214 )

NET LOSS AVAILABLE TO COMMON SHAREHOLDERS

Distributions to preferred shareholders — ( 1,607 ) — ( 4,821 )

Redemption of preferred shares — ( 3,511 ) — ( 3,511 )

NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS

$ 53,783 $ ( 6,166 ) $ 35,534 $ ( 14,581 )

NET INCOME (LOSS)

$ 65,408 $ ( 1,951 ) $ 44,442 $ ( 8,406 )

2 unchanged sentences

58 171 407 541

TOTAL COMPREHENSIVE LOSS

TOTAL COMPREHENSIVE INCOME (LOSS)

$ 65,466 $ ( 1,780 ) $ 44,849 $ ( 7,865 )

Net comprehensive loss attributable to noncontrolling interests – Operating Partnership and Series E preferred units

Net comprehensive (income) loss attributable to noncontrolling interests – Operating Partnership and Series E preferred units

( 9,188 ) 1,121 ( 6,011 ) 2,821

1 unchanged sentence

( 2,319 ) ( 32 ) ( 2,408 ) ( 98 )

COMPREHENSIVE LOSS ATTRIBUTABLE TO CONTROLLING INTERESTS

COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO CONTROLLING INTERESTS

$ 53,959 $ ( 691 ) $ 36,430 $ ( 5,142 )

NET LOSS PER COMMON SHARE – BASIC AND DILUTED

NET INCOME (LOSS) PER COMMON SHARE – BASIC

$ 3.22 $ ( 0.40 ) $ 2.12 $ ( 0.96 )

Weighted average shares - basic and diluted

NET INCOME (LOSS) PER COMMON SHARE – DILUTED

$ 3.19 $ ( 0.40 ) $ 2.12 $ ( 0.96 )

Weighted average shares - basic 16,726 15,528 16,731 15,143

Weighted average shares - diluted

19,771 15,528 19,835 15,143

See accompanying Notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

(in thousands, except per share data)

Six Months Ended June 30, 2024 PREFERRED

Nine Months Ended September 30, 2024 PREFERRED

SHARES NUMBER

6 unchanged sentences

Balance at December 31, 2023 $ 93,530 14,963 $ 1,249,440 $ ( 548,273 ) $ ( 1,119 ) $ 137,447 $ 931,025

$ 93,530 14,963 $ 1,249,440 $ ( 548,273 ) $ ( 1,119 ) $ 137,447 $ 931,025

Net loss attributable to controlling interests and noncontrolling interests

15 unchanged sentences

Other — ( 30 ) ( 66 ) ( 96 )

Balance at June 30, 2024

$ 93,530 15,057 $ 1,255,399 $ ( 579,139 ) $ ( 749 ) $ 129,256 $ 898,297

Six Months Ended June 30, 2025

Balance at September 30, 2024 $ — 16,568 $ 1,356,013 $ ( 597,720 ) $ ( 578 ) $ 130,864 $ 888,579

Nine Months Ended September 30, 2025

Balance at December 31, 2024 $ — 16,719 $ 1,367,637 $ ( 615,242 ) $ ( 407 ) $ 130,455 $ 882,443

$ — 16,719 $ 1,367,637 $ ( 615,242 ) $ ( 407 ) $ 130,455 $ 882,443

Net loss attributable to controlling interests and noncontrolling interests

Net income attributable to controlling interests and noncontrolling interests

35,534 8,479 44,013

5 unchanged sentences

Share-based compensation, net of forfeitures 18 2,564 2,564

Sale of common shares, net ( 329 ) ( 329 )

Redemption of Units for common shares 17 750 ( 750 ) —

1 unchanged sentence

Equity rebalancing ( 297 ) 297 —

Shares repurchased ( 63 ) ( 3,454 ) ( 3,454 )

Contribution to noncontrolling interests - consolidated real estate entities 1,428 1,428

1 unchanged sentence

Other — ( 121 ) ( 205 ) ( 326 )

Balance at June 30, 2025

$ — 16,757 $ 1,369,376 $ ( 659,266 ) $ ( 58 ) $ 123,530 $ 833,582

Balance at September 30, 2025 $ — 16,703 $ 1,366,980 $ ( 618,341 ) $ — $ 132,345 $ 880,984

See accompanying Notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

(in thousands, except per share data)

Three Months Ended June 30, 2024 PREFERRED

Three Months Ended September 30, 2024 PREFERRED

SHARES NUMBER

5 unchanged sentences

INTERESTS TOTAL

Balance at March 31, 2024

$ 93,530 14,912 $ 1,246,741 $ ( 564,951 ) $ ( 922 ) $ 132,687 $ 907,085

Balance at June 30, 2024 $ 93,530 15,057 $ 1,255,399 $ ( 579,139 ) $ ( 749 ) $ 129,256 $ 898,297

Net loss attributable to controlling interests and noncontrolling interests

10 unchanged sentences

Redemption of Units for common shares 19 812 ( 812 ) —

Redemption of Series E preferred units from common shares 9 422 ( 422 ) —

Redemption of Series E preferred units for common shares 15 660 ( 660 ) —

Equity rebalancing ( 6,451 ) 6,451 —

Shares repurchased ( 93,530 ) — — ( 3,511 ) ( 97,041 )

Other ( 2 ) ( 50 ) ( 52 )

Balance at September 30, 2024 $ — 16,568 $ 1,356,013 $ ( 597,720 ) $ ( 578 ) $ 130,864 $ 888,579

Three Months Ended September 30, 2025

Balance at June 30, 2025 $ — 16,757 $ 1,369,376 $ ( 659,266 ) $ ( 58 ) $ 123,530 $ 833,582

$ 93,530 15,057 $ 1,255,399 $ ( 579,139 ) $ ( 749 ) $ 129,256 $ 898,297

Three Months Ended June 30, 2025

Balance at March 31, 2025

$ — 16,735 $ 1,368,276 $ ( 631,855 ) $ ( 232 ) $ 127,251 $ 863,440

Net loss attributable to controlling interests and noncontrolling interests

Net income attributable to controlling interests and noncontrolling interests

53,783 11,516 65,299

8 unchanged sentences

Equity rebalancing ( 75 ) 75 —

Contribution to noncontrolling interests - consolidated real estate entities 1,428 1,428

Shares withheld for taxes ( 4 ) ( 4 )

Shares repurchased ( 63 ) ( 3,454 ) ( 3,454 )

Other — ( 144 ) ( 104 ) ( 248 )

Balance at June 30, 2025

$ — 16,757 $ 1,369,376 $ ( 659,266 ) $ ( 58 ) $ 123,530 $ 833,582

Balance at September 30, 2025 $ — 16,703 $ 1,366,980 $ ( 618,341 ) $ — $ 132,345 $ 880,984

See accompanying Notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

(in thousands)

Six Months Ended June 30,

Nine Months Ended September 30,

CASH FLOWS FROM OPERATING ACTIVITIES

Net income (loss)

$ 44,442 $ ( 8,406 )

Adjustments to reconcile net loss to net cash provided by operating activities:

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation and amortization, including amortization of capitalized loan costs 84,859 79,694

Loss on sale of real estate and other investments

(Gain) loss on sale of real estate and other investments

( 79,531 ) 577

Share-based compensation expense 2,564 2,245

Loss on interest rate swap settlement amortization

Impairment of real estate investments 23,219 —

Non-cash casualty loss 645 2,034

Amortization of debt premiums and discounts 1,339 775

8 unchanged sentences

Net proceeds from sale of real estate and other investments

122,351 18,251

Payments for acquisitions of real estate investments ( 206,223 ) —

10 unchanged sentences

Repurchase of common shares ( 3,454 ) ( 4,703 )

Redemption of Series C preferred shares — ( 97,041 )

Redemption of Series D preferred units ( 10,620 ) —

9 unchanged sentences

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT END OF PERIOD $ 65,839 $ 17,247

See accompanying Notes to Condensed Consolidated Financial Statements.

CENTERSPACE AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

SUPPLEMENTARY SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES

5 unchanged sentences

Involuntary conversion of assets ( 935 ) ( 2,785 )

Real estate assets acquired through assumption of debt 76,496 —

Fair value adjustment to debt ( 23,632 ) —

Non-cash interest income 1,287 718

4 unchanged sentences

(in thousands)

Balance sheet description June 30, 2025 December 31, 2024 June 30, 2024

Balance sheet description September 30, 2025 December 31, 2024 September 30, 2024

Cash and cash equivalents $ 12,896 $ 12,030 $ 14,453

4 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

June 30, 2025

September 30, 2025

NOTE 1 • ORGANIZATION

Centerspace, collectively with its consolidated subsidiaries (“Centerspace,” the “Company,” “we,” “us,” or “our”), is a North Dakota real estate investment trust (“REIT”) focused on the ownership, management, acquisition, redevelopment, and development of apartment communities.

As of June 30, 2025, Centerspace owned interests in 72 apartment communities consisting of 13,353 apartment homes.

As of September 30, 2025, Centerspace owned interests in 68 apartment communities consisting of 12,941 apartment homes.

NOTE 2 • BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

17 unchanged sentences

Certain previously reported amounts within net cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows have been reclassified to conform to the current financial statement presentation.

These reclassifications had no impact on net income (loss) as reported in the Condensed Consolidated Statements of Operations and Comprehensive Loss, total assets, liabilities or equity as reported in the Condensed Consolidated Balance Sheets and the classifications within the Condensed Consolidated Statements of Cash Flows.

These reclassifications had no impact on net income (loss) as reported in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss), total assets, liabilities or equity as reported in the Condensed Consolidated Balance Sheets and the classifications within the Condensed Consolidated Statements of Cash Flows.

IMMATERIAL CORRECTION OF PRIOR PERIOD ERROR

The Company identified immaterial prior period errors in the consolidated financial statements related to the balance of common shares and noncontrolling interest within Total Equity on the consolidated balance sheets and condensed consolidated balance sheets.

During the second quarter of 2025, the Company identified immaterial prior period errors in the consolidated financial statements related to the balance of common shares and noncontrolling interest within Total Equity on the consolidated balance sheets and condensed consolidated balance sheets.

The errors related to the equity amount allocated between common shares and noncontrolling interest based on ownership percentage, and did not impact the amount of Total Equity.

The Company assessed the materiality of this change on prior period consolidated financial statements in accordance with SEC Staff Accounting Bulletin No.

99, “Materiality,” (ASC

Topic 250, Accounting for Changes and Error Corrections).

The Company assessed the materiality of this change on prior period consolidated financial statements in accordance with SEC Staff

Accounting Bulletin No.

99, “Materiality,” (ASC Topic 250, Accounting for Changes and Error Corrections).

Based on this assessment, the Company concluded that these error corrections are not material to any previously presented consolidated financial statements.

22 unchanged sentences

Series E preferred units converted to common shares ( 1,220 ) 2,370 1,150

Three Months Ended March 31, 2024

SUPPLEMENTARY SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES Previously Reported Corrections As Corrected

Operating partnership units converted to common shares $ ( 398 ) $ 1,195 $ 797

Series E preferred units converted to common shares ( 702 ) 1,430 728

Year Ended December 31, 2024

46 unchanged sentences

Nine Months Ended September 30, 2024 Previously Reported COMMON SHARES Corrections As Corrected COMMON SHARES Previously Reported NONCONTROLLING INTERESTS Corrections As Corrected NONCONTROLLING INTERESTS

Balance at Balance at December 31, 2023 $ 1,165,694 $ 83,746 $ 1,249,440 $ 221,193 $ ( 83,746 ) $ 137,447

Balance at December 31, 2023 $ 1,165,694 $ 83,746 $ 1,249,440 $ 221,193 $ ( 83,746 ) $ 137,447

Redemption of Units for common shares ( 2,212 ) 4,558 2,346 2,212 ( 4,558 ) ( 2,346 )

1 unchanged sentence

Equity rebalancing — ( 7,124 ) ( 7,124 ) — 7,124 7,124

Balance at Balance at September 30, 2024 $ 1,270,752 $ 85,261 $ 1,356,013 $ 216,125 $ ( 85,261 ) $ 130,864

Balance at September 30, 2024 $ 1,270,752 $ 85,261 $ 1,356,013 $ 216,125 $ ( 85,261 ) $ 130,864

RECENT ACCOUNTING PRONOUNCEMENTS

12 unchanged sentences

The Company is potentially exposed to credit risk for cash deposited with FDIC-insured financial institutions in accounts which, at times, may exceed federally insured limits.

Although past bank failures have increased the risk of loss in such accounts, the Company has not experienced any losses in such accounts.

As of June 30, 2025 and December 31, 2024, restricted cash consisted of $ 5.8 million and $ 1.1 million, respectively, for real estate deposits and escrows held by lenders.

As of September 30, 2025 and December 31, 2024, restricted cash consisted of $ 52.9 million and $ 1.1 million, respectively, primarily of net tax deferred proceeds held for exchanges under Section 1031(b) of the Internal Revenue Code of 1986, as amended, along with real estate deposits, security deposits, and escrows held by lenders.

Escrows include funds deposited with a lender for payment of real estate taxes and insurance and reserves to be used for replacement of structural elements and mechanical equipment at certain communities.

The funds are under the control of the lender.

The escrow funds are under the control of the lender.

Disbursements are made after supplying written documentation to the lender.

1 unchanged sentence

Rental revenues are recognized in accordance with FASB Accounting Standards Codification (“ASC”) 842, Leases , using a method that represents a straight-line basis over the term of the lease.

For the three months ended June 30, 2025 and 2024, rental income represented approximately 98.2 % and 98.3 % of total revenues, respectively, and included gross market rent less adjustments for gain or loss to lease, concessions, vacancy loss, and bad debt.

For the three months ended June 30, 2025 and 2024, other property revenues represented the remaining 1.8 % and 1.7 % of total revenues, respectively, and re primarily driven by other fee income, which is typically recognized when earned, at a point in time.

For the six months ended June 30, 2025 and 2024, rental income represented approximately 98.3 % and 98.2 % of total revenues, respectively.

For the six months ended June 30, 2025 and 2024, other property revenues represented the remaining 1.7 % and 1.8 % of total revenues, respectively.

For the three months ended September 30, 2025 and 2024, rental income represented approximately 98.1 % of total revenues, and included gross market rent less adjustments for gain or loss to lease, concessions, vacancy loss, and bad debt.

For the three months ended September 30, 2025 and 2024, other property revenues represented the remaining 1.9 % of total revenues, and are primarily driven by other fee income, which is typically recognized when earned, at a point in time.

For the nine months ended September 30, 2025 and 2024, rental income represented approximately 98.2 % of total revenues.

For the nine months ended September 30, 2025 and 2024, other property revenues represented the remaining 1.8 % of total revenues.

Some of the Company’s apartment communities have commercial spaces available for lease.

Lease terms for these spaces typically range from three to fifteen years .

The leases for commercial spaces generally include options to extend the lease for additional terms.

The leases for commercial spaces generally include options to extend the lease for additional terms, subject to adjustments in rent and certain other terms.

Many of the leases contain non-lease components for utility reimbursement from residents and common area maintenance from commercial tenants.

1 unchanged sentence

The combined components are included in lease income and are accounted for under ASC 842.

The aggregate amount of future scheduled lease income on commercial operating leases, excluding any variable lease income and non-lease components, as of June 30, 2025, was as follows:

The aggregate amount of future scheduled lease income on commercial operating leases, excluding any variable lease income and non-lease components, as of September 30, 2025, was as follows:

(in thousands)

6 unchanged sentences

Centerspace recognizes revenue for these rental related items not included as a component of a lease as earned.

The following table presents the disaggregation of revenue streams for the three and six months ended June 30, 2025 and 2024:

The following table presents the disaggregation of revenue streams for the three and nine months ended September 30, 2025 and 2024:

(in thousands)

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

Three Months Ended September 30, Nine Months Ended September 30,

Revenue Stream Applicable Standard 2025 2024 2025 2024

4 unchanged sentences

In addition to lease income and other property revenue, the Company recognizes gains or losses on the sale of real estate and other investments when the criteria for derecognition of an asset are met, including when (1) a contract exists and (2) the buyer obtained control of the nonfinancial asset that was sold.

During the three months ended June 30, 2025 and 2024, the Company did not recognize any gain or loss on the sale of real estate and other investments.

During the six months ended June 30, 2025, the Company did not recognize any gain or loss on the sale of real estate and other investments, compared to a loss of $ 577,000 during the six months ended June 30, 2024.

During the three months ended September 30, 2025, the Company recognized a gain of $ 79.5 million on the sale of real estate and other investments, compared to no gain or loss during the three months ended September 30, 2024.

During the nine months ended September 30, 2025, the Company recognized a gain of $ 79.5 million on the sale of real estate and other investments, compared to a loss of $ 577,000 during the nine months ended September 30, 2024.

Any gain or loss on real estate dispositions is net of certain closing and other costs associated with the disposition.

1 unchanged sentence

The Company records in-place lease assets at the time of acquisition.

The amortization periods reflects the average remaining term of in-place leases acquired, which are generally less than one year for multifamily apartment homes and average lease term for the commercial component of mixed use properties.

During the three months ended June 30, 2025 and 2024, the Company recognized $ 95,000 and $ 37,000 , respectively, of amortization expense related to intangibles.

During the six months ended June 30, 2025 and 2024, the Company recognized $ 1.2 million and $ 1.7 million, respectively, of amortization expense related to intangibles, included within depreciation and amortization in the Condensed Consolidated Statements of Operations and Comprehensive Loss.

The amortization periods reflect the average remaining term of in-place leases acquired, which are generally less than one year for multifamily apartment homes and average lease term for the commercial spaces in the Company’s mixed use properties.

During the three months ended September 30, 2025 and 2024, the Company recognized $ 3.6 million and $ 37,000 , respectively, of amortization expense related to intangibles.

During the nine months ended September 30, 2025 and 2024, the Company recognized $ 4.7 million and $ 1.7 million, respectively, of amortization expense related to intangibles, included within depreciation and amortization in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

MARKET CONCENTRATION RISK

The Company is subject to increased exposure from economic and other competitive factors specific to markets where it holds a significant percentage of the carrying value of its real estate portfolio.

As of June 30, 2025, Centerspace held more than 10% of the carrying value of its real estate portfolio in the Minneapolis, Minnesota and Denver, Colorado markets.

As of September 30, 2025, Centerspace held more than 10% of the carrying value of its real estate portfolio in each of the Minneapolis, Minnesota and Denver, Colorado markets.

HELD FOR SALE

9 unchanged sentences

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.

The Company had 12 apartment communities classified as held for sale at June 30, 2025.

During the three months ended June 30, 2025, the Company’s Board of Trustees approved a plan to sell a specific list of apartment communities.

The Company determined these apartment communities met the criteria to be classified as held for sale as of June 30, 2025.

The Company had seven apartment communities currently under contract and classified as held for sale at September 30, 2025.

During the nine months ended September 30, 2025, the Company’s Board of Trustees approved a plan to sell a specific list of apartment communities.

The Company determined these apartment communities met the criteria to be classified as held for sale as of September 30, 2025.

The Company did not have any apartment communities classified as held for sale at December 31, 2024.

The table below presents the major components of assets and liabilities for apartment communities held for sale as of June 30, 2025:

The table below presents the major components of assets and liabilities for apartment communities held for sale as of September 30, 2025:

(in thousands)

June 30, 2025

September 30, 2025

Total real estate investments $ 86,302

4 unchanged sentences

The Company evaluates long-lived assets, including real estate investments, for impairment indicators at least quarterly.

The judgments regarding the existence of impairment indicators are based on factors such as operational performance, market conditions, expected holding period of each property, and legal and environmental concerns.

The judgments regarding the existence of impairment indicators are based on factors such as operational performance, market conditions, the expected holding period of each property, and legal and environmental concerns.

If indicators exist, the Company compares the estimated future undiscounted cash flows for the property against the carrying amount of that property.

3 unchanged sentences

Plans to hold properties over longer periods decrease the likelihood of recording impairment losses.

During the three and six months ended June 30, 2025, the Company incurred a loss of $ 14.5 million for the impairment of five apartment communities.

During the three and nine months ended September 30, 2025, the Company incurred a loss of $ 8.7 million and $ 23.2 million, respectively, for the impairment of six apartment communities.

These apartment communities were written-down to estimated fair value in connection with the communities’ classification as held for sale.

During the three and six months ended June 30, 2024 the Company did not record a loss for impairment on real estate.

During the three and nine months ended September 30, 2024 the Company did not record a loss for impairment on real estate.

VARIABLE INTEREST ENTITIES

3 unchanged sentences

REAL ESTATE RELATED NOTES RECEIVABLE

During the three months ended June 30, 2025, the Company entered into a note receivable with the limited partner of its joint venture.

As of June 30, 2025, the Company had a $ 1.4 million variable rate note receivable with the limited partner of its consolidated joint venture.

During the nine months ended September 30, 2025, the Company issued a variable rate note to the limited partner of its joint venture.

As of September 30, 2025, the outstanding obligations under the note were $ 1.4 million.

The note matures on April 30, 2026 and bears interest at a rate equal to 1.55 % above the adjusted secured overnight financing rate (“SOFR”).

The note is secured by a pledge of all equity interests in the joint venture held by the limited partner.

Subsequent to September 30, 2025, the note was paid in full.

In connection with the acquisition of The Lydian, an apartment community in Denver, Colorado, the Company has a tax increment financing note receivable (“TIF”) with an initial principal balance of $ 4.1 million.

As of June 30, 2025 and December 31, 2024, the principal balance was $ 4.0 million and $ 4.1 million, respectively, which appears within other assets in the Condensed Consolidated Balance Sheets at fair value.

The note bears an interest rate of 6.0 % with payments due in March and July of each year.

In connection with the acquisition of Ironwood, an apartment community in New Hope, Minnesota, the Company has a TIF note receivable with a principal balance of $ 5.1 million and $ 5.2 million as of June 30, 2025 and December 31, 2024, respectively, which appears within other assets in the Condensed Consolidated Balance Sheets at fair value.

The note bears an interest rate of 4.5 % with payments due in February and August of each year.

As of September 30, 2025 and December 31, 2024, the principal balance was $ 4.0 million and $ 4.1 million, respectively, which appears within other assets in the Condensed Consolidated Balance Sheets at fair value.

The note bears interest at a rate of 6.0 % with payments due in March and July of each year.

In connection with the acquisition of Ironwood, an apartment community in New Hope, Minnesota, the Company has a TIF note receivable with a principal balance of $ 4.9 million and $ 5.2 million as of September 30, 2025 and December 31, 2024, respectively, which appears within other assets in the Condensed Consolidated Balance Sheets at fair value.

The note bears interest at a rate of 4.5 % with payments due in February and August of each year.

The note matures February 1, 2039, and may be prepaid in whole or in part at any time.

In 2023, the Company originated a $ 15.1 million mezzanine loan for the development of an apartment community located in Inver Grove Heights, Minnesota.

The mezzanine loan bears interest at 10.0 % per annum which accrues interest that is added to the principal balance and is payable at maturity.

As of June 30, 2025 and December 31, 2024, the Company had funded $ 15.1 million of the mezzanine loan.

The mezzanine loan bears interest at 10.0 % per annum, which is added to the principal balance and is payable at maturity.

As of September 30, 2025 and December 31, 2024, the Company had funded $ 15.1 million of the mezzanine loan.

The loan matures in December 2027 unless extended to December 2028 in accordance with the terms of the mezzanine loan agreement.

4 unchanged sentences

ADVERTISING COSTS

Advertising costs are expensed as incurred and reported on the Condensed Consolidated Statements of Operations and Comprehensive Loss within the property operating expenses, excluding real estate taxes line item.

During the three months ended June 30, 2025 and 2024, total advertising expense was $ 676,000 and $ 742,000 , respectively.

During the six months ended June 30, 2025 and 2024, total advertising expense was $ 1.3 million and $ 1.5 million, respectively.

Advertising costs are expensed as incurred and reported on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) within the property operating expenses, excluding real estate taxes line item.

During the three months ended September 30, 2025 and 2024, total advertising expense was $ 871,000 and $ 899,000 , respectively.

During the nine months ended September 30, 2025 and 2024, total advertising expense was $ 2.2 million and $ 2.4 million, respectively.

INVOLUNTARY CONVERSION OF ASSETS

During the three months ended June 30, 2025, Centerspace recorded $ 254,000 in casualty losses resulting from updated loss estimates on three previously reported events.

During the six months ended June 30, 2025, the Company recorded $ 776,000 in casualty losses resulting from two new insurance events and updated loss estimates from three previously reported events.

Any business interruption insurance proceeds will be recognized when received in accordance with ASC 610-30.

During the three and six months ended June 30, 2024, Centerspace recognized $ 137,000 and $ 755,000 , respectively in casualty losses resulting from updated loss estimates from six separate insurance events at apartment communities.

During the three months ended September 30, 2025, Centerspace recorded $ 187,000 in casualty losses resulting from updated loss estimates on previously reported events and $ 387,000 in insurance receivables within other assets on the Condensed Consolidated Balance Sheets.

During the nine months ended September 30, 2025, the Company recorded $ 1.0 million in casualty losses resulting from two new insurance events and updated loss estimates from three previously reported events along with insurance receivables of $ 438,000 .

Any business interruption insurance proceeds will be recognized when received in accordance with ASC 610-30.

In April 2023, a portion of an apartment community was destroyed by fire.

During the three and nine months ended September 30, 2024, Centerspace recognized $ 546,000 and $ 1.3 million, respectively in casualty losses resulting from two new insurance events and updated loss estimates from six separate insurance events at apartment communities.

The Company also recorded a $ 981,000 write-down of an apartment community asset along with an insurance receivable of $ 2.1 million within other assets on the Condensed Consolidated Balance Sheets due to storm damage at one apartment community during the three and nine months ended September 30, 2024.

In April 2023, a portion of one of the Company’s apartment communities was destroyed by fire.

The Company recorded a write-down of the apartment community asset, in accordance with ASC 610-30 on involuntary conversion of non-monetary assets, totaling $ 1.3 million with an offsetting insurance receivable recorded within other assets on the Condensed Consolidated Balance Sheets.

During the six months ended June 30, 2024, the claim was settled for $ 1.6 million, including remediation and other operating expenses.

During the nine months ended September 30, 2024, the claim was settled for $ 1.6 million, including remediation and other operating expenses.

NOTE 3 • NET INCOME (LOSS) PER SHARE

Basic net income (loss) per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares of beneficial interest (“common shares”) outstanding during the period.

Centerspace has issued restricted stock units (“RSUs”) and incentive stock options (“ISOs”) under its 2015 Incentive Plan, RSUs under its 2025 Incentive Plan (as defined below), Series D Convertible Preferred Units (“Series D preferred units”), and Series E Convertible Preferred Units (“Series E preferred units”), which could have a dilutive effect on net income (loss) per share upon vesting of the RSUs, upon exercising of ISOs, or upon conversion of the Series D or Series E preferred units (refer to Note 4 for further discussion of the Series D and the Series E preferred units).

Centerspace has issued restricted stock units (“RSUs”) and incentive stock options (“ISOs”) under its 2015 Incentive Plan, RSUs under its 2025 Incentive Plan (as defined below), Series D Convertible Preferred Units (“Series D preferred units”), and Series E Convertible Preferred Units (“Series E preferred units”), which could have a dilutive effect on net income (loss) per share upon the vesting of the RSUs, exercise of ISOs, or conversion of the Series D or Series E preferred units (refer to Note 4 for further discussion of the Series D and the Series E preferred units).

The Company calculates diluted net income (loss) per share using the treasury stock method for RSUs and ISOs and the if converted method for Series D preferred units and Series E preferred units.

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Upon the exercise of Exchange Rights, and in Centerspace’s sole discretion, it may issue common shares in exchange for Units on a one -for-one basis.

The following table presents a reconciliation of the numerator and denominator used to calculate basic and diluted net income (loss) per share reported in the Condensed Consolidated Financial Statements for the three and six months ended June 30, 2025 and 2024.

(in thousands, except per share data)

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

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Net loss attributable to controlling interests

Net income (loss) attributable to controlling interests

$ 53,783 $ ( 1,048 ) $ 35,534 $ ( 6,249 )

Dividends to preferred shareholders — ( 1,607 ) — ( 3,214 )

Numerator for basic and diluted loss per share – net loss available to common shareholders

Distributions to preferred shareholders — ( 1,607 ) — ( 4,821 )

Redemption of preferred shares — ( 3,511 ) — ( 3,511 )

Numerator for basic income (loss) per share – net income (loss) available to common shareholders

53,783 ( 6,166 ) 35,534 ( 14,581 )

Denominator for basic and diluted income (loss) per share weighted average shares (1)

Noncontrolling interests – Operating Partnership and Series E preferred units (1)

9,197 — 6,071 —

NET LOSS PER COMMON SHARE – BASIC AND DILUTED

Distributions to Series D preferred unitholders (2)

Numerator for diluted income (loss) per share (1)

$ 63,089 $ ( 6,166 ) $ 42,034 $ ( 14,581 )

For the three months ended June 30, 2025, operating partnership units of 971,000 , Series D preferred units of 228,000 , as converted, Series E preferred units of 1.9 million, as converted, time-based RSUs and options of 25,000 , and performance-based RSUs of 43,000 were excluded from the calculation of diluted net income (loss) per share because they were anti-dilutive as including these items would have improved net loss per share.

For the three months ended June 30, 2024, operating partnership units of 835,000 , Series D preferred units of 228,000 , as converted, Series E preferred units of 2.1 million, as converted, time-based RSUs of 32,000 , and performance-based RSUs of 41,000 were excluded from the calculation of diluted net income (loss) per share because they were anti-dilutive as including these items would have improved net loss per share.

For the six months ended June 30, 2025, operating partnership units of 975,000 , Series D preferred units of 228,000 , as converted, Series E preferred units of 1.9 million, as converted, time-based RSUs of 25,000 , and performance-based RSUs of 43,000 were excluded from the calculation of diluted net income (loss) per share because they were anti-dilutive as including these items would have improved net loss per share.

For the six months ended June 30, 2024, operating partnership units of 845,000 , Series D preferred units of 228,000 , as converted, Series E preferred units of 2.1 million, as converted, time-based RSUs of 26,000 , and performance-based RSUs of 41,000 were excluded from the calculation of diluted net income (loss) per share because they were anti-dilutive as including these items would have improved net loss per share.

Denominator for basic income (loss) per share weighted average shares 16,726 15,528 16,731 15,143

Effect of operating partnership units (1)

Effect of Series D preferred units (2)

Effect of Series E preferred units (1)

1,898 — 1,903 —

Effect of dilutive restricted stock units and stock options 26 — 25 —

Denominator for diluted income (loss) per share 19,771 15,528 19,835 15,143

NET INCOME (LOSS) PER COMMON SHARE – BASIC

$ 3.22 $ ( 0.40 ) $ 2.12 $ ( 0.96 )

NET INCOME (LOSS) PER COMMON SHARE – DILUTED

$ 3.19 $ ( 0.40 ) $ 2.12 $ ( 0.96 )

(1) For the three and nine months ended September 30, 2024, the impact of Units and Series E preferred units was excluded from the calculation of net income (loss) per common share - diluted as they were anti-dilutive.

(2) For the three and nine months ended September 30, 2024, distributions to Series D preferred unitholders are excluded from the calculation of net income (loss) per common share - diluted as they were anti-dilutive.

For the three months ended September 30, 2024, operating partnership units of 818,000 , Series D preferred units of 228,000 , as converted, Series E preferred units of 2.1 million, as converted, time-based RSUs of 49,000 , and performance-based RSUs of 41,000 were excluded from the calculation of diluted net income (loss) per share because they were anti-dilutive as including these items would have improved net loss per share.

For the nine months ended September 30, 2024, operating partnership units of 836,000 , Series D preferred units of 228,000 , as converted, Series E preferred units of 2.1 million, as converted, time-based RSUs of 32,000 , and performance-based RSUs of

41,000 were excluded from the calculation of diluted net income (loss) per share because they were anti-dilutive as including these items would have improved net loss per share.

NOTE 4 • MEZZANINE EQUITY AND EQUITY

Series D Preferred Units (Mezzanine Equity).

Series D preferred units outstanding were 113,100 and 165,600 preferred units at June 30, 2025 and December 31, 2024, respectively.

Series D preferred units outstanding were 59,400 and 165,600 preferred units at September 30, 2025 and December 31, 2024, respectively.

The Series D preferred units have a par value of $ 100 per preferred unit.

The Series D preferred unit holders receive a preferred distribution at the rate of 3.862 % per year and have a put option which allows the holder to redeem any or all of the Series D preferred units for cash equal to the issuance price.

On June 30, 2025, the Company redeemed 52,500 Series D preferred units for an aggregate redemption price of $ 5.3 million.

During the three and nine months ended September 30, 2025, the Company redeemed 53,700 and 106,200 Series D preferred units, respectively, for an aggregate redemption price of $ 5.4 million and $ 10.6 million, respectively.

Each Series D preferred unit is convertible, at the holder’s option, into 1.37931 Units.

The Series D preferred units had an aggregate liquidation value of $ 11.3 million and $ 16.6 million at June 30, 2025 and December 31, 2024, respectively.

The Series D preferred units had an aggregate liquidation value of $ 5.9 million and $ 16.6 million at September 30, 2025 and December 31, 2024, respectively.

Changes in the redemption value are based on changes in the trading value of common shares and are charged to common shares on the Condensed Consolidated Balance Sheets each quarter.

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On September 30, 2024, the Company completed the redemption of all the outstanding Series C preferred shares for an aggregate redemption price of $ 97.0 million, excluding distributions, which was $ 3.5 million in excess of the carrying value.

Such shares were no longer outstanding as of June 30, 2025 and December 31, 2024.

Such shares were no longer outstanding as of September 30, 2025 and December 31, 2024.

The Series C preferred shares were nonvoting and redeemable for cash at $ 25 per share at Centerspace’s option.

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Operating Partnership Units.

The Operating Partnership had 968,000 and 980,000 outstanding Units at June 30, 2025 and December 31, 2024, respectively.

The Operating Partnership had 963,000 and 980,000 outstanding Units at September 30, 2025 and December 31, 2024, respectively.

Exchange Rights .

Centerspace redeemed Units in exchange for common shares in connection with Unitholders exercising their exchange rights during the three and six months ended June 30, 2025 and 2024 as detailed in the table below.

Centerspace redeemed Units in exchange for common shares in connection with Unitholders exercising their exchange rights during the three and nine months ended September 30, 2025 and 2024 as detailed in the table below.

(in thousands)

Three Months Ended June 30, Number of Units Net Book Basis

Three Months Ended September 30, Number of Units Net Book Basis

2024 19 $ 812

Six Months Ended June 30,

Nine Months Ended September 30,

2025 17 $ 750

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Series E Preferred Units (Noncontrolling Interests).

Centerspace had 1.6 million Series E preferred units outstanding as of June 30, 2025 and December 31, 2024.

Centerspace had 1.6 million Series E preferred units outstanding as of September 30, 2025 and December 31, 2024.

Each Series E preferred unit has a par value of $ 100 .

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The Series E preferred units receive an allocation of net income (loss) based upon their participation in earnings or loss of the Company.

The Series E preferred units have an aggregate liquidation preference of $ 157.5 million and $ 158.2 million as of June 30, 2025 and December 31, 2024, respectively.

The Series E preferred units had an aggregate liquidation preference of $ 157.2 million and $ 158.2 million as of September 30, 2025 and December 31, 2024, respectively.

The holders of the Series E preferred units do not have voting rights.

The Company redeemed Series E preferred units in exchange for common shares in connection with Series E unitholders exercising their exchange rights during the three and six months ended June 30, 2025 and 2024 as detailed below.

The Company redeemed Series E preferred units in exchange for common shares in connection with Series E unitholders exercising their exchange rights during the three and nine months ended September 30, 2025 and 2024 as detailed below.

(in thousands)

Three Months Ended June 30, Number of Series E Preferred Units Redeemed

Three Months Ended September 30, Number of Series E Preferred Units Redeemed

Number of Common Shares Issued

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2024 12 15 $ 660

Six Months Ended June 30,

Nine Months Ended September 30,

2025 10 12 $ 526

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Common Shares and Equity Awards .

Common shares outstanding as of June 30, 2025 and December 31, 2024, totaled 16.8 million and 16.7 million, respectively.

During the three and six months ended June 30, 2025, Centerspace issued 9,835 and 17,653 common shares, respectively, with a total grant-date fair value of $ 677,000 and $ 1.5 million, respectively, as share-based compensation for employees and trustees under its Amended 2015 Incentive Plan.

During the three and six months ended June 30, 2024, Centerspace issued 9,723 and 13,465 common shares, respectively, with a total grant-date fair value of $ 584,000 and $ 1.0 million, respectively, as share-based compensation for employees and trustees under its 2015 Incentive Plan.

Common shares outstanding as of September 30, 2025 and December 31, 2024, totaled 16.7 million.

During the three and nine months ended September 30, 2025, Centerspace issued 82 and 17,735 common shares, respectively, with a total grant-date fair value of $ 6,000 and $ 1.5 million, respectively, as share-based compensation for employees and trustees under its 2015 Incentive Plan and 2025 Incentive Plan (as defined below).

During the three and nine months ended September 30, 2024, Centerspace issued 46 and 13,511 common shares, respectively, with a total grant-date fair value of $ 4,000 and $ 1.0 million, respectively, as share-based compensation for employees and trustees under its 2015 Incentive Plan.

These shares vested based on performance and service criteria.

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The proceeds from the sale of common shares under the ATM Program may be used for general corporate purposes, including the funding of acquisitions, construction or mezzanine loans, community renovations, and the repayment of indebtedness.

There were no sales of common shares under the ATM Program during the three and six months ended June 30, 2025.

The table below provides details on the sale of common shares during the three and six months ended June 30, 2024 under the ATM Program.

As of June 30, 2025, common shares having an aggregate offering price of up to $ 262.9 million remained available under the ATM Program.

There were no sales of common shares under the ATM Program during the three and nine months ended September 30, 2025.

The table below provides details on the sale of common shares during the three and nine months ended September 30, 2024 under the ATM Program.

As of September 30, 2025, common shares having an aggregate offering price of up to $ 262.9 million remained available under the ATM Program.

(in thousands, except per share amounts)

Three and Six Months Ended June 30,

Number of Common Shares

Three Months Ended September 30, Number of Common Shares

Net Consideration (1)(2)

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2024 1,477 $ 105,052 $ 71.12

(1) Total consideration is net of $ 115,000 in commissions during the three and six months ended June 30, 2024.

Nine Months Ended September 30,

2024 1,587 $ 112,613 $ 71.66

(1) Includes 869,000 shares sold on a forward basis for $ 62.7 million which were physically settled during the three months ended September 30, 2024.

(2) Total consideration is net of $ 1.0 million and $ 1.1 million in commissions during the three and nine months ended September 30, 2024, respectively.

Share Repurchase Program.

The Company had a share repurchase program (the “Share Repurchase Program”), providing for the repurchase of up to an aggregate of $ 50 million of the Company’s outstanding common shares.

The Company had a share repurchase program, providing for the repurchase of up to an aggregate of $ 50 million of the Company’s outstanding common shares.

This program expired on March 10, 2025.

Under the Share Repurchase Program, the Company was authorized to repurchase common shares through open market purchases, privately-negotiated transactions, block trades or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Securities Exchange Act of 1934, as amended.

The specific timing and amount of repurchases varied based on available capital resources or other financial and operational performance, market conditions, securities law limitations, and other factors.

There were no common shares repurchased during the three and six months ended June 30, 2025.

The table below provides details on the shares repurchased during the three and six months ended June 30, 2024.

Effective July 31, 2025, the Board of Trustees authorized a share repurchase program (the “Share Repurchase Program”), providing for the repurchase of an aggregate of $ 100.0 million for the Company’s outstanding common shares.

Under the Share Repurchase Program, the Company is authorized to repurchase common shares through open market purchases, privately-negotiated transactions, block trades or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Securities Exchange Act of 1934, as amended.

The specific timing and amount of repurchases may vary based on available capital resources or other financial and operational performance, market conditions, securities law limitations, and other factors.

The table below provides details on the shares repurchased under these programs during the three and nine months ended September 30, 2025 and 2024.

As of September 30, 2025, the Company had $ 96.5 million remaining authorized for purchase under the Share Repurchase Program.

(in thousands, except per share amounts)

Three Months Ended June 30, Number of Common Shares Aggregate Cost (1)

Three Months Ended September 30, Number of Common Shares Aggregate Cost (1)

Average Price Per Share (1)

2025 63 $ 3,454 $ 54.86

Six Months Ended June 30,

Nine Months Ended September 30,

2025 63 $ 3,454 $ 54.86

2024 88 4,703 53.62

(1) Amount includes commissions.

NOTE 5 • DEBT

The following table summarizes the Company’s secured and unsecured debt at June 30, 2025 and December 31, 2024.

The following table summarizes the Company’s secured and unsecured debt at September 30, 2025 and December 31, 2024.

(in thousands)

June 30, 2025 December 31, 2024

Carrying Amount Weighted Average Interest Rate Carrying Amount Weighted Average Interest Rate Weighted Average Maturity in Years at June 30, 2025

September 30, 2025 December 31, 2024

Carrying Amount Weighted Average Interest Rate Carrying Amount Weighted Average Interest Rate Weighted Average Maturity in Years at September 30, 2025

Lines of credit (1)

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(3) Represents apartment communities encumbered by mortgages;

14 at June 30, 2025 and 15 at December 31, 2024.

13 at September 30, 2025 and 15 at December 31, 2024.

(4) Interest rate is fixed.

(5) Includes mortgages payable of $ 19.1 million as of June 30, 2025, associated with apartment communities classified as held for sale.

As of June 30, 2025, 47 apartment communities were not encumbered by mortgages and were available to provide credit support for the unsecured borrowings.

(5) Includes mortgages payable of $ 12.7 million as of September 30, 2025, associated with apartment communities classified as held for sale

(6) Includes mortgages payable of $ 76.5 million assumed as part of an acquisition discussed in Note 8 of the Notes to the Condensed Consolidated Financial Statements.

As of September 30, 2025, 44 apartment communities were not encumbered by mortgages and were available to provide credit support for the unsecured borrowings.

The Company’s primary unsecured credit facility (the “Unsecured Credit Facility” or “Facility”) is a revolving, multi-bank line of credit, with Bank of Montreal serving as administrative agent.

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Prior to the exercise of the accordion feature, the line of credit had total commitments and borrowing capacity of up to $ 250.0 million, based on the value of unencumbered properties.

As of June 30, 2025, the Company had additional borrowing availability of $ 184.2 million beyond the $ 215.8 million drawn under the Facility, priced at an interest rate of 5.75 %.

As of September 30, 2025, the Company had additional borrowing availability of $ 177.5 million beyond the $ 222.5 million drawn under the Facility, priced at an interest rate of 5.51 %.

As of December 31, 2024, the Company had additional borrowing availability of $ 206.0 million beyond the $ 44.0 million drawn under the Facility, priced at an interest rate of 5.81 %.

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As amended, this Facility matures in July 2028, with an option to extend maturity for up to two additional six-month periods.

The Secured Overnight Financing Rate (“SOFR”) is the benchmark alternative reference rate under the Facility.

SOFR is the benchmark alternative reference rate under the Facility.

As amended, the interest rates on the line of credit are based on the consolidated leverage ratio, at the Company’s option, on either the lender’s base rate plus a margin, ranging from 20 - 80 basis points, or daily or term SOFR, plus a margin that ranges from 120 - 180 basis points with the consolidated leverage ratio described under the Third Amended and Restated Credit Agreement, as amended.

The Unsecured Credit Facility and unsecured senior notes are subject to customary financial covenants and limitations.

The Company believes that it was in compliance with all such financial covenants and limitations as of June 30, 2025.

In September 2024, Centerspace entered into an operating line of credit agreement with US Bank, N.A.

The Company believes that it was in compliance with all such financial covenants and limitations as of September 30, 2025.

Centerspace has an operating line of credit agreement with US Bank, N.A.

which has a borrowing capacity of up to $ 10.0 million and pricing based on SOFR.

This operating line of credit terminates in September 2025 and is designed to enhance treasury management activities and more effectively manage cash balances.

As of June 30, 2025 and December 31, 2024, there was $ 194,000 and $ 3.4 million outstanding on this line of credit, respectively.

Centerspace had a private shelf agreement with PGIM, Inc., an affiliate of Prudential Financial, Inc., and certain affiliates of PGIM, Inc.

This operating line of credit terminates in September 2026 and is designed to enhance

treasury management activities and more effectively manage cash balances.

As of September 30, 2025 there was no outstanding balance on this line of credit compared to $ 3.4 million outstanding as of December 31, 2024.

Centerspace has a private shelf agreement with PGIM, Inc., an affiliate of Prudential Financial, Inc., and certain affiliates of PGIM, Inc.

(collectively, “PGIM”) under which the Company issued $ 175.0 million in unsecured senior promissory notes (“Unsecured Shelf Notes”).

On October 28, 2024, the shelf agreement was amended to extend the period of time during which the Company may borrow money to October 2027 and to increase the borrowing capacity to $ 300.0 million.

The Company also has a separate private note purchase agreement with PGIM and certain other lenders for the issuance of $ 125.0 million of senior unsecured promissory notes (“Unsecured Club Notes”, and, collectively with the Unsecured Shelf Notes, the “unsecured senior notes”), of which all $ 125.0 million was issued in September 2021.

The following table shows the notes issued under both agreements as of June 30, 2025 and December 31, 2024.

The Company issued $ 125.0 million of senior unsecured promissory notes (the “Unsecured Club Notes”, and, collectively with the Unsecured Shelf Notes, the “unsecured senior notes”) under a separate private note purchase agreement with PGIM and certain other lenders.

The following table shows the notes issued under both agreements as of September 30, 2025 and December 31, 2024.

(in thousands)

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The notes are interest-only, with varying maturity dates of 7 , 10 , and 12 years, and a blended, weighted average fixed interest rate of 2.78 %.

As of June 30, 2025 and December 31, 2024, the FMCF had a balance of $ 198.9 million.

As of September 30, 2025 and December 31, 2024, the FMCF had a balance of $ 198.9 million.

The FMCF is included within mortgages payable on the Condensed Consolidated Balance Sheets.

As of June 30, 2025, Centerspace owned 14 apartment communities that served as collateral for mortgage loans, in addition to the apartment communities secured by the FMCF.

As of September 30, 2025, Centerspace owned 13 apartment communities that served as collateral for mortgage loans, in addition to the apartment communities secured by the FMCF.

All of these mortgage loans were non-recourse to the Company other than for standard carve-out obligations.

As of June 30, 2025, the Company believes that there were no material defaults or instances of material noncompliance in regard to any of these mortgage loans.

As of June 30, 2025 and December 31, 2024, the mortgage loans had a balance of $ 406.4 million and $ 420.4 million, respectively, excluding unamortized premiums and discounts.

The Company believes that there were no material defaults or instances of material noncompliance in regard to any of these mortgage loans as of September 30, 2025.

As of September 30, 2025 and December 31, 2024, the mortgage loans had a balance of $ 455.9 million and $ 420.4 million, respectively, excluding unamortized premiums and discounts.

The mortgage loans are included within mortgages payable on the Condensed Consolidated Balance Sheets.

The aggregate amount of required future principal payments on outstanding debt as of June 30, 2025, was as follows:

The aggregate amount of required future principal payments on outstanding debt as of September 30, 2025, was as follows:

(in thousands)

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To accomplish this objective, the Company primarily used interest rate swap contracts to fix variable interest rate debt.

Changes in the fair value of derivatives designated and that qualified as cash flow hedges were recorded in accumulated other comprehensive income (loss) (“OCI”) and subsequently reclassified into earnings in the period that the hedged transaction affects earnings.

Amounts reported in accumulated other comprehensive income (loss) will be reclassified to interest expense in the periods in which interest payments are incurred on variable rate debt.

During the next twelve months, the Company estimates an additional $ 58,000 will be reclassified as an increase to interest expense.

As of June 30, 2025 and December 31, 2024 the Company had no remaining interest rate swaps.

The table below presents the effect of the Company’s derivative financial instruments on the Condensed Consolidated Statements of Operations and Comprehensive Loss as of June 30, 2025 and 2024.

Changes in the fair value of derivatives designated and that qualified as cash flow hedges were recorded in accumulated other comprehensive loss and subsequently reclassified into earnings in the period that the hedged transaction affects earnings.

Amounts reported in accumulated other comprehensive loss were reclassified to interest expense in the periods in which interest

payments were incurred on variable rate debt.

As of September 30, 2025, the Company fully amortized the amounts in accumulated other comprehensive loss.

As of September 30, 2025 and December 31, 2024 the Company had no remaining interest rate swaps.

The table below presents the effect of the Company’s derivative financial instruments on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) as of September 30, 2025 and 2024.

(in thousands)

Gain Recognized in OCI Location of Loss Reclassified from Accumulated OCI into Income Loss Reclassified from Accumulated OCI into Income (Loss)

Three months ended June 30, 2025 2024 2025 2024

Three months ended September 30, 2025 2024 2025 2024

Total derivatives in cash flow hedging relationships - Interest rate contracts $ — $ — Interest expense $ ( 58 ) $ ( 171 )

Six months ended June 30,

Nine months ended September 30,

Total derivatives in cash flow hedging relationships - Interest rate contracts $ — $ — Interest expense $ ( 407 ) $ ( 541 )

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Balance Sheet Location Total Level 1 Level 2 Level 3

June 30, 2025

September 30, 2025

Real estate related notes receivable Other assets $ 27,466 — — $ 27,466

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The unobservable inputs include market transactions for similar instruments, management estimates of comparable interest rates (range of 5.00 % to 9.00 %), and instrument specific credit risk (range of 0.5 % to 1.0 %).

Changes in the fair value of these receivables from period to period are reported in interest and other income on the Condensed Consolidated Statements of Operations and Comprehensive Loss.

Changes in the fair value of these receivables from period to period are reported in interest and other income on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

(in thousands)

Fair Value Measurement Other Gains Interest Income Total Changes in Fair Value Included in Current-Period Earnings

Six months ended June 30, 2025

Nine months ended September 30, 2025

Real estate related notes receivable $ 27,466 $ 27 $ 1,675 $ 1,702

Six months ended June 30, 2024

Nine months ended September 30, 2024

Real estate related notes receivable $ 20,878 $ 14 $ 1,022 $ 1,036

As of June 30, 2025 and December 31, 2024, Centerspace had investments totaling $ 3.0 million and $ 2.7 million, respectively, in real estate technology venture funds consisting of privately held entities that develop technology related to the real estate industry.

As of September 30, 2025 and December 31, 2024, Centerspace had investments totaling $ 3.4 million and $ 2.7 million, respectively, in real estate technology venture funds consisting of privately held entities that develop technology related to the real estate industry.

These investments appear within other assets on the Condensed Consolidated Balance Sheets.

The investments are measured at net asset value (“NAV”) as a practical expedient under ASC 820.

As of June 30, 2025, the Company had unfunded commitments of $ 750,000 .

As of September 30, 2025, the Company had unfunded commitments of $ 750,000 .

Fair Value Measurements on a Nonrecurring Basis

Non-financial assets measured at fair value on a nonrecurring basis at June 30, 2025 consisted of real estate investments that were written-down to estimated fair value in connection with the impairment recorded on five apartment communities during the six months ended June 30, 2025.

Non-financial assets measured at fair value on a nonrecurring basis at September 30, 2025 consisted of real estate investments that were written-down to estimated fair value in connection with the impairment recorded on six apartment communities during the nine months ended September 30, 2025.

There were no non-financial assets or liabilities measured at fair value on a nonrecurring basis at December 31, 2024.

The Company’s determination of fair value is based on broker opinions of value net of estimated costs to sell and includes inputs management believes are consistent with those that market participants would use.

The Company’s determination of fair value is based on market offers to purchase the communities net of estimated costs to sell and other market data.

Due to uncertainties in the estimation process, actual results could differ from such estimates.

1 unchanged sentence

Balance Sheet Location Total Level 1 Level 2 Level 3

June 30, 2025

September 30, 2025

Real estate investments measured at fair value Assets held for sale, net $ 86,302 — 86,302 $ —

1 unchanged sentence

The fair value of unsecured senior notes and mortgages payable is estimated based on the discounted cash flows of the loans using market research and management estimates of comparable interest rates, excluding any prepayment penalties (Level 3).

The estimated fair values of the Company’s financial instruments as of June 30, 2025 and December 31, 2024, respectively, are as follows:

The estimated fair values of the Company’s financial instruments as of September 30, 2025 and December 31, 2024, respectively, are as follows:

(in thousands)

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Balance Sheet Location Amount

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FINANCIAL LIABILITIES

Revolving lines of credit Revolving lines of credit $ 216,030 $ 216,030 $ 47,359 $ 47,359

Revolving lines of credit (1)

Revolving lines of credit $ 222,500 $ 222,500 $ 47,359 $ 47,359

Unsecured senior notes (1)

Notes payable $ 300,000 $ 265,903 $ 300,000 $ 253,808

Mortgages payable - Fannie Mae credit facility Mortgages payable $ 198,850 $ 173,170 $ 198,850 $ 166,679

Mortgages payable - Fannie Mae credit facility (1)

Mortgages payable $ 198,850 $ 175,372 $ 198,850 $ 166,679

Mortgages payable - other (1)

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NOTE 8 • ACQUISITIONS AND DISPOSITIONS

Centerspace acquired $ 149.0 million of new real estate during the three and six months ended June 30, 2025.

Centerspace did not acquire new real estate during the three and six months ended June 30, 2024.

The acquisitions for the six months ended June 30, 2025 are detailed below.

Centerspace acquired $ 132.2 million and $ 281.2 million of new real estate during the three and nine months ended September 30, 2025, respectively.

Centerspace did not acquire new real estate during the three and nine months ended September 30, 2024.

The acquisitions for the nine months ended September 30, 2025 are detailed below.

(in thousands)

5 unchanged sentences

May 30, 2025 $ 149,000 $ — $ 20,086 $ 124,649 $ 4,265 $ —

420 homes - Railway Flats - Loveland, CO

July 29, 2025 55,704 76,496 10,387 94,198 4,046 23,569

Total Acquisitions

1 unchanged sentence

(1) Excludes $ 1.5 million in capitalized transaction cost.

(2) Assumption of seller’s debt upon closing.

(3) Intangible assets consist of in-place leases valued at the time of acquisition.

Centerspace did not dispose of any real estate during the three and six months ended June 30, 2025 and the three months ended June 30, 2024.

During the six months ended June 30, 2024, Centerspace disposed of two apartment communities in two transactions for an aggregate sales price of $ 19.0 million.

The dispositions for the six months ended June 30, 2024 are detailed below.

Six Months Ended June 30, 2024

(4) Debt premium on assumed mortgages acquired.

Centerspace disposed of five apartment communities in one transaction for an aggregate sales price of $ 124.0 million during the three and nine months ended September 30, 2025.

Centerspace did not dispose of any real estate during the three months ended September 30, 2024.

During the nine months ended September 30, 2024, Centerspace disposed of two apartment communities in two transactions for an aggregate sales price of $ 19.0 million.

The dispositions for the nine months ended September 30, 2025 and 2024 are detailed below.

Nine Months Ended September 30, 2025

(in thousands)

1 unchanged sentence

Disposed Sale Price Net Book Value and Transaction Costs

832 homes - 5 St.

Cloud apartment communities

September 23, 2025 $ 124,000 $ 44,469 $ 79,531

Total Dispositions $ 124,000 $ 44,469 $ 79,531

Nine Months Ended September 30, 2024

(in thousands)

Dispositions Date

Disposed Sale Price Net Book Value and Transaction Costs

69 homes - Southdale Parc - Richfield, MN

9 unchanged sentences

The Company defines NOI as total real estate revenues less property operating expenses, including real estate taxes.

Centerspace believes that NOI is an important measure of operating performance for real estate because it provides a measure of operations that excludes gain (loss) on the sale of real estate and other assets, impairment, depreciation, amortization, financing, including interest income and interest expense, property management expenses, loss on litigation settlement, casualty losses, and general and administrative expense.

Centerspace believes that NOI is an important measure of operating performance for real estate because it provides a measure of operations that excludes gain (loss) on the sale of real estate and other investments, impairment, depreciation, amortization, financing costs, including interest and other income, losses on extinguishment of debt, and interest expense, property management expenses, loss on litigation settlement, casualty gains (losses), and general and administrative expense.

The apartment communities have similar long-term economic characteristics and similar operating characteristics, such as type and length of lease, services offered to residents, and property management practices.

2 unchanged sentences

“All other” is composed of non-multifamily properties, non-multifamily components of mixed-use properties and apartment communities the Company has disposed or designated as held for sale, which did not meet the aggregation criteria.

For the three and six months ended June 30, 2025 and 2024, 12 apartment communities designated as held for sale were included in “all other”.

The following tables present NOI for the three and six months ended June 30, 2025 and 2024, respectively, along with reconciliations to net income (loss) as reported in the Condensed Consolidated Financial Statements.

For the three and nine months ended September 30, 2025 and 2024, seven apartment communities designated as held for sale were included in “all other”.

During the three and nine months ended September 30, 2025, the Company disposed of five apartment communities.

During the nine months ended September 30, 2024, the Company disposed of two apartment communities.

For the three and nine months ended September 30, 2025 and 2024, the disposed apartment communities were included in “all other”.

The following tables present NOI for the three and nine months ended September 30, 2025 and 2024, respectively, along with reconciliations to net income (loss) as reported in the Condensed Consolidated Financial Statements.

Segment assets are also reconciled to total assets as reported in the Condensed Consolidated Financial Statements.

(in thousands)

Three Months Ended June 30, 2025 Multifamily All Other Total

Three Months Ended September 30, 2025 Multifamily All Other Total

Revenue $ 63,821 $ 7,578 $ 71,399

14 unchanged sentences

General and administrative expenses ( 4,997 )

Gain on sale of real estate and other investments

Interest expense ( 12,989 )

Loss on debt extinguishment ( 3 )

Interest and other income 1,190

2 unchanged sentences

(in thousands)

Three Months Ended June 30, 2024 Multifamily All Other Total

Three Months Ended September 30, 2024 Multifamily All Other Total

Revenue $ 57,896 $ 7,129 $ 65,025

10 unchanged sentences

Property management expense ( 2,242 )

Casualty loss

Casualty gain

Depreciation and amortization ( 26,084 )

5 unchanged sentences

(in thousands)

Six Months Ended June 30, 2025 Multifamily All Other Total

Nine Months Ended September 30, 2025 Multifamily All Other Total

Revenue $ 183,999 $ 23,042 $ 207,041

14 unchanged sentences

General and administrative expenses ( 14,376 )

Gain on sale of real estate and other investments

Interest expense ( 33,348 )

Loss on debt extinguishment ( 3 )

Interest and other income 2,633

2 unchanged sentences

(in thousands)

Six Months Ended June 30, 2024 Multifamily All Other Total

Nine Months Ended September 30, 2024 Multifamily All Other Total

Revenue $ 172,438 $ 22,136 $ 194,574

19 unchanged sentences

Segment Assets and Accumulated Depreciation

Segment assets are summarized as follows as of June 30, 2025, and December 31, 2024, respectively, along with reconciliations to the Condensed Consolidated Financial Statements:

Segment assets are summarized as follows as of September 30, 2025, and December 31, 2024, respectively, along with reconciliations to the Condensed Consolidated Financial Statements:

(in thousands)

As of June 30, 2025 Multifamily All Other Total

As of September 30, 2025 Multifamily All Other Total

Segment assets

29 unchanged sentences

Unfunded Commitments.

As of June 30, 2025, Centerspace had unfunded commitments of $ 750,000 in two real estate technology venture funds.

As of September 30, 2025, Centerspace had unfunded commitments of $ 750,000 in two real estate technology venture funds.

Refer to Note 7 - Fair Value Measurements for additional information regarding these investments.

4 unchanged sentences

The terms of the long-term incentive awards granted under the revised program may vary from year to year.

Through June 30, 2025, awards under the 2025

Incentive Plan consisted of RSUs.

Through September 30, 2025, awards under the 2025 Incentive Plan consisted of RSUs.

The Company accounts for forfeitures of restricted and unrestricted common shares, RSUs, and stock options when they occur instead of estimating the forfeitures.

Prior to the approval of the 2025 Incentive Plan, share based awards were provided to officers, non-officer employees, and trustees under the 2015 Incentive Plan approved by shareholders on September 15, 2015, as amended and restated on May 18, 2021 (the “2015 Incentive Plan”), which allowed for awards in the form of cash, unrestricted and restricted common shares, stock options, stock appreciation rights, and RSUs up to an aggregate of 775,000 shares over the ten-year period in which the plan was in effect.

Through June 30, 2025, awards under the 2015 Incentive Plan consisted of restricted and unrestricted common shares, RSUs, and stock options.

Through September 30, 2025, awards under the 2015 Incentive Plan consisted of restricted and unrestricted common shares, RSUs, and stock options.

2025 LTIP Awards

13 unchanged sentences

These awards are classified as equity awards.

Awards granted to employees on September 1, 2025, under the 2025 Incentive Plan, consist of 363 time-based RSUs and 2,682 performance RSUs based on TSR.

The time-based RSUs vest as to one-third of the shares on each of September 1, 2026, January 1, 2027, and January 1, 2028.

The performance RSUs are based on the Company’s TSR, as described above.

The maximum number of performance RSUs eligible to be earned is 5,364 RSUs, which is 200 % of the performance RSUs granted.

The terms of this performance award are consistent with the terms of the performance awards described above.

Share-Based Compensation Expense

Total share-based compensation expense recognized in the Condensed Consolidated Financial Statements for all outstanding share-based awards was $ 833,000 and $ 733,000 for the three months ended June 30, 2025 and 2024, respectively, and $ 1.7 million and $ 1.5 million for the six months ended June 30, 2025 and 2024, respectively.

NOTE 12 • SUBSEQUENT EVENTS

On July 29, 2025, Centerspace closed on the acquisition of Railway Flats a 420 home apartment community located in Loveland, CO, for $ 132.2 million which includes the assumption of $ 76.5 million mortgage debt.

Total share-based compensation expense recognized in the Condensed Consolidated Financial Statements for all outstanding share-based awards was $ 873,000 and $ 764,000 for the three months ended September 30, 2025 and 2024, respectively, and $ 2.6 million and $ 2.2 million for the nine months ended September 30, 2025 and 2024, respectively.

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