What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2026-02-20 compared with 2025-02-14 · 260 added, 232 removed, 1255 unchanged (28% of the section changed)

38 unchanged sentences

Consolidated Statements of Operations

Consolidated Statements of Comprehensive Income (Loss)

Consolidated Statements of Comprehensive Loss

Consolidated Statements of Equity

13 unchanged sentences

Commitments, Contingencies and Guarantees

Subsequent Events

Schedule III - Consolidated Real Estate and Accumulated Depreciation

73 unchanged sentences

February 20, 2026 Jordan L.

President and CEO

Chairman of the Board and CEO

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed by the persons below, in their respective capacities, on behalf of the registrant as of February 20, 2026.

1 unchanged sentence

/s/ JORDAN L.

Kaplan President, CEO and Director

Kaplan Chairman of the Board and CEO

(Principal Executive Officer)

(Principal Financial and Accounting Officer)

Emmett Chairman of the Board

/s/ KENNETH M.

Panzer COO and Director

Panzer President, COO and Director

/s/ LESLIE E.

2 unchanged sentences

Dominguez Director

Leonard Director

/s/ VIRGINIA A.

18 unchanged sentences

/s/ JORDAN L.

President and CEO

Chairman of the Board and CEO

February 20, 2026

3 unchanged sentences

We have audited the accompanying consolidated balance sheets of Douglas Emmett, Inc.

(the Company) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

(the Company) as of December 31, 2025 and 2024, the related consolidated statements of operations, comprehensive loss, equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with U.S.

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As discussed in Note 2 to the consolidated financial statements, on a periodic basis and whenever events or changes in circumstances indicate that the carrying value of a property may not be recoverable, the Company assesses whether there has been an impairment in the carrying value of its properties.

When indicators of impairment are present for a property, management calculates the future undiscounted cash flows expected to be generated by the property and compares it to the property’s carrying value to determine whether an impairment occurred.

Based on its assessment, management concluded that no impairment occurred for the year ended December 31, 2024.

Based on their assessment, management concluded that no impairment occurred for the year ended December 31, 2025.

The Company’s evaluation of impairment indicators was based on qualitative and quantitative factors including consideration of potential decreases in the market prices of long-lived assets and the impact of current economic trends.

When required, the estimation of undiscounted future cash flow includes management’s assumptions regarding future occupancy, rental revenues and operating costs.

Auditing the Company's impairment assessment for real estate assets was challenging because of the high degree of auditor judgment necessary to evaluate management’s identification of indicators of potential impairment.

When indicators of potential impairment were identified, auditing the Company’s evaluation of whether its real estate assets are recoverable was complex and involved a high degree of subjectivity in evaluating management’s assumptions in estimating the future cash flows based on assumptions about future market and economic conditions.

Auditing the Company's impairment assessment for real estate assets was challenging because of the high degree of auditor judgment necessary to evaluate management’s consideration of relevant qualitative and quantitative factors in identifying potential indicators of impairment.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s real estate asset impairment assessment process.

Our testing of the Company’s impairment assessment included, among other procedures, evaluating significant judgments applied in determining whether indicators of impairment existed for the Company’s real estate assets, and considering the potential impact of debt maturities and lease expirations on management's ability to hold the properties over the expected term.

Our procedures included obtaining evidence to corroborate such judgments and consideration of contrary evidence.

For properties with identified indicators of potential impairment, we performed audit procedures over the Company’s estimation of the properties’ undiscounted future cash flows.

For example, we compared significant assumptions to historical operating results and market data.

We also tested the mathematical accuracy of management’s forecasted cash flows and, for certain assumptions, performed sensitivity analyses to evaluate the changes in the undiscounted cash flows that would result from changes in the assumptions.

Our testing of the Company’s impairment assessment included, among other procedures, evaluating management’s judgments and assumptions applied in determining whether indicators of impairment existed for the Company’s real estate assets.

Our procedures included obtaining evidence to corroborate such judgments, performing sensitivity analyses, and consideration of contrary evidence, including considering the potential impact of debt maturities and lease expirations on management’s ability to hold the properties over the expected term.

/s/ Ernst & Young LLP

8 unchanged sentences

(the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a), and our report dated February 14, 2025 expressed an unqualified opinion thereon .

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of operations, comprehensive loss, equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 20, 2026 expressed an unqualified opinion thereon.

Basis for Opinion

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Acquired lease intangible liabilities, net 8,276 11,331

Interest rate contract liabilities 6,437 —

Dividends payable 31,831 31,825

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Interest expense ( 266,675 ) ( 229,442 ) ( 209,468 )

Net income (loss) 7,588 ( 75,840 ) 96,540

Gain from consolidation of JV 47,212 — —

Net (loss) income ( 11,430 ) 7,588 ( 75,840 )

Net loss attributable to noncontrolling interests 27,697 15,929 33,134

3 unchanged sentences

Douglas Emmett, Inc.

Consolidated Statements of Comprehensive Income (Loss)

Consolidated Statements of Comprehensive Loss

(In thousands)

1 unchanged sentence

2025 2024 2023

Net income (loss) $ 7,588 $ ( 75,840 ) $ 96,540

Other comprehensive (loss) income:

Net (loss) income $ ( 11,430 ) $ 7,588 $ ( 75,840 )

Other comprehensive loss:

cash flow hedges ( 68,733 ) ( 90,965 ) ( 100,031 )

Comprehensive (loss) income ( 83,377 ) ( 175,871 ) 422,088

Comprehensive loss (income) attributable to noncontrolling interests 45,894 62,019 ( 99,106 )

Comprehensive (loss) income attributable to common stockholders $ ( 37,483 ) $ ( 113,852 ) $ 322,982

Comprehensive loss ( 80,163 ) ( 83,377 ) ( 175,871 )

Comprehensive loss attributable to noncontrolling interests 52,965 45,894 62,019

Comprehensive loss attributable to common stockholders $ ( 27,198 ) $ ( 37,483 ) $ ( 113,852 )

See accompanying notes to the consolidated financial statements.

28 unchanged sentences

Contributions 5,400 28,000 125

Consolidation of JV 20,246 — —

Distributions ( 28,408 ) ( 31,590 ) ( 40,589 )

10 unchanged sentences

Total Equity Beginning balance $ 3,658,240 $ 3,845,397 $ 4,275,783

Net income (loss) 7,588 ( 75,840 ) 96,540

Net (loss) income ( 11,430 ) 7,588 ( 75,840 )

Cash flow hedge adjustments ( 68,733 ) ( 90,965 ) ( 100,031 )

Consolidation of JV 20,246 — —

Repurchases of OP Units with cash ( 351 ) ( 138 ) ( 2,406 )

13 unchanged sentences

Operating Activities

Net income (loss) $ 7,588 $ ( 75,840 ) $ 96,540

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

Net (loss) income $ ( 11,430 ) $ 7,588 $ ( 75,840 )

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

(Income) loss from unconsolidated Fund — ( 2,593 ) 34,643

Gain from consolidation of JV ( 47,212 ) — —

Depreciation and amortization 398,932 384,048 459,949

1 unchanged sentence

Straight-line rent ( 6,049 ) ( 2,248 ) ( 342 )

Loan premium amortized and written off ( 333 ) ( 460 ) ( 460 )

Loan premium/discount amortized/accreted and written off 336 ( 333 ) ( 460 )

Deferred loan costs amortized and written off 11,896 9,335 8,858

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Insurance recoveries for damage to real estate 3,926 3,573 2,181

Property acquisition — — ( 330,470 )

Acquisition of additional interest in unconsolidated Fund ( 5,214 ) ( 5,214 ) —

Cash assumed from consolidation of JV 25,589 — —

Acquisition of additional interests in unconsolidated Fund — ( 5,214 ) ( 5,214 )

Capital distributions from unconsolidated Fund — 269 80

4 unchanged sentences

Loan cost payments ( 31,207 ) ( 5,648 ) ( 6,269 )

Purchase of interest rate caps — — ( 481 )

Proceeds from sale of interest rate cap — — 444

Contributions from noncontrolling interests in consolidated JVs 5,400 28,000 125

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Non-cash Financing Transactions

Gain recorded in AOCI - consolidated derivatives $ 47,896 $ 45,364 $ 326,396

Gain recorded in AOCI - unconsolidated Fund's derivatives (our share) $ 5,417 $ 585 $ 3,780

(Loss) Gains recorded in AOCI - consolidated derivatives $ ( 7,650 ) $ 47,896 $ 45,364

Gains recorded in AOCI - unconsolidated Fund's derivatives (our share) $ — $ 5,417 $ 585

Dividends declared $ 127,263 $ 127,229 $ 128,262

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We are one of the largest owners and operators of high-quality office and multifamily properties in Los Angeles County, California and Honolulu, Hawaii.

Through our interest in our Operating Partnership and its subsidiaries, consolidated JVs and unconsolidated Fund, we focus on owning, acquiring, developing and managing a substantial market share of top-tier office properties and premier multifamily communities in neighborhoods that possess significant supply constraints, high-end executive housing and key lifestyle amenities.

Through our interest in our Operating Partnership, its subsidiaries, and our consolidated JVs, we focus on owning, acquiring, developing and managing a substantial market share of top-tier office properties and premier multifamily communities in neighborhoods that possess significant supply constraints, high-end executive housing and key lifestyle amenities.

The terms "us," "we" and "our" as used in the consolidated financial statements refer to Douglas Emmett, Inc.

and its subsidiaries on a consolidated basis.

At December 31, 2024, our Consolidated Portfolio consisted of (i) a 17.6 million square foot office portfolio, (ii) 4,472 multifamily apartment units and (iii) fee interests in two parcels of land from which we receive rent under ground leases.

We also manage and own an equity interest in an unconsolidated Fund which, at December 31, 2024, owned an additional 0.4 million square feet of office space.

We manage our unconsolidated Fund alongside our Consolidated Portfolio, and we therefore present the statistics for our office portfolio on a Total Portfolio basis.

At December 31, 2025, our Total Portfolio consisted of (i) an 18.0 million square foot office portfolio, which included a 456 thousand square foot office property under development, (ii) 5,445 multifamily apartment units, which included 1,035 apartment units under development, and (iii) fee interests in two parcels of land from which we receive rent under ground leases.

As of December 31, 2025, our portfolio consisted of the following (including ancillary retail space and excluding two parcels of land from which we receive rent under ground leases):

Consolidated Portfolio Total Portfolio

Total Portfolio

Wholly-owned properties 52

Consolidated JV properties 18

Unconsolidated Fund properties — 2

Wholly-owned properties 12

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The consolidated debt, excluding our consolidated JVs, was $ 3.81 billion and $ 3.73 billion as of December 31, 2025 and December 31, 2024.

We also consolidate five JVs through our Operating Partnership.

We consolidate our Operating Partnership and our five JVs because they are VIEs and we or our Operating Partnership are the primary beneficiary for each.

We also consolidate six JVs through our Operating Partnership.

We consolidate our Operating Partnership and our six JVs because they are VIEs and we or our Operating Partnership are the primary beneficiary for each.

On January 1, 2025, we commenced consolidating one of our JVs which was previously unconsolidated and accounted for using the equity method.

The JV owns two Class A office properties totaling 0.4 million square feet.

Douglas Emmett, Inc.

62 unchanged sentences

Investment in Unconsolidated Fund

As of December 31, 2024 and 2023, we managed and owned an equity interest in one unconsolidated Fund.

We account for our investment in our unconsolidated Fund using the equity method because we have significant influence but not control over the Fund.

Under the equity method, we initially recorded our investment in our Fund at cost, which includes acquisition basis difference and additional basis for capital raising costs, and subsequently adjust the investment balance for:

As of December 31, 2025, we did no t have any unconsolidated entities.

See Notes 3 and 6.

As of December 31, 2024, we managed and owned an equity interest in one unconsolidated Fund.

We accounted for our investment in the unconsolidated Fund using the equity method because we had significant influence but not control over the Fund.

(i) our share of the Fund's net income or losses, (ii) our share of the Fund's other comprehensive income or losses, (iii) our cash contributions to the Fund and (iv) our distributions received from the Fund.

If we sell our interest in the Fund, or if the Fund qualifies for consolidation, we would remove our investment in our unconsolidated Fund from our consolidated balance sheets.

Our investment in our unconsolidated Fund is included in Investment in unconsolidated Fund on the consolidated balance sheets.

Our investment in the unconsolidated Fund is included in Investment in unconsolidated Fund on the consolidated balance sheets.

Our share of our Fund's accumulated other comprehensive income or losses is included in Accumulated other comprehensive income (loss) on our consolidated balance sheets.

As of December 31, 2024 and 2023, the total investment basis difference included in our investment balance in our unconsolidated Fund was $ 4.0 million and $ 4.1 million, respectively.

Our share of the net income or losses from our Fund is included in Income (loss) from unconsolidated Fund in our consolidated statements of operations.

We periodically assess whether there has been any impairment that is other than temporary in our investment in our unconsolidated Fund.

An impairment charge would be recorded if events or changes in circumstances indicate that a decline in the fair value below the carrying value has occurred and the decline is other-than-temporary.

As of December 31, 2024, the total investment basis difference included in our investment balance in the unconsolidated Fund was $ 4.0 million.

Our share of the net income or losses from the Fund is included in Income (loss) from unconsolidated Fund in our consolidated statements of operations.

We periodically assessed whether there had been any impairment that was other than temporary in our investment in the unconsolidated Fund.

An impairment charge would be recorded if events or changes in circumstances indicate that a decline in the fair value below the carrying value had occurred and the decline is other-than-temporary.

Based upon such periodic assessments, we recorded an impairment charge of $ 36.2 million during 2023.

1 unchanged sentence

We did not record any impairment charges during 2025 and 2024.

On January 1, 2025, we amended the Fund's operating agreement such that the Fund became a VIE, and as the primary beneficiary of the VIE we will commence consolidating the JV on January 1, 2025.

The results of the consolidated JV will be included in our operating results from January 1, 2025 and we will no longer account for this investment using the equity method.

On January 1, 2025, we amended the Fund's operating agreement such that the Fund became a VIE, and as the primary beneficiary of the VIE we commenced consolidating the JV on January 1, 2025.

The results of the consolidated JV are included in our operating results from January 1, 2025 and we no longer account for this investment using the equity method.

See Notes 3 and 6.

Impairment of Long-Lived Assets

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Subsequent to year-end, in accordance with our policy, we perform reconciliations on a lease-by-lease basis and bill or credit each tenant for any differences between the estimated expenses we billed to the tenant and the actual expenses incurred.

The amounts billed to tenants during 2024, 2023 and 2022 were not material.

The amounts billed to tenants as a result of these reconciliations during 2025, 2024 and 2023 were not material.

Tenant recoveries were $ 51.3 million, $ 50.1 million and $ 61.6 million in 2025, 2024 and 2023, respectively.

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The amount by which insurance recoveries related to property damage exceed any losses recognized from that damage are recorded as Other income on our consolidated statements of operations when payment has been received or confirmation of the amount of proceeds has been received.

In January 2020, there was a fire in one of our residential property buildings.

We carry comprehensive liability and property insurance covering all of the properties in our portfolio under blanket insurance policies to cover these kinds of losses.

We recorded $ 1.3 million and $ 3.9 million of business interruption revenues during 2023 and 2022, respectively, which is included in Multifamily rental - Parking and other income on our consolidated statements of operations.

Interest Income

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If the old debt is determined to be extinguished then we (i) write off any unamortized deferred loan costs associated with the extinguished debt at the time of the extinguishment and remove the related cost and accumulated amortization from our consolidated balance sheets, (ii) expense all lender costs associated with the extinguishment, and (iii) defer and amortize all other costs incurred directly in connection with the extinguishment over the term of the new debt.

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

Deferred loan costs are presented on the consolidated balance sheets as a deduction from the carrying amount of our secured notes payable.

1 unchanged sentence

See Note 8 for our loan cost disclosures.

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

Debt Discounts and Premiums

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Other than the ASUs discussed below, the FASB has not issued any other ASUs that we expect to be applicable and have a material impact on our consolidated financial statements.

ASU 2023-0 7 "Improvements to Reportable Segment Disclosures" (Topic 280 - "Segment Reporting")

In November 2023, the FASB issued ASU No.

2023-07, which provides guidance on improvements to reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses.

The ASU is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024.

The requirements in the ASU should be applied on a retrospective basis.

We adopted the ASU for our fiscal year ended December 31, 2024 and provided additional segment disclosures.

We did not adopt any new ASUs in 2025.

ASUs Not Yet Adopted

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We expect to provide additional disclosures regarding our expenses in our future financial statement disclosures when we adopt the ASU.

ASU 2025-09 "Hedge Accounting Improvements" (Topic 815 "Derivatives and Hedging")

In November 2025, the FASB issued ASU No.

2025-09, which provides guidance on improvements to hedge accounting.

The ASU is effective for fiscal years beginning after December 15, 2026, and interim periods within that fiscal year.

The requirements in the ASU should be applied on a prospective basis.

We do not expect the ASU to have a material impact on our financial statements.

ASU 2025-11 "Narrow-Scope Improvements" (Topic 270 "Interim Reporting")

In December 2025, the FASB issued ASU No.

2025-11, which provides guidance on improvements to interim reporting disclosure requirements.

The ASU is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027.

The requirements in the ASU should be applied on a prospective or retrospective basis.

We do not expect the ASU to have a material impact on our financial statements.

Douglas Emmett, Inc.

11 unchanged sentences

__________________________________________________________________________________

(1) Net balances transferred from Building and improvements to Property under development for development projects was $ 13.9 million during 2025.

(2) Property under development balances transferred to Building and improvements for real estate placed into service were $ 9.6 million and $ 13.3 million during 2025 and 2024, respectively.

2022 Property Acquisition

Acquisition of 1221 Ocean Avenue

On April 26, 2022, we paid $ 330 million, excluding acquisition costs, to acquire a luxury multifamily apartment building with 120 units, located at 1221 Ocean Avenue in Santa Monica.

We acquired the property through a new consolidated JV that we manage and in which we own a 55 % interest.

We accounted for the acquisition as an asset acquisition and the acquired property's operating results are included in our consolidated operating results from the date of acquisition.

The table below summarizes the purchase price allocation for the acquisition.

The contract price and the purchase price allocation total in the table below differ due to acquisition costs, prorations and similar adjustments:

(In thousands) Purchase Price Allocation

Land $ 22,086

Consolidation of Partnership X

Partnership X is a JV through which we and another investor own two Class A office properties totaling 0.4 million square feet in the Los Angeles submarkets of Brentwood and Beverly Hills.

On January 1, 2025, we amended the operating agreement of Partnership X resulting in Partnership X becoming a VIE, and we became the primary beneficiary and commenced consolidating Partnership X on January 1, 2025.

The results of the Partnership X are included in our operating results from January 1, 2025.

Before January 1, 2025, Partnership X was accounted for using the equity method, and our share of Partnership X's net income was included in our statements of operations in Income from unconsolidated Fund.

The consolidation of Partnership X required us to recognize the JV's identifiable assets and liabilities at fair value in our consolidated financial statements, along with the fair value of the non-controlling interest of $ 20.2 million.

We recognized a gain of $ 47.2 million to adjust the carrying value of our existing investment in the JV to its estimated fair value upon consolidation.

The gain was determined by taking the difference between:

(a) the fair value of Partnership X’s assets less its liabilities and (b) the sum of the fair value of the noncontrolling interest, the carrying value of our investment in Partnership X, and our share of Partnership X's other comprehensive income.

We determined the fair value of Partnership X’s assets and liabilities upon initial consolidation using our estimates of expected future cash flows and other valuation techniques.

We estimated the fair values of Partnership X’s properties by using the income and sales comparison valuation approaches which included, but are not limited to, our estimates of rental rates, comparable sales, revenue growth rates, capitalization rates and discount rates.

Assumed debt was recorded at fair value based upon the present value of the expected future payments and current interest rates.

Other acquired assets, including cash and assumed liabilities were recorded at cost due to the short-term nature of the balances.

The table below summarizes the adjusted relative purchase price allocation for the initial consolidation of the JV.

(In thousands) JV Consolidation

Buildings and improvements 157,956

Tenant improvements and lease intangibles 7,861

Acquired below-market leases ( 18,542 )

Other liabilities assumed ( 1,619 )

Net assets and liabilities acquired $ 330,470

Barrington Plaza

During the second quarter of 2023, we removed our Barrington Plaza Apartments property in Los Angeles from the rental market.

In connection with the remova l of the aforementioned property from the rental market, we accelerated and recorded additional depreciation expense of $ 82.1 million during 2023, which is included in Depreciation and amortization on our consolidated statements of operations.

Acquired lease intangible assets and liabilities, net ( 602 )

Interest rate contract assets 6,459

Secured note payable, net ( 112,995 )

Other assets and liabilities, net 23,501

Net assets and liabilities consolidated $ 86,466

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

Acquisition of 10900 Wilshire

On January 2, 2025, a consolidated JV that we manage, and in which we own a 30 % interest, acquired a 17 -story, 247,000 square foot office building at 10900 Wilshire Boulevard in Westwood.

Title to the property was transferred following the purchase of a secured note by the JV in 2024, which was partially financed by a $ 61.8 million loan.

See Note 8 for our debt disclosures.

We accounted for the acquisition as an asset acquisition and the acquired property's operating results are included in our consolidated operating results from the date of acquisition.

The table below summarizes the relative fair values of the assets acquired and liabilities assumed.

(In thousands) 10900 Wilshire

Buildings and improvements $ 80,865

Tenant improvements and lease intangibles $ 4,035

Acquired lease intangible assets and liabilities, net $ 1,074

The Landmark Residences (Formerly Barrington Plaza)

During the second quarter of 2023, we removed The Landmark Residences (formerly Barrington Plaza) residential property in Los Angeles from the rental market.

In connection with the remova l of the property from the rental market, we accelerated and recorded additional depreciation expense of $ 82.1 million during 2023, which is included in Depreciation and amortization on our consolidated statements of operations.

We pay rent under a ground lease located in Honolulu, Hawaii, which expires on December 31, 2086.

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Investment in Unconsolidated Fund

Description of our Fund

As of December 31, 2024, we managed and owned an equity interest of 74.0 % in an unconsolidated Fund, Partnership X, through which we and another investor in the Fund owned two office properties totaling 0.4 million square feet.

During 2022 and 2023, we owned an equity interest of 33.5 % in the Fund.

On December 31, 2023, we purchased an additional 20.2 % equity interest in the Fund which increased our equity interest in the Fund to 53.8 %.

On February 29, 2024, we purchased an additional 20.2 % equity interest in the Fund which increased our equity interest in the Fund to 74.0 %.

Partnership X pays us fees and reimburses us for certain expenses related to property management and other services we provide, which are included in Other income on our consolidated statements of operations.

Partnership X, a JV through which we and another investor own two Class A office properties totaling 0.4 million square feet, was consolidated on January 1, 2025.

Before January 1, 2025, Partnership X was accounted for using the equity method.

On December 31, 2023, we purchased an additional 20.2 % equity interest in Partnership X, which increased our equity interest to 53.8 %.

On February 29, 2024, we purchased an additional 20.2 % equity interest in Partnership X, which increased our equity interest to 74.0 %.

Partnership X pays us fees and reimburses us for certain expenses related to property management and other services we provide.

For th e year ended December 31, 2025, the respective transactions are eliminated in consolidation.

F or th e years ended December 31, 2024 and December 31, 2023, when we accounted for our investment in Partnership X using the equity method, those amounts are included in Other income on our consolidated statements of operations.

We also receive distributions based on invested capital and on any profits that exceed certain specified cash returns to the investors.

For th e year ended December 31, 2025, the respective transactions are eliminated in consolidation.

The table below presents the cash distributions we received from Partnership X:

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Summarized Financial Information for Partnership X

The tables below present selected financial information for Partnership X.

The tables below present selected financial information for Partnership X before January 1, 2025 (when we accounted for our investment in Partnership X using the equity method).

The amounts presented reflect 100 % (not our pro-rata share) of the amounts related to the Fund, and are based upon historical book value:

(In thousands) December 31, 2024 December 31, 2023

(In thousands) December 31, 2024

Total assets $ 145,626

12 unchanged sentences

Deposit with lender (2)

14,072 13,440

Furniture, fixtures and equipment, net 6,977 6,833

2 unchanged sentences

_______________________________________________________________________

(1) Includes a note receivable that we purchased during December 2024 through a consolidated JV.

The note receivable is secured by a property.

(1) As of December 31, 2024, includes a note receivable that we purchased during December 2024 through a consolidated JV.

The note receivable was secured by a property.

In January 2025, the respective JV received the title to the property.

(2) In connection with the Barrington Plaza loan, we deposited cash into an interest-bearing collateral account with the lender.

See our debt disclosures in Note 8 (note 7 to the table) for more detail regarding the loan and the cash deposited.

See "Acquisition of 10900 Wilshire" in Note 3.

(2) In connection with The Landmark Residences (formerly Barrington Plaza) loan, we deposited cash into an interest-bearing collateral account with the lender.

During August 2025, we paid off the loan and the lender refunded the deposit.

Douglas Emmett, Inc.

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Secured Notes Payable, Net

Principal Balance as of December 31, 2024 Principal Balance as of December 31, 2023 Variable Interest Rate Fixed Interest

Principal Balance as of December 31, 2025 Principal Balance as of December 31, 2024 Variable Interest Rate (2)

Fixed Interest

Swap Maturity Date

1 unchanged sentence

Consolidated Wholly-Owned Subsidiaries

Fannie Mae loan (4)

N/A $ — $ 102,400 N/A N/A N/A

Term loan (5)

3/3/2025 $ 335,000 $ 335,000 SOFR + 1.41 %

N/A — 200,000 N/A N/A N/A

Fannie Mae loan (6)

4/1/2025 102,400 102,400 SOFR + 1.36 %

N/A — 550,000 N/A N/A N/A

Fannie Mae loan (6)

N/A — 255,000 N/A N/A N/A

Fannie Mae loan (6)

N/A — 125,000 N/A N/A N/A

Term loan (7)

8/15/2026 415,000 415,000 SOFR + 1.20 %

Term loan 9/19/2026 366,000 366,000 SOFR + 1.25 %

Term loan 11/1/2026 400,000 400,000 SOFR + 1.25 %

Term loan 5/18/2028 300,000 300,000 SOFR + 1.51 %

2.21 % 6/1/2026

Term loan (3)(5)

9/19/2026 366,000 400,000 SOFR + 1.25 %

Term loan (3)(6)

9/26/2026 200,000 200,000 SOFR + 1.30 %

Term loan (3)(6)

11/1/2026 400,000 400,000 SOFR + 1.25 %

Term loan 1/1/2029 300,000 300,000 SOFR + 1.56 %

2.66 % 1/1/2027

Fannie Mae loan (4)

4/1/2030 127,200 — N/A 4.99 % N/A

Fannie Mae loans (6)

9/1/2030 941,477 — N/A 4.80 % N/A

Construction loan (8)

12/10/2030 49,506 — SOFR + 2.45 %

Term loan (9)

5/18/2028 300,000 300,000 SOFR + 1.51 %

2.21 % 6/1/2026

3/3/2032 336,639 335,000 N/A 4.57 % N/A

Term loan (5)

4 unchanged sentences

3.65 % 6/1/2027

Fannie Mae loan (3)

6/1/2029 125,000 125,000 SOFR + 1.09 %

3.25 % 6/1/2027

Fannie Mae loan (3)(8)

8/1/2033 350,000 350,000 SOFR + 1.37 %

Term loan (11)

3 unchanged sentences

Term loan (12)

N/A — 400,000 N/A N/A N/A

5/15/2027 380,000 450,000 SOFR + 1.45 %

Term loan (13)

10 unchanged sentences

3.90 % 5/1/2026

Fannie Mae loan (3)

6/1/2029 160,000 160,000 SOFR + 1.09 %

Fannie Mae loan 6/1/2029 160,000 160,000 SOFR + 1.09 %

3.25 % 7/1/2027

3 unchanged sentences

5,593,367 5,521,889

Unamortized loan premium, net (15)

Unamortized loan premium/discount, net (19)

Unamortized deferred loan costs, net (20)

3 unchanged sentences

Except as noted below, our loans:

(i) are non-recourse, (ii) are secured by separate collateral pools consisting of one or more properties and other collateral, (iii) require interest-only monthly payments with the outstanding principal due upon maturity, and (iv) contain certain financial covenants which could require us to deposit excess cash flow with the lender under certain circumstances unless we (at our option) either provide a guarantee or additional collateral or pay down the loan within certain parameters set forth in the loan documents.

(i) are non-recourse, (ii) are secured by separate collateral pools consisting of one or more properties, (iii) require interest-only monthly payments with the outstanding principal due upon maturity, and (iv) contain certain financial covenants which could require us to deposit excess cash flow with the lender under certain circumstances unless we (at our option) either provide a guarantee or additional collateral or pay down the loan within certain parameters set forth in the loan documents.

Certain loans with maturity date extension options require us to meet minimum financial thresholds in order to extend the loan maturity date.

(1) Maturity dates include extension options.

(2) Effective rate as of December 31, 2024.

Includes the effect of interest rate swaps (if applicable) and excludes the effect of prepaid loan fees and loan premiums.

See Note 10 for details of our interest rate swaps.

See further below for details of our loan costs and loan premiums.

(3) The loan agreement includes a zero -percent SOFR floor.

(2) All of our floating rate debt agreements include a zero -percent SOFR floor.

If the loan is swap-fixed then the related swaps do not include such a floor.

(4) We are currently in the process of negotiating an amendment and extension of this loan.

If the amendment is not finalized by the due date, the holding period and carrying value for the asset encumbered by the loan may be affected.

(5) During September 2024, we paid the loan principal down by $ 34.0 million in order to meet a minimum financial threshold to exercise an extension option.

The related swaps expired during September 2024.

(6) The swaps expired on October 1, 2024.

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

(7) The loan is secured by four residential properties.

A portion of the loan totaling $ 472 million has a lender-required out-of-the-money interest rate cap at a weighted average of 8.99 % until July 2026 .

For the portion of the loan relating to Barrington Plaza, in connection with the redevelopment of that property, t he lender is treating the debt as a construction loan and we signed a construction completion guarantee in January 2024.

See "Guarantees" in Note 17.

The lender also required a $ 13.3 million cash deposit, which we placed into an interest-bearing collateral account during 2023.

The lender will return the deposit at the earlier of August 2026 or when the loan is paid in full.

The deposit is included in Other assets in our consolidated balance sheets.

(3) Effective rate as of December 31, 2025.

Includes the effect of interest rate swaps (if applicable) and excludes the effect of points and prepaid loan fees, and loan premiums/discounts.

See Note 10 for details of our interest rate swaps.

See further below for details of our loan costs and loan premiums/discounts.

(4) During March 2025, we closed a $ 127.2 million term loan and used part of the proceeds to pay off a $ 102.4 million term loan.

We paid upfront points totaling 125 basis points when we closed the loan.

(5) During July 2025, we refinanced a $ 200.0 million term loan.

(6) During August 2025, we closed eight loans with an aggregate principal amount of $ 941.5 million.

These loans are aggregated in the table for reporting purposes due to their identical terms.

We used part of the proceeds from the new loans to pay off three loans with an aggregate principal amount of $ 930.0 million.

We paid upfront points totaling 125 basis points when we closed the loan.

(7) The interest rate swaps related to this loan expired on August 1, 2025.

(8) In December 2025, we closed a construction loan for up to $ 375.0 million for The Landmark Residences (formerly Barrington Plaza).

The loan has a floating interest rate.

We entered into accreting swaps starting January 2, 2026 that mature January 1, 2030 to effectively fix the interest rate on 75 % of the increasing estimated balance outstanding under this loan at 5.80 %.

We made certain guarantees related to the loan, including the completion of the development project.

(9) We modified and extended the loan for seven years , effective March 3, 2025.

The loan consists of a $ 200.0 million note that bears interest at 4.5 %, of which 2.825 % is accrued, and a $ 135.0 million note that accrues interest at 6.0 %.

The accrued interest for both notes is due at maturity and is not subject to compounding.

See Note 9 regarding the accrued interest on the loan.

The weighted average face rate on the principal balance is 5.10 %, and the effective rate as a result of the non-compounding is 4.57 %.

The loan includes a revolving credit facility of $ 12.5 million, which accrues interest at 5.5 %.

As of December 31, 2025, the outstanding balance on the revolving credit facility was $ 1.6 million.

(10) The loan has a lender-required out-of-the-money interest rate cap at an interest rate of 7.84 % until August 2026.

$ 380.0 million of swaps were previously associated with other debt that we paid off in August 2025.

They continue to hedge our remaining floating rate debt.

For purposes of this table we have applied $ 350.0 million to this loan and the remaining $ 30.0 million has been applied to our pool of floating rate debt.

(11) The loan requires monthly payments of principal and interest.

The principal amortization is based upon a 30-year amortization schedule.

(10) We paid off the loan during the fourth quarter of 2024.

(11) We closed this loan during December 2024.

The interest rate is SOFR + 2.5 % and we used interest rate swaps to swap fix the rate at 6.36 %.

The swaps are effective on January 6, 2025.

(12) In May 2025, the JV made a $ 70.0 million loan principal payment to extend the loan for up to two years .

The related interest rate swaps expired in April 2025, and in May 2025, the JV purchased an interest rate cap which capped the interest rate at 7.45 % until May 2026.

(13) The interest rate swaps related to this loan expired on June 1, 2025.

In November 2025, the JV made a $ 60.0 million loan principal payment and entered into a new interest rate swap agreement.

(14) The loan for a fund that we commenced consolidating on January 1, 2025.

(15) The loan requires monthly payments of principal and interest for twelve months commencing on January 5, 2028 based upon a 25-year principal amortization schedule.

1 unchanged sentence

See "Guarantees" in Note 17.

(13) We closed the loan during December 2024.

(17) The interest rate is fixed at 6 % until July 8, 2027 and then increases to 6.25 % for the remaining loan term.

(14) The table does not include our unconsolidated Fund's loan - see "Guarantees" in Note 17.

(18) See Note 14 for our debt fair value disclosures.

(15) Balances are net of accumulated amortization of $ 1.4 million and $ 4.1 million at December 31, 2024 and December 31, 2023, respectively.

(19) Balances are net of accumulated amortization/accretion of $ 1.1 million and $ 1.4 million at December 31, 2025 and December 31, 2024, respectively.

(20) Balances are net of accumulated amortization of $ 55.8 million and $ 56.9 million at December 31, 2025 and December 31, 2024, respectively.

Debt Statistics

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

The table below summarizes our consolidated fixed and floating rate debt.

The statistics include the impact of $ 30.0 million of swaps and $ 472.0 million of caps that are not assigned to loans in the debt table at the beginning of this footnote.

(In thousands) Principal Balance as of December 31, 2025 Principal Balance as of December 31, 2024

5 unchanged sentences

The table below summarizes certain consolidated debt statistics as of December 31, 2025.

The statistics include the impact of $ 30.0 million of swaps (maturing June 1, 2027) that are not assigned to loans in the debt table at the beginning of this footnote.

Statistics for consolidated loans with interest fixed under the terms of the loan or a swap

Principal balance (in billions) $ 3.22

Principal balance (in thousands) $ 4,012,861

Weighted average remaining life (including extension options) 4.3 years

1 unchanged sentence

Weighted average annual interest rate 4.39 %

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

Future Principal Payments

6 unchanged sentences

2030 1,181,117

2028 1,251,081

2029 1,016,131

Thereafter 907,018

2 unchanged sentences

(1) Some of our loan agreements require that we meet certain minimum financial thresholds to be able to extend the loan maturity.

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

Loan Premium and Loan Costs

2 unchanged sentences

(In thousands) 2025 2024 2023

Loan premium amortized and written off $ ( 333 ) $ ( 460 ) $ ( 460 )

Loan premium/discount (amortized)/accreted and written off, net $ 336 $ ( 333 ) $ ( 460 )

Deferred loan costs amortized and written off 11,896 9,335 8,858

4 unchanged sentences

Interest payable (1)

$ 32,416 $ 19,584

Accounts payable and accrued liabilities 56,708 60,131

1 unchanged sentence

Total interest payable, accounts payable and deferred revenue $ 139,959 $ 131,011

________________________________________________

(1) At December 31, 2025, includes accrued interest of $ 11.5 million for a term loan that matures in March 2032.

The accrued interest is due at maturity and is not subject to compounding.

See Note 8 for more information regarding our debt.

Douglas Emmett, Inc.

8 unchanged sentences

21 $ 2,520,000

Derivatives Not Designated as Cash Flow Hedges:

Consolidated derivatives - caps (1)(2)(3)

Unconsolidated Fund's derivatives - swaps (2)(3)(4)

6 $ 1,202,000

___________________________________________________

(1) The notional amount reflects 100 %, not our pro-rata share, of our consolidated JVs' derivatives.

2 unchanged sentences

(3) See Note 14 for our derivative fair value disclosures.

(4) The notional amount reflects 100 %, not our pro-rata share, of our unconsolidated Fund's derivatives.

See Note 6 for more information about our Fund, including our equity interest percentage.

See "Guarantees" in Note 17 for more information about our Fund's hedged debt.

Counterparty Credit Risk

7 unchanged sentences

___________________________________________________

(1) The amounts reflect 100 %, not our pro-rata share, of our consolidated JVs' derivatives.

(2) The amounts reflect 100 %, not our pro-rata share, of our unconsolidated Fund's derivatives.

For more information about our Fund, including our equity interest percentage, see Note 6.

(2) We consolidated Partnership X commencing on January 1, 2025.

The amount in the comparable period reflect 100 %, not our pro-rata share, of Partnership X's derivatives.

For more information about Partnership X, including our equity interest percentage, see Note 6.

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

Credit-risk-related Contingent Features

Certain of our swaps include credit-risk related contingent features.

For example, we have agreements with certain of our interest rate swap counterparties that contain a provision under which we could be declared in default on our derivative obligations if repayment of the underlying indebtedness that we are hedging is accelerated by the lender due to our default on the indebtedness.

As of December 31, 2025, there have been no events of default with respect to our interest rate swaps or our consolidated JVs' interest rate swaps.

We do not post collateral for our interest rate swap contract liabilities.

The fair value of our interest rate swap contract liabilities, including accrued interest and excluding credit risk adjustments, was as follows:

(In thousands) December 31, 2025 December 31, 2024

Consolidated derivatives (1)(2)

___________________________________________________

(1) The amounts include 100 %, not our pro-rata share, of our consolidated JVs' derivatives.

(2) We did not have any consolidated swaps in a liability position as of December 31, 2024.

Impact of Hedges on AOCI and the Consolidated Statements of Operations

4 unchanged sentences

Consolidated derivatives:

Gains recorded in AOCI before reclassifications (1)

(Loss) gains recorded in AOCI before reclassifications (1)

$ ( 7,650 ) $ 47,896 $ 45,364

8 unchanged sentences

Income (loss) from unconsolidated Fund presented on the consolidated statements of operations $ — $ 2,593 $ ( 34,643 )

Gain reclassified from AOCI to Gain from consolidation of JV (3)

$ ( 4,762 ) $ — $ —

Gain from consolidation of JV presented on the consolidated statements of operations (3)

$ 47,212 $ — $ —

Derivatives Not Designated as Cash Flow Hedges:

3 unchanged sentences

(1) See Note 11 for our AOCI reconciliation.

(2) We calculate our share by multiplying the total amount for the Fund by our equity interest in the Fund.

For more information about our Fund, including our equity interest percentage, see Note 6.

(3) Gains and losses from non-designated interest rate caps offset each other during the periods presented.

The respective caps expired on July 1, 2023.

(2) We did not have any unconsolidated entities during the year ended December 31, 2025.

For the comparable period, we calculate our share by multiplying the total amount for the Fund by our equity interest in the Fund.

For more information about the Fund, including our equity interest percentage, see Note 6.

(3) We consolidated Partnership X commencing on January 1, 2025.

Our share of the Partnership X's OCI on January 1, 2025 was reclassified to the gain from consolidation we recorded.

Future Reclassifications from AOCI

At December 31, 2024, our estimate of the AOCI related to derivatives designated as cash flow hedges that will be reclassified to earnings during the next year is as follows:

(In thousands)

Consolidated derivatives:

Gains to be reclassified from AOCI to Interest Expense $ 51,246

Unconsolidated Fund's derivatives (our share) (1) :

Gains to be reclassified from AOCI to Income (loss) from unconsolidated Fund $ 2,845

______________________________________________

(1) We calculate our share by multiplying the total amount for our Fund by our equity interest in the Fund.

For more information about our Fund, including our equity interest percentage, see Note 6.

At December 31, 2025, we estimate that $ 15.3 million of gains in AOCI related to derivatives designated as cash flow hedges will be reclassified to interest expense during the next year.

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

• We acquired 27 thousand OP Units in exchange for issuing an equal number of shares of our common stock to the holders of the OP Units.

• We acquired 24 thousand OP Units for $ 351 thousand in cash.

• In June 2025, one of our consolidated JVs raised $ 12.0 million of additional capital.

We contributed $ 6.6 million of cash to the JV and another investor contributed $ 5.4 million of cash to the JV.

• We entered into a new consolidated JV in December 2024 that we manage and in which we own a 30 % interest.

5 unchanged sentences

• We acquired 209 thousand OP Units for $ 2.4 million in cash.

• We acquired 281 thousand OP Units in exchange for issuing an equal number of shares of our common stock to the holders of the OP Units.

• We acquired 10 thousand OP Units for $ 337 thousand in cash.

• We acquired a multifamily apartment building through a new consolidated JV that we manage and in which we own a 55 % interest.

See Note 3 for more information regarding the property we purchased.

We contributed $ 99.0 million to the JV and an outside investor contributed $ 81.0 million to the JV.

Noncontrolling Interests

Our noncontrolling interests consist of interests in our Operating Partnership and consolidated JVs which are not owned by us.

See Note 3 regarding the noncontrolling interest in the Partnership X JV we consolidated on January 1, 2025.

As of December 31, 2025, noncontrolling interests in our Operating Partnership owned 38.2 million OP Units and fully-vested LTIP Units, which represented approximately 18.6 % of our Operating Partnership's total outstanding interests, and we owned 167.5 million OP Units (to match our 167.5 million shares of outstanding common stock), which represented approximately 81.4 % of our Operating Partnership's total outstanding interests.

19 unchanged sentences

(In thousands) 2025 2024 2023

Accumulated Other Comprehensive Income (Loss) - Beginning balance $ 115,917 $ 187,063 $ ( 38,774 )

Accumulated Other Comprehensive Income - Beginning balance $ 54,917 $ 115,917 $ 187,063

Consolidated derivatives:

Other comprehensive income before reclassifications 47,896 45,364 326,396

Other comprehensive (loss) income before reclassifications ( 7,650 ) 47,896 45,364

Reclassification of gains from AOCI to Interest Expense ( 56,321 ) ( 140,615 ) ( 144,318 )

1 unchanged sentence

Other comprehensive income before reclassifications — 5,417 585

Reclassification of gains from AOCI to Income (loss) from unconsolidated Fund ( 3,663 ) ( 1,662 ) ( 341 )

Reclassification of gains from AOCI to Income from unconsolidated Fund — ( 3,663 ) ( 1,662 )

Consolidation of unconsolidated Fund (3)

( 4,762 ) — —

Net current period OCI ( 68,733 ) ( 90,965 ) ( 100,031 )

4 unchanged sentences

(1) See Note 10 for the details of our derivatives and Note 14 for our derivative fair value disclosures.

(2) We calculate our share by multiplying the total amount for our Fund by our equity interest in the Fund.

(2) We did not have any unconsolidated entities during the year ended December 31, 2025.

For the comparable periods, we calculate our share by multiplying the total amount for our Fund by our equity interest in the Fund.

For more information about our Fund, including our equity interest percentage, see Note 6.

(3) We consolidated Partnership X commencing on January 1, 2025.

Our share of Partnership X's OCI on January 1, 2025 was reclassified to the gain from consolidation we recorded.

Douglas Emmett, Inc.

104 unchanged sentences

The calculation incorporates observable market interest rates which we consider to be Level 2 inputs, assumes that the loans will be outstanding through maturity, and includes any maturity extension options.

The table below presents the estimated fair value and carrying value of our secured notes payable, the carrying value includes unamortized loan premium and excludes unamortized deferred loan fees:

The table below presents the estimated fair value and carrying value of our secured notes payable, the carrying value includes unamortized loan premium/discount and excludes unamortized deferred loan fees:

(In thousands) December 31, 2025 December 31, 2024

20 unchanged sentences

The table below presents the estimated fair value of our derivatives.

We did not have any consolidated or unconsolidated derivatives in a liability position for the periods presented.

(In thousands) December 31, 2025 December 31, 2024

3 unchanged sentences

Fair value - unconsolidated Fund's derivatives (2)

$ 6,459 $ 9,150

Derivatives Liabilities:

Fair value - consolidated derivatives $ 6,437 $ —

___________________________________________________________________________________

1 unchanged sentence

The fair values exclude accrued interest which is included in interest payable on our consolidated balance sheets.

(2) Unconsolidated Fund's derivatives, which reflect 100 %, not our pro-rata share, of our unconsolidated Fund's derivatives.

(2) We consolidated Partnership X commencing on January 1, 2025.

For the comparable period, the unconsolidated Fund's derivatives, reflect 100 %, not our pro-rata share, of our unconsolidated Fund's derivatives.

Our pro-rata share of the amounts related to the unconsolidated Fund's derivatives is included in our Investment in unconsolidated Fund on our consolidated balance sheets.

See Note 6 for more information about our Fund, including our equity interest percentage, and see "Guarantees" in Note 17 regarding our Fund's derivatives.

Items measured at fair value on a non-recurring basis

Equity method investment

As of December 31, 2024 and 2023, we managed and owned an equity interest in one unconsolidated Fund.

We account for our investment in our unconsolidated Fund using the equity method.

Our investment in our unconsolidated Fund is presented on the consolidated balance sheet at carrying value.

On December 31, 2023, we recorded an impairment charge of $ 36.2 million, which reduced the carrying value of our investment in our unconsolidated Fund to its fair value of $ 10.8 million.

The estimated fair value of our investment in the unconsolidated Fund, used to calculate the impairment charge, was calculated using level 3 inputs for the Fund's investment in real estate.

The fair value of the Fund's investment in real estate was based upon the negotiated purchase price for our purchase of an additional 20.2 % equity interest in the Fund on December 31, 2023.

As of December 31, 2023, the carrying value presented on our consolidated balance sheet of $ 16.0 million includes the acquisition of our additional interest.

No impairment charges occurred during 2024 or 2022.

See Note 6 for more information about Partnership X, including our equity interest percentage.

Douglas Emmett, Inc.

27 unchanged sentences

Net loss attributable to noncontrolling interests ( 27,697 ) ( 15,929 ) ( 33,134 )

Net income (loss) 7,588 ( 75,840 ) 96,540

Net (loss) income ( 11,430 ) 7,588 ( 75,840 )

General and administrative expenses 46,664 45,356 49,236

4 unchanged sentences

Interest expense 266,675 229,442 209,468

Gain from consolidation of JV ( 47,212 ) — —

Total profit from all segments $ 636,045 $ 636,220 $ 658,855

12 unchanged sentences

The amounts assume that early termination options held by tenants will not be exercised.

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

Commitments, Contingencies and Guarantees

2 unchanged sentences

Excluding ordinary, routine litigation incidental to our business, we are not currently a party to any legal proceedings that we believe would reasonably be expected to have a materially adverse effect on our business, financial condition or results of operations.

Barrington Plaza

The Landmark Residences (Formerly Barrington Plaza)

In May 2023, we used a state law, the Ellis Act, to begin moving tenants out of the buildings in order to complete fire and life safety retrofits.

We are appealing a recent ruling by a trial court in Santa Monica that the Ellis Act wasn’t the proper avenue for removing those tenants.

We do not expect the ruling to have a meaningful impact on the anticipated timing, cost, or ultimate plans for the Barrington Plaza property, and continue to coordinate with the City of Los Angeles to comply with its order to sprinkler the Barrington Plaza property and to complete other fire life safety work.

We are currently in litigation with the insurance providers in 2020 for Barrington Plaza to recover certain costs associated with reconstruction.

We are appealing a ruling by a trial court in Santa Monica that the Ellis Act wasn’t the proper avenue for removing those tenants.

We do not expect the ruling to have a meaningful impact on the anticipated timing, cost, or ultimate plans for The Landmark Residences property, and continue to coordinate with the City of Los Angeles to comply with its order to sprinkler The Landmark Residences property and to complete other fire life safety work.

We are currently in litigation with the insurance providers in 2020 for The Landmark Residences to recover certain costs associated with reconstruction.

Concentration of Risk

5 unchanged sentences

During 2025, 2024 and 2023, no tenant accounted for more than 10% of our total revenues.

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

Geographic Risk

All of our properties, including our consolidated JVs and our unconsolidated Fund's properties, are located in Los Angeles County, California and Honolulu, Hawaii, and we are therefore susceptible to adverse economic and regulatory developments, as well as natural disasters, in those markets.

All of our properties, including our consolidated JVs' properties, are located in Los Angeles County, California and Honolulu, Hawaii, and we are therefore susceptible to adverse economic and regulatory developments, as well as natural disasters, in those markets.

Derivative Counterparty Credit Risk

10 unchanged sentences

banking institution are insured by the FDIC up to $250 thousand.

Douglas Emmett, Inc.

Notes to Consolidated Financial Statements (continued)

Asset Retirement Obligations

1 unchanged sentence

A liability for a conditional asset retirement obligation must be recorded if the fair value of the obligation can be reasonably estimated.

Environmental site assessments have identified thirty-three buildings in our Consolidated Portfolio which contain asbestos, and would have to be removed in compliance with applicable environmental regulations if these properties are demolished or undergo major renovations.

Environmental site assessments have identified thirty-three buildings in our Total Portfolio which contain asbestos, and would have to be removed in compliance with applicable environmental regulations if these properties are demolished or undergo major renovations.

As of December 31, 2025, the obligations to remove the asbestos from properties which are currently undergoing major renovations, or that we plan to renovate in the future, are not material to our consolidated financial statements.

8 unchanged sentences

See Note 8 for more information regarding our debt.

During 2023, we removed our Barrington Plaza Apartments property in Los Angeles from the rental market.

See Note 3, "Barrington Plaza." The reconstruction of this property is expected to take a number of years at a cost of several hundred million dollars.

The lender is treating the $ 210.0 million Barrington Plaza loan, which matures on June 1, 2027 , as a construction loan, and we signed a construction completion guarantee in January 2024.

The guarantee will remain in effect until either the construction is completed or the loan is paid in full.

As of December 31, 2024, we estimate the risk of loss for this guarantee to be low.

See Note 8 for more information regarding our debt.

Unconsolidated Fund Guarantees

Our unconsolidated Fund, Partnership X, has a $ 115.0 million floating-rate term loan that matures on September 14, 2028 .

The loan carries interest at SOFR + 1.46 % (with a zero -percent SOFR floor), which has been effectively fixed at 2.19 % until October 1, 2026 with interest rate swaps (which do not have zero -percent SOFR floors).

The loan is secured by two properties held by Partnership X and is non-recourse.

We have made certain environmental and other limited indemnities and guarantees covering customary non-recourse carve-outs for Partnership X's loan, and we have also guaranteed the related swaps.

Partnership X has agreed to indemnify us for any amounts that we would be required to pay under these agreements.

As of December 31, 2024, assuming that SOFR does not decrease below zero -percent, the maximum future interest payments for the swaps were $ 1.7 million.

As of December 31, 2024, all of the obligations under the related loan and swap agreements have been performed in accordance with the terms of those agreements.

As of December 31, 2024, we estimate the risk of loss for the various indemnities and guarantees to be low.

See Note 6 for more information regarding Partnership X.

Subsequent Events

In January 2025, we acquired a 17-story, 247,000 square foot office building located at 10900 Wilshire Boulevard in Westwood, adjacent to several of our existing properties.

Title to the property was transferred following the purchase of a secured note by a consolidated JV that we manage and in which we own a 30 % interest.

Douglas Emmett, Inc.

10 unchanged sentences

100 Wilshire $ 252,034 $ 12,769 $ 78,447 $ 161,587 $ 27,111 $ 225,692 $ 252,803 $ 105,982 1968/2002/2019 1999

150 S Rodeo 32,555 2,344 52,121 3,220 2,343 55,342 57,685 1,961 1991/2012 2011

233 Wilshire 50,331 9,263 130,426 3,857 9,263 134,283 143,546 34,162 1975/2008-2009 2016

13 unchanged sentences

10900 Wilshire 61,750 9,029 84,900 ( 175 ) 9,029 84,725 93,754 3,018 1981/2016 2025

10960 Wilshire 189,456 45,844 429,769 19,304 45,852 449,065 494,917 124,928 1971/2006 2016

11777 San Vicente 44,412 5,032 15,768 31,144 6,714 45,230 51,944 21,197 1974/1998 1999

22 unchanged sentences

Encino Terrace 96,592 12,535 59,554 101,134 15,533 157,690 173,223 79,340 1986 1999

Executive Tower — 6,660 32,045 57,942 9,471 87,176 96,647 42,051 1989 1995

Douglas Emmett, Inc.

9 unchanged sentences

Office Properties (continued)

Executive Tower — 6,660 32,045 58,240 9,471 87,474 96,945 44,376 1989 1995

First Financial Plaza 54,077 12,092 81,104 7,147 12,092 88,251 100,343 28,584 1986 2015

26 unchanged sentences

Westwood Place 71,000 8,542 44,419 70,268 11,448 111,781 123,229 48,773 1987/2023 1999

Wilshire Bundy Plaza 82,445 1,942 113,696 ( 438 ) 1,942 113,258 115,200 4,151 1984/1998 2010

Multifamily Properties

1 unchanged sentence

1221 Ocean Avenue 175,000 22,086 328,545 6,194 22,085 334,740 356,825 36,948 1971/2000 2022

Barrington Plaza (7)

210,000 28,568 81,485 146,385 58,208 198,230 256,438 173,577 1963/1998 1998

Barrington/Kiowa 16,358 5,720 10,052 1,559 5,720 11,611 17,331 5,914 1974 2006

6 unchanged sentences

The Landmark Los Angeles 240,000 — — 331,139 13,070 318,069 331,139 30,798 2018-2022 N/A

The Landmark Residences (7)

49,506 28,568 81,485 6,244 58,208 58,089 116,297 48,183 1963/1998 1998

The Shores 270,855 20,809 74,191 219,637 60,555 254,082 314,637 118,106 1965-67/2002 1999

Villas at Royal Kunia 94,220 42,887 71,376 18,317 35,163 97,417 132,580 50,735 1990/1995 2006

Waena Apartments 102,400 26,864 119,273 1,923 26,864 121,196 148,060 32,071 1970/2009-2014 2014

Douglas Emmett, Inc.

8 unchanged sentences

Year Built / Renovated Year Acquired

Multifamily Properties (continued)

Villas at Royal Kunia 143,476 42,887 71,376 18,602 35,163 97,702 132,865 53,062 1990/1995 2006

Waena Apartments 127,200 26,864 119,273 2,138 26,864 121,411 148,275 35,247 1970/2009-2014 2014

Owensmouth/Warner (6)

6 unchanged sentences

(1) Includes tenant improvements and lease intangibles.

(2) Net of fully depreciated and amortized buildings, building improvements, tenant improvements and lease intangibles removed from our books.

(i) fully depreciated and amortized buildings, building improvements, tenant improvements and lease intangibles removed from our books and (ii) balances transferred to Property Under Development.

(3) At December 31, 2025, the aggregate federal income tax cost basis for consolidated real estate was $ 9.23 billion (unaudited).

(4) See our depreciation and amortization policy in Note 2 to our consolidated financial statements.

(5) During 2024, following the move-out of a long-term single tenant, we have begun extensive redevelopment of the property to convert it into a multi-tenant building.

(5) During 2024, following the move-out of a long-term single tenant, we converted the property into a multi-tenant building.

The construction of new tenant suites is ongoing.

Development balances related to the conversion project are included in "Development Projects" in "Property Under Development" in Schedule III above.

(6) The property includes a parcel of land from which we receive rent under a ground lease.

(7) During 2023, we removed our Barrington Plaza Apartments property in Los Angeles from the rental market.

See Note 3, "Barrington Plaza", for more detail.

(7) During 2023, we removed The Landmark Residences (formerly Barrington Plaza) residential property from the rental market.

A reconstruction of the property is currently underway.

Development balances related to the reconstruction project are included in "Development Projects" in "Property Under Development" in Schedule III above.

The table below presents a reconciliation of our investment in real estate:

4 unchanged sentences

Property acquisitions 93,929 — —

Consolidation of JV 170,103 — —

Improvements and developments 292,223 203,596 214,955

9 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures