Item 9A. Controls and Procedures
Item 9A. Controls and Procedures
As of December 31, 2025, the end of the period covered by this Report, we carried out an evaluation, under the supervision and with the participation of management, including our CEO and CFO, regarding the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on the foregoing, our CEO and CFO concluded, as of that time, that our disclosure controls and procedures were effective in ensuring that information required to be disclosed by us in reports filed or submitted under the Exchange Act (i) is processed, recorded, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) is accumulated and communicated to our management, including our CEO and our CFO, as appropriate, to allow for timely decisions regarding required disclosure.
There have not been any changes in our internal control over financial reporting that occurred during the quarter ended December 31, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Management’s Report on Internal Control Over Financial Reporting and the Report of Independent Registered Public Accounting Firm thereon appear at pages F-1 and F-4 , respectively, and are incorporated herein by reference.
55
Item 9B. Other Information
(a) None.
(b) During the three months ended December 31, 2025, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each such term is defined in Item 408(a) of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Not applicable.
56
PART III
Item 10. Directors, Executive Officers and Corporate Governance
The information required by this item is incorporated by reference to the information set forth under the captions “Election of Directors (Proposal 1) – Information Concerning Current Directors and Nominees”, “Information About Our Executive Officers”, “Corporate Governance”, “Board Meetings and Committees” and “Delinquent Section 16(a) Reports” (to the extent required), in our Proxy Statement for the 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after December 31, 2025.
Item 11. Executive Compensation
The information required by this item is incorporated by reference to the information set forth under the captions “Executive Compensation”, “Compensation Committee Report”, “Director Compensation”, and “Compensation Committee Interlocks and Insider Participation”, in our Proxy Statement for the 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after December 31, 2025.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Securities Authorized for Issuance Under Stock-Based Compensation Plan
The following table presents information with respect to shares of our common stock that may be issued under our existing stock incentive plan as of December 31, 2025:
Plan Category Number of shares of common stock to be issued upon exercise of outstanding options, warrants and rights
(In thousands) Weighted-average exercise price of outstanding options, warrants and rights Number of shares of common stock remaining available for future issuance under stock-based compensation plans (excluding shares reflected in column (a))
(In thousands)
(a) (b) (c)
Stock-based compensation plans approved by stockholders (1) 7,033 (2) $— (3) 6,220
___________________________________________________________
(1) For a description of our 2016 Omnibus Stock Incentive Plan, see Note 13 to our consolidated financial statements in Item 15 of this Report. We did not have any other stock-based compensation plans as of December 31, 2025.
(2) Consists of 4.5 million vested and 2.5 million unvested LTIP Units.
(3) We have no outstanding options. There are no exercise prices for LTIP Units.
The remaining information required by this item is incorporated by reference to the information set forth under the caption “Voting Securities and Principal Stockholders—Security Ownership of Certain Beneficial Owners and Management”, in our Proxy Statement for the 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after December 31, 2025.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by this item is incorporated by reference to the information set forth under the captions “Election of Directors (Proposal 1) – Information Concerning Current Directors and Nominees”, “Corporate Governance” and “Transactions With Related Persons”, in our Proxy Statement for the 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after December 31, 2025.
Item 14. Principal Accounting Fees and Services
Our Independent Registered Public Accounting Firm is Ernst & Young LLP , Los Angeles California , PCAOB Firm ID: 42 . The information required by this item is incorporated by reference to the information set forth under the caption “Independent Registered Public Accounting Firm” in our Proxy Statement for the 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after December 31, 2025.
57
PART IV
Item 15. Exhibits and Financial Statement Schedule
(a)(1) and (2) Financial Statements and Schedules
Index
Page
Exhibits
59
Signatures
61
Report of Management on Internal Control Over Financial Reporting
F- 1
Report of Independent Registered Public Accounting Firm
F- 2
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting
F- 4
Consolidated Balance Sheets
F- 5
Consolidated Statements of Operations
F- 6
Consolidated Statements of Comprehensive Loss
F- 7
Consolidated Statements of Equity
F- 8
Consolidated Statements of Cash Flows
F- 10
Notes to Consolidated Financial Statements
F- 11
Overview
F- 11
Summary of Significant Accounting Policies
F- 12
Investment in Real Estate
F- 19
Ground Lease
F- 20
Acquired Lease Intangibles
F- 21
Investments in Unconsolidated Fund
F- 22
Other Assets
F- 23
Secured Notes Payable, Net
F- 24
Interest Payable, Accounts Payable and Deferred Revenue
F- 27
Derivative Contracts
F- 28
Equity
F- 30
EPS
F- 32
Stock-Based Compensation
F- 33
Fair Value of Financial Instruments
F- 35
Segment Reporting
F- 37
Future Minimum Lease Receipts
F- 38
Commitments, Contingencies and Guarantees
F- 38
Schedule III - Consolidated Real Estate and Accumulated Depreciation
F- 40
Note: All other schedules have been omitted because the required information is not present, or not present in amounts sufficient to require submission of the schedule, or because the information required is included in the financial statements or notes thereto.
58
Table of Contents
Exhibits
(a)(3) exhibits
Number Description Footnote
3.1 Articles of Amendment and Restatement of Douglas Emmett, Inc.
(1)
3.2 Bylaws of Douglas Emmett, Inc.
(2)
3.3 Certificate of Correction to Articles of Amendment and Restatement of Douglas Emmett, Inc.
(3)
3.4 Bylaws Amendment
(4)
4.1 Form of Certificate of Common Stock of Douglas Emmett, Inc.
(5)
4.2 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934
(6)
10.1 Form of Agreement of Limited Partnership of Douglas Emmett Properties, LP.
(5)
10.2 Registration Rights Agreement among Douglas Emmett, Inc. and the Initial Holders named therein. +
(7)
10.3 Form of Indemnification Agreement between Douglas Emmett, Inc. and its directors and officers. +
(8)
10.4 Douglas Emmett, Inc. 2016 Omnibus Stock Incentive Plan. +
(9)
10.5 Form of Douglas Emmett Properties, LP Partnership Unit Designation – 2016 LTIP Units. +
(10)
10.6 Form of Douglas Emmett, Inc. 2016 Omnibus Stock Incentive Plan LTIP Unit Award Agreement. +*
10.7 Employment agreement dated January 1, 2024 between Douglas Emmett, Inc., Douglas Emmett Properties, LP and Jordan Kaplan. +
(11)
10.8 Employment agreement dated January 1, 20 24 between Douglas Emmett, Inc., Douglas Emmett Properties, LP and Kenneth Panzer. +
(11)
19.1 Insider Trading Compliance Policy and Procedures *
21.1 List of Subsidiaries of the Registrant. *
23.1 Consent of Independent Registered Public Accounting Firm. *
31.1 Certificate of CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
31.2 Certificate of CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
32.1 Certificate of CEO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. *
(12)
32.2 Certificate of CFO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. *
(12)
97.1 Douglas Emmett, Inc. Policy for Recovery of Erroneously Awarded Compensation.
(13)
101.INS Inline XBRL Instance Document - the instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.*
101.SCH Inline XBRL Taxonomy Extension Schema Document.*
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document.*
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document.*
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document.*
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document.*
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)*
* Filed with this Annual Report on Form 10-K .
+ Denotes management contract or compensatory plan, contract or arrangement.
(1) Filed with Amendment No. 6 to Form S-11 on October 19, 2006 and incorporated herein by this reference. (File number 333-135082)
(2) Filed with Form 8-K on September 6, 2013 and incorporated herein by this reference. (File number 001-33106)
(3) Filed with Form 8-K on October 30, 2006 and incorporated herein by this reference. (File number 001-33106)
(4) Filed with Form 8-K on April 9, 2018 and incorporated herein by this reference. (File number 001-33106)
59
Table of Contents
Exhibits (continued)
(5) Filed with Amendment No. 3 to Form S-11 on October 3, 2006 and incorporated herein by this reference. (File number 333-135082)
(6) Filed with Form 10-K on February 18, 2022 and incorporated herein by this reference. (File number 001-33106)
(7) Filed with Form S-11 on June 16, 2006 and incorporated herein by this reference. (File number 333-135082)
(8) Filed with Amendment No. 2 to Form S-11 on September 20, 2006 and incorporated herein by this reference. (File number 333-135082)
(9) Filed with Definitive Proxy Statement on April 14, 2023 and incorporated herein by this
reference. (File number 001-33106)
(10) Filed with Form 8-K on December 12, 2016 and incorporated herein by this reference. (File number 001-33106)
(11) Filed with Form 8-K on January 3, 2024 and incorporated herein by this reference. (File number 001-33106)
(12) In accordance with SEC Release No. 33-8212, these exhibits are being furnished, and are not being filed as part of this Report on Form 10-K or as a separate disclosure document, and are not being incorporated by reference into any Securities Act registration statement.
(13) Filed with Form 10-K on February 16, 2024 and incorporated herein by this reference. (File number 001-33106)
Item 16. Form 10-K Summary
None.
60
Table of Contents
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
DOUGLAS EMMETT, INC.
Dated: By: /s/ JORDAN L. KAPLAN
February 20, 2026 Jordan L. Kaplan
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.
Signature Title
/s/ JORDAN L. KAPLAN
Jordan L. Kaplan Chairman of the Board and CEO
(Principal Executive Officer)
/s/ PETER D. SEYMOUR
Peter D. Seymour CFO
(Principal Financial and Accounting Officer)
/s/ KENNETH M. PANZER
Kenneth M. Panzer President, COO and Director
/s/ LESLIE E. BIDER
Leslie E. Bider Director
/s/ DORENE C. DOMINGUEZ
Dorene C. Dominguez Director
/s/ VIRGINIA A. MCFERRAN
Virginia A. McFerran Director
/s/ THOMAS E. O’HERN
Thomas E. O’Hern Director
/s/ WILLIAM E. SIMON, JR.
William E. Simon, Jr. Director
/s/ SHIRLEY WANG
Shirley Wang Director
61
Table of Contents
Report of Management on Internal Control over Financial Reporting
The management of Douglas Emmett, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934.
Our system of internal control is designed to provide reasonable assurance regarding the reliability of financial reporting and preparation of our financial statements for external reporting purposes in accordance with US GAAP. Our management, including the undersigned CEO and CFO, assessed the effectiveness of our internal control over financial reporting as of December 31, 2025. In conducting its assessment, management used the criteria issued by the Committee of Sponsoring Organizations of the Treadway Commission on Internal Control—Integrated Framework (2013 Framework). Based on this assessment, management concluded that, as of December 31, 2025, our internal control over financial reporting was effective based on those criteria.
Management, including our CEO and CFO, does not expect that our disclosure controls and procedures, or our internal controls will prevent all error and fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefit of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected.
The effectiveness of our internal control over financial reporting as of December 31, 2025, has been audited by Ernst & Young LLP, the independent registered public accounting firm that audited the consolidated financial statements included in this annual report, as stated in their report appearing on page F-4 , which expresses an unqualified opinion on the effectiveness of our internal control over financial reporting as of December 31, 2025.
/s/ JORDAN L. KAPLAN
Jordan L. Kaplan
Chairman of the Board and CEO
/s/ PETER D. SEYMOUR
Peter D. Seymour
CFO
February 20, 2026
F- 1
Table of Contents
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Douglas Emmett, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Douglas Emmett, Inc. (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. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 20, 2026 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
F- 2
Table of Contents
Impairment of investment in real estate
Description of the Matter
The Company’s net investment in real estate totaled $8.7 billion as of December 31, 2025. 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. 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. 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 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
We have served as the Company's auditor since 1995.
Los Angeles, California
February 20, 2026
F- 3
Table of Contents
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Douglas Emmett, Inc.
Opinion on Internal Control Over Financial Reporting
We have audited Douglas Emmett, Inc.’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Douglas Emmett, Inc. (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, 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
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Report of Management on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
Los Angeles, California
February 20, 2026
F- 4
Table of Contents
Douglas Emmett, Inc.
Consolidated Balance Sheets
(In thousands, except share data)
December 31, 2025 December 31, 2024
Assets
Investment in real estate, gross $ 12,798,047 $ 12,495,252
Less: accumulated depreciation and amortization ( 4,054,696 ) ( 3,916,625 )
Investment in real estate, net 8,743,351 8,578,627
Ground lease right-of-use asset 7,428 7,438
Cash and cash equivalents 340,789 444,623
Tenant receivables 1,990 4,242
Deferred rent receivables 123,619 117,570
Acquired lease intangible assets, net 4,731 2,487
Interest rate contract assets 22,310 77,620
Investment in unconsolidated Fund — 23,770
Other assets 43,963 147,323
Total Assets $ 9,288,181 $ 9,403,700
Liabilities
Secured notes payable, net $ 5,548,870 $ 5,498,022
Ground lease liability 10,808 10,822
Interest payable, accounts payable and deferred revenue 139,959 131,011
Security deposits 67,069 62,449
Acquired lease intangible liabilities, net 8,276 11,331
Interest rate contract liabilities 6,437 —
Dividends payable 31,831 31,825
Total Liabilities 5,813,250 5,745,460
Equity
Douglas Emmett, Inc. stockholders' equity:
Common Stock, $ 0.01 par value, 750,000,000 authorized, 167,462,215 and 167,435,259 outstanding at December 31, 2025 and December 31, 2024, respectively
1,675 1,674
Additional paid-in capital 3,396,820 3,396,452
Accumulated other comprehensive income 11,452 54,917
Accumulated deficit ( 1,505,390 ) ( 1,394,394 )
Total Douglas Emmett, Inc. stockholders' equity 1,904,557 2,058,649
Noncontrolling interests 1,570,374 1,599,591
Total Equity 3,474,931 3,658,240
Total Liabilities and Equity $ 9,288,181 $ 9,403,700
See accompanying notes to the consolidated financial statements.
F- 5
Table of Contents
Douglas Emmett, Inc.
Consolidated Statements of Operations
(In thousands, except per share data)
Year Ended December 31,
2025 2024 2023
Revenues
Office rental
Rental revenues and tenant recoveries $ 686,208 $ 683,901 $ 714,742
Parking and other income 119,308 112,503 115,203
Total office revenues 805,516 796,404 829,945
Multifamily rental
Rental revenues 181,205 174,278 174,296
Parking and other income 17,261 15,796 16,247
Total multifamily revenues 198,466 190,074 190,543
Total revenues 1,003,982 986,478 1,020,488
Operating Expenses
Office expenses 301,276 285,352 294,310
Multifamily expenses 66,661 64,906 67,323
General and administrative expenses 46,664 45,356 49,236
Depreciation and amortization 398,932 384,048 459,949
Total operating expenses 813,533 779,662 870,818
Other income 18,021 28,019 19,633
Other expenses ( 437 ) ( 398 ) ( 1,032 )
Income (loss) from unconsolidated Fund — 2,593 ( 34,643 )
Interest expense ( 266,675 ) ( 229,442 ) ( 209,468 )
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
Net income (loss) attributable to common stockholders $ 16,267 $ 23,517 $ ( 42,706 )
Net income (loss) per common share – basic and diluted $ 0.09 $ 0.13 $ ( 0.26 )
See accompanying notes to the consolidated financial statements.
F- 6
Table of Contents
Douglas Emmett, Inc.
Consolidated Statements of Comprehensive Loss
(In thousands)
Year Ended December 31,
2025 2024 2023
Net (loss) income $ ( 11,430 ) $ 7,588 $ ( 75,840 )
Other comprehensive loss: cash flow hedges ( 68,733 ) ( 90,965 ) ( 100,031 )
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.
F- 7
Table of Contents
Douglas Emmett, Inc.
Consolidated Statements of Equity
(In thousands, except dividend per share data)
Year Ended December 31,
2025 2024 2023
Shares of Common Stock Beginning balance 167,435 167,206 175,810
Exchange of OP Units for common stock 27 229 468
Repurchases of common stock — — ( 9,072 )
Ending balance 167,462 167,435 167,206
Common Stock Beginning balance $ 1,674 $ 1,672 $ 1,758
Exchange of OP Units for common stock 1 2 5
Repurchases of common stock — — ( 91 )
Ending balance $ 1,675 $ 1,674 $ 1,672
Additional Paid-in Capital Beginning balance $ 3,396,452 $ 3,392,955 $ 3,493,307
Exchange of OP Units for common stock 378 3,501 7,736
Repurchases of OP Units with cash ( 10 ) ( 4 ) 1,054
Repurchases of common stock — — ( 109,142 )
Ending balance $ 3,396,820 $ 3,396,452 $ 3,392,955
Accumulated Other Comprehensive Income (Loss) Beginning balance $ 54,917 $ 115,917 $ 187,063
Cash flow hedge adjustments ( 43,465 ) ( 61,000 ) ( 71,146 )
Ending balance $ 11,452 $ 54,917 $ 115,917
Accumulated Deficit Beginning balance $ ( 1,394,394 ) $ ( 1,290,682 ) $ ( 1,119,714 )
Net income (loss) attributable to common stockholders 16,267 23,517 ( 42,706 )
Dividends ( 127,263 ) ( 127,229 ) ( 128,262 )
Ending balance $ ( 1,505,390 ) $ ( 1,394,394 ) $ ( 1,290,682 )
Noncontrolling Interests Beginning balance $ 1,599,591 $ 1,625,535 $ 1,713,369
Net loss attributable to noncontrolling interests ( 27,697 ) ( 15,929 ) ( 33,134 )
Cash flow hedge adjustments ( 25,268 ) ( 29,965 ) ( 28,885 )
Contributions 5,400 28,000 125
Consolidation of JV 20,246 — —
Distributions ( 28,408 ) ( 31,590 ) ( 40,589 )
Exchange of OP Units for common stock ( 379 ) ( 3,503 ) ( 7,741 )
Repurchases of OP Units with cash ( 341 ) ( 134 ) ( 3,460 )
Stock-based compensation 27,230 27,177 25,850
Ending balance $ 1,570,374 $ 1,599,591 $ 1,625,535
Statement continues on the following page.
F- 8
Table of Contents
Douglas Emmett, Inc.
Consolidated Statements of Equity
(In thousands, except dividend per share data)
Year Ended December 31,
2025 2024 2023
Total Equity Beginning balance $ 3,658,240 $ 3,845,397 $ 4,275,783
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 )
Repurchases of common stock — — ( 109,233 )
Contributions 5,400 28,000 125
Dividends ( 127,263 ) ( 127,229 ) ( 128,262 )
Distributions ( 28,408 ) ( 31,590 ) ( 40,589 )
Stock-based compensation 27,230 27,177 25,850
Ending balance $ 3,474,931 $ 3,658,240 $ 3,845,397
Dividends declared per common share $ 0.76 $ 0.76 $ 0.76
See accompanying notes to the consolidated financial statements.
F- 9
Table of Contents
Douglas Emmett, Inc.
Consolidated Statements of Cash Flows
(In thousands)
Year Ended December 31,
2025 2024 2023
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
Net accretion of acquired lease intangibles ( 4,827 ) ( 8,023 ) ( 10,961 )
Straight-line rent ( 6,049 ) ( 2,248 ) ( 342 )
Loan premium/discount amortized/accreted and written off 336 ( 333 ) ( 460 )
Deferred loan costs amortized and written off 11,896 9,335 8,858
Amortization of stock-based compensation 21,208 21,038 19,834
Operating distributions from unconsolidated Fund — 1,224 1,288
Purchase of interest rate caps — — ( 1,622 )
Change in working capital components:
Tenant receivables 2,245 1,854 783
Interest payable, accounts payable and deferred revenue 11,444 ( 4 ) 6,248
Security deposits 3,162 491 529
Other assets 7,148 ( 3,684 ) ( 15,943 )
Net cash provided by operating activities 386,853 408,693 426,964
Investing Activities
Capital expenditures for improvements to real estate ( 192,397 ) ( 167,337 ) ( 189,157 )
Capital expenditures for developments and purchase of note receivable secured by real estate ( 102,461 ) ( 72,052 ) ( 41,480 )
Insurance recoveries for damage to real estate 3,926 3,573 2,181
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
Net cash used in investing activities ( 265,343 ) ( 240,761 ) ( 233,590 )
Financing Activities
Proceeds from borrowings 1,322,657 325,000 505,000
Repayment of borrowings ( 1,366,178 ) ( 434,902 ) ( 155,862 )
Loan cost payments ( 31,207 ) ( 5,648 ) ( 6,269 )
Contributions from noncontrolling interests in consolidated JVs 5,400 28,000 125
Distributions paid to noncontrolling interests ( 28,408 ) ( 31,590 ) ( 40,589 )
Dividends paid to common stockholders ( 127,257 ) ( 127,185 ) ( 129,895 )
Repurchases of OP Units ( 351 ) ( 138 ) ( 2,406 )
Repurchases of common stock — — ( 109,233 )
Net cash (used in) provided by financing activities ( 225,344 ) ( 246,463 ) 60,871
(Decrease) increase in cash and cash equivalents and restricted cash ( 103,834 ) ( 78,531 ) 254,245
Cash and cash equivalents and restricted cash - beginning balance 444,652 523,183 268,938
Cash and cash equivalents and restricted cash - ending balance $ 340,818 $ 444,652 $ 523,183
Reconciliation of Ending Cash Balance
Year Ended December 31,
2025 2024 2023
Cash and cash equivalents $ 340,789 $ 444,623 $ 523,082
Restricted cash (included in Other assets on our consolidated balance sheets) 29 29 101
Cash and cash equivalents and restricted cash $ 340,818 $ 444,652 $ 523,183
Supplemental Cash Flows Information
Year Ended December 31,
2025 2024 2023
Cash paid for interest, net of capitalized interest $ 237,376 $ 219,503 $ 195,952
Capitalized interest paid $ 11,239 $ 8,724 $ 1,474
Non-cash Investing Transactions
Accrual for real estate and development capital expenditures $ 16,771 $ 15,831 $ 16,540
Capitalized stock-based compensation for improvements to real estate and developments $ 6,022 $ 6,139 $ 6,016
Removal of fully depreciated and amortized buildings, building improvements, tenant improvements and lease intangibles $ 253,460 $ 114,158 $ 102,114
Removal of fully amortized acquired lease intangible assets $ 1,741 $ 203 $ 427
Removal of fully accreted acquired lease intangible liabilities $ 10,314 $ 13,304 $ 16,843
Non-cash Financing Transactions
(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
Exchange of OP Units for common stock $ 379 $ 3,503 $ 7,741
Seller financing of note receivable purchase $ — $ 61,750 $ —
See accompanying notes to the consolidated financial statements.
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Table of Contents
Douglas Emmett, Inc.
Notes to Consolidated Financial Statements
1. Overview
Organization and Business Description
Douglas Emmett, Inc. is a fully integrated, self-administered and self-managed REIT. 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, 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, 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):
Total Portfolio
Office
Wholly-owned properties 52
Consolidated JV properties 18
70
Multifamily
Wholly-owned properties 12
Consolidated JV properties 3
15
Total 85
Basis of Presentation
The accompanying consolidated financial statements are the consolidated financial statements of Douglas Emmett, Inc. and its subsidiaries, including our Operating Partnership and our consolidated JVs. All significant intercompany balances and transactions have been eliminated in our consolidated financial statements.
We consolidate entities in which we are considered to be the primary beneficiary of a VIE or have a majority of the voting interest of the entity. We are deemed to be the primary beneficiary of a VIE when we have (i) the power to direct the activities of that VIE that most significantly impact its economic performance, and (ii) the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. We do not consolidate entities in which the other parties have substantive kick-out rights to remove our power to direct the activities, most significantly impacting the economic performance, of that VIE. In determining whether we are the primary beneficiary, we consider factors such as ownership interest, management representation, authority to control decisions, and contractual and substantive participating rights of each party.
We consolidate our Operating Partnership through which we conduct substantially all of our business, and own, directly and through subsidiaries, substantially all of our assets, and are obligated to repay substantially all of our liabilities. The consolidated debt, excluding our consolidated JVs, was $ 3.81 billion and $ 3.73 billion as of December 31, 2025 and December 31, 2024. See Note 8. 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.
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Table of Contents
Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
As of December 31, 2025, our consolidated VIE entities, excluding our Operating Partnership, had:
• aggregate consolidated assets of $ 3.76 billion (of which $ 3.55 billion related to investment in real estate), and
• aggregate consolidated liabilities of $ 1.84 billion (of which $ 1.78 billion related to debt).
As of December 31, 2024, our consolidated VIE entities, excluding our Operating Partnership, had:
• aggregate consolidated assets of $ 3.77 billion (of which $ 3.38 billion related to investment in real estate), and
• aggregate consolidated liabilities of $ 1.86 billion (of which $ 1.80 billion related to debt).
The accompanying consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC in conformity with US GAAP as established by the FASB in the ASC. The accompanying consolidated financial statements include, in our opinion, all adjustments, consisting of normal recurring adjustments, necessary to present fairly the financial information set forth therein. Any references to the number or class of properties, square footage, per square footage amounts, apartment units and geography, are unaudited and outside the scope of our independent registered public accounting firm’s audit of our consolidated financial statements in accordance with the standards of the PCAOB.
2. Summary of Significant Accounting Policies
Use of Estimates
The preparation of consolidated financial statements in conformity with US GAAP requires management to make certain estimates that affect the reported amounts in the consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates.
Investment in Real Estate
Acquisitions and Initial Consolidation of VIEs
Acquisitions of properties generally do not meet the definition of a business and are accounted for as asset acquisitions, as substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. We include the acquired properties' results of operations in our results of operations from the respective acquisition date. We allocate the purchase price for asset acquisitions, which includes the capitalized transaction costs, and for the properties upon the initial consolidation of VIEs not determined to be a business, on a relative fair value basis to: (i) land, (ii) buildings and improvements, (iii) tenant improvements and identifiable intangible assets such as in-place at-market leases, (iv) acquired above- and below-market ground and tenant leases (including for renewal options), and if applicable (v) assumed debt and (vi) assumed interest rate swaps. The fair values are based upon comparable sales for land, and the income approach using our estimates of expected future cash flows and other valuation techniques, which include but are not limited to, our estimates of rental rates, revenue growth rates, capitalization rates and discount rates, for other assets and liabilities. We estimate the relative fair values of the tangible assets on an "as-if-vacant" basis. The estimated relative fair value of acquired in-place at-market leases are the estimated costs to lease the property to the occupancy level at the date of acquisition, including the fair value of leasing commissions and legal costs. We evaluate the time period over which we expect such occupancy level to be achieved and include an estimate of the net operating costs (primarily real estate taxes, insurance and utilities) incurred during the lease-up period. Above- and below-market ground and tenant leases are recorded as an asset or liability based on the present value (using a discount rate which reflects the risks associated with the leases acquired) of the difference between the contractual amounts to be paid or received pursuant to the in-place ground or tenant leases, respectively, and our estimate of the fair market rental rates for the corresponding in-place leases, over the remaining non-cancelable term of the lease. Assumed debt is recorded at fair value based upon the present value of the expected future payments and current interest rates. See Note 3 for our property acquisition disclosures.
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Table of Contents
Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
Depreciation and Amortization
The assets and liabilities listed below are carried on our consolidated balance sheets net of the related accumulated depreciation or amortization/accretion, and any impairment charges. We accelerate depreciation for affected assets when we renovate our buildings or our buildings are impacted by new developments. When assets are sold or retired, their cost and related accumulated depreciation or amortization are removed from our consolidated balance sheets with the resulting gains or losses, if any, reflected in our results of operations for the respective period.
• Buildings and improvements are depreciated on a straight-line basis using an estimated life of twenty-five to forty years for buildings and fifteen years for improvements.
• Tenant improvements are depreciated on a straight-line basis over the life of the related lease, with any remaining balance depreciated in the period of any early lease termination.
• Acquired in-place leases are amortized on a straight-line basis over the weighted average remaining term of the acquired in-place leases.
• Acquired lease intangibles are amortized on a straight-line basis over the related lease term, with any remaining balance amortized in the period of any early lease termination.
• Acquired above- and below-market tenant leases are amortized/accreted on a straight-line basis over the life of the related lease and recorded as either an increase (for below-market leases) or a decrease (for above-market leases) to rental revenue.
• Acquired above- and below-market ground leases, from which we earn ground rent income, are amortized/accreted on a straight-line basis over the life of the related lease and recorded either as an increase (for below-market leases) or a decrease (for above-market leases) to rental revenue.
• Acquired above- and below-market ground leases, for which we incur ground rent expense, are accreted/ amortized over the life of the related lease and recorded either as an increase (for below-market leases) or a decrease (for above-market leases) to expense.
Real Estate Held for Sale
Properties are classified as held for sale on our consolidated balance sheets when they meet certain requirements, including the approval of the sale of the property, the marketing of the property for sale, and our expectation that the sale will likely occur within the next 12 months. Properties classified as held for sale are carried at the lower of their carrying value or fair value less costs to sell, and we also cease to depreciate the property. As of December 31, 2025 and 2024, we did not have any properties held for sale.
Dispositions
Recognition of gains or losses from sales of investments in real estate requires that we meet certain revenue recognition criteria and transfer control of the real estate to the buyer. The gain or loss recorded is measured as the difference between the sales price, less costs to sell, and the carrying value of the real estate when we sell it. We did not sell any properties during 2025, 2024 and 2023.
Cost Capitalization
Costs incurred during the period of construction of real estate are capitalized. Cost capitalization of development and redevelopment activities begins during the predevelopment period, which we define as the activities that are necessary to begin the development of the property. We cease capitalization upon substantial completion of the project, but no later than one year from cessation of major construction activity. We also cease capitalization when activities necessary to prepare the property for its intended use have been suspended. Capitalized costs are included in Investment in real estate, gross, on our consolidated balance sheets. Demolition expenses and repairs and maintenance are recorded as expense when incurred. During 2025, 2024 and 2023, we capitalized $ 104.1 million, $ 43.2 million and $ 38.0 million of costs related to our developments, respectively, which included $ 11.2 million, $ 8.7 million and $ 1.5 million of capitalized interest, respectively.
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Table of Contents
Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
Ground Lease
We account for our ground lease, for which we are the lessee, in accordance with Topic 842 "Leases". We classify the ground lease as an operating lease, and we recognize a right-of-use asset for the land and a lease liability for the future lease payments. We recognize the lease payments as expense, which is included in Office expenses in our consolidated statements of operations. See Note 4 for more information regarding this ground lease. See Note 14 for the fair value disclosures related to the ground lease liability.
Investment in Unconsolidated Fund
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. 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 adjusted the investment balance for: (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.
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, 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. The impairment charge we recorded during 2023 is included in Income (loss) from unconsolidated Fund on our consolidated statement of operations. 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 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
We periodically assess whether there has been any impairment in the carrying value of our properties and whenever events or changes in circumstances indicate that the carrying value of a property may not be recoverable. 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 carrying value is not recoverable. Recoverability of the carrying value of our properties is measured by a comparison of the carrying value to the undiscounted future cash flows expected to be generated by the property. If the carrying value exceeds the estimated undiscounted future cash flows, an impairment loss is recorded equal to the difference between the property's carrying value and its fair value based on the estimated discounted future cash flows. Based upon such periodic assessments, no impairments occurred during 2025, 2024 or 2023.
Cash and Cash Equivalents
We consider short-term investments with maturities of three months or less when purchased to be cash equivalents.
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
Revenue Recognition
Rental Revenues and Tenant Recoveries
We account for our rental revenues, and variable lease payments such as tenant recoveries and parking revenues, in accordance with Topic 842. We adopted a practical expedient which allows us to account for our rental revenues, tenant recoveries and certain parking revenues on a combined basis. Rental revenues and tenant recoveries from tenant leases are included in Rental revenues and tenant recoveries on our consolidated statements of operations. Parking revenues are included in office Parking and other income on our consolidated statements of operations. See "Office parking revenues" disclosure further below. All of our tenant leases are classified as operating leases. For lease terms exceeding one year, rental income is recognized on a straight-line basis over the lease term. Rental revenue from month-to-month leases or leases with no scheduled rent increases or other adjustments is recognized on a monthly basis when earned.
Estimated tenant recoveries for real estate taxes, common area maintenance and other recoverable operating expenses, which are included in Rental revenues and tenant recoveries on our consolidated statements of operations, are recognized as revenue on a gross basis in the period that the recoverable expenses are incurred. 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 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.
Tenant receivables consist primarily of amounts due for contractual lease payments and reimbursements of common area maintenance expenses, property taxes, and other costs recoverable from tenants. Deferred rent receivables represent the amount by which the cumulative straight-line rental revenue recorded to date exceeds the cumulative cash rents billed to date under the lease agreement.
Lease Terminations
Lease termination fees, which are included in Rental revenues and tenant recoveries on our consolidated statements of operations, are recognized on a straight line basis over the new remaining lease term when the related lease is canceled. We recognized lease termination revenue of $ 2.8 million, $ 2.6 million and $ 5.2 million during 2025, 2024 and 2023, respectively.
Tenant Improvements
Tenant improvements constructed, and owned by us, and reimbursed by tenants are recorded as our assets, and the related revenue, which is included in Rental revenues and tenant recoveries on our consolidated statements of operations, is recognized over the related lease term. We recognized revenue for reimbursement of tenant improvements of $ 7.5 million, $ 7.0 million and $ 5.8 million during 2025, 2024 and 2023, respectively.
Collectibility
In accordance with Topic 842, we perform an assessment as to whether or not substantially all of the amounts due under a tenant’s lease agreement is deemed probable of collection. This assessment involves using a methodology that requires judgment and estimates about matters that are uncertain at the time the estimates are made, including tenant specific factors, specific industry conditions, and general economic trends and conditions.
For leases where we have concluded it is probable that we will collect substantially all the lease payments due under those leases, we continue to record lease income on a straight-line basis over the lease term. For leases where we have concluded that it is not probable that we will collect substantially all the lease payments due under those leases, we limit the lease income to the lesser of the income recognized on a straight-line basis or cash basis. We write-off tenant receivables and deferred rent receivables as a charge against rental revenues and tenant recoveries in the period we conclude that substantially all of the lease payments are not probable of collection. If we subsequently collect amounts that were previously written off then the amounts collected are recorded as an increase to our rental revenues and tenant recoveries in the period they are collected. If our conclusion of collectibility changes, we will record the difference between the lease income that would have been recognized on a straight-line basis and cash basis as a current-period adjustment to rental revenues and tenant recoveries.
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Table of Contents
Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
Parking and Other Income
Office Parking Revenues
Our lease contracts generally make a specified number of parking spaces available to the tenant, and we bill and recognize parking revenues on a monthly basis in accordance with the lease agreements, generally using the monthly parking rates in effect at the time of billing. Office parking revenues were $ 100.4 million, $ 94.2 million and $ 92.2 million in 2025, 2024 and 2023, respectively, and are included in office Parking and other income on our consolidated statements of operations. Office parking receivables were $ 1.1 million and $ 1.2 million as of December 31, 2025 and 2024, respectively, and are included in Tenant receivables on our consolidated balance sheets.
Ground Lease Revenues
We own two parcels of land from which we receive rent under ground leases. We account for our ground lease revenues as operating leases in accordance with Topic 842. Ground lease revenues were $ 3.3 million, $ 3.4 million and $ 7.9 million in 2025, 2024 and 2023, respectively, and are included in office Parking and other income on our consolidated statements of operations.
Insurance Recoveries
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.
Interest Income
Interest income from our short-term money market fund investments is recognized on an accrual basis. Interest income is included in Other income on our consolidated statements of operations.
Leasing Costs
We account for our leasing costs in accordance with Topic 842. In accordance with Topic 842, we capitalize initial direct costs of a lease, which are costs that would not have been incurred had the lease not been executed. Costs to negotiate a lease that would have been incurred regardless of whether the lease was executed, such as employee salaries, are not considered to be initial direct costs, and are expensed as incurred.
Loan Costs
Loan costs incurred directly with the issuance of secured notes payable are deferred and amortized to interest expense over the respective loan or credit facility term. Any unamortized amounts are written off upon early repayment of the secured notes payable, and the related cost and accumulated amortization are removed from our consolidated balance sheets.
To the extent that a refinancing is considered an exchange of debt with the same lender, we account for loan costs based upon whether the old debt is determined to be modified or extinguished for accounting purposes. If the old debt is determined to be modified then we (i) continue to defer and amortize any unamortized deferred loan costs associated with the old debt at the time of the modification over the new term of the modified debt, (ii) defer and amortize the lender costs incurred in connection with the modification over the new term of the modified debt, and (iii) expense all other costs associated with the modification. 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.
Deferred loan costs are presented on the consolidated balance sheets as a deduction from the carrying amount of our secured notes payable. All loan costs expensed and deferred loan costs amortized are included in interest expense in our consolidated statements of operations. See Note 8 for our loan cost disclosures.
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Table of Contents
Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
Debt Discounts and Premiums
Debt discounts and premiums related to recording debt assumed in connection with property acquisitions at fair value are generally amortized and accreted, respectively, over the remaining term of the related loan, which approximates the effective interest method. The amortization/accretion is included in interest expense in our consolidated statements of operations.
Derivative Contracts
We make use of interest rate swap and cap contracts to manage the risk associated with changes in interest rates on our floating-rate debt and to satisfy certain lender requirements. When we enter into a floating-rate term loan, we generally enter into an interest rate swap agreement for the equivalent principal amount, for a period covering the majority of the loan term, which effectively converts our floating-rate debt to a fixed-rate basis during that time. We also enter into interest rate cap agreements from time to time to cap the interest rates on our floating rate loans. We may enter into derivative contracts that are intended to hedge certain economics risks, even though hedge accounting does not apply or we elect to not apply hedge accounting. We do not speculate in derivatives and we do not make use of any other derivative instruments.
When entering into derivative agreements, we generally elect to designate them as cash flow hedges for accounting purposes. Changes in fair value of hedging instruments designated as cash flow hedges are recorded in accumulated other comprehensive income (loss) (AOCI), which is a component of equity outside of earnings. For our Fund's hedging instruments designated as cash flow hedges, we record our share of the changes in fair value of the hedging instrument in AOCI. Amounts recorded in AOCI related to our designated hedges are reclassified to Interest expense as interest payments are made on the hedged floating rate debt. Amounts reported in AOCI related to our Fund's hedges are reclassified to Income (loss) from unconsolidated Fund, as interest payments are made by our Fund on its hedged floating rate debt.
Our derivatives are included in Interest rate contract assets and Interest rate contract liabilities on our consolidated balance sheets at fair value, on a gross basis, excluding accrued interest. The accrued interest is included in Interest Payable, accounts payable and deferred revenue on our consolidated balance sheets. Our share of the fair value of our Fund's derivatives is included in Investment in unconsolidated Fund on our consolidated balance sheets. See Note 10 for our derivative disclosures.
Stock-Based Compensation
We account for stock-based compensation, which includes grants of LTIP Units to certain employees and non-employee directors, using the fair value method of accounting. The estimated fair value of the awards is based upon the market value of our common stock on the grant date and a discount for post-vesting restrictions. The estimated fair value of LTIP Units granted, net of estimated forfeitures, is amortized over the vesting period, which is based upon service. See Note 13 for our stock-based compensation disclosures.
EPS
We calculate basic EPS by dividing the net income (loss) attributable to common stockholders for the period by the weighted average number of common shares outstanding during the respective period. We calculate diluted EPS by dividing the net income (loss) attributable to common stockholders for the period by the weighted average number of common shares and dilutive instruments outstanding during the respective period using the treasury stock method. Unvested LTIP Units contain non-forfeitable rights to dividends and we account for them as participating securities and include them in the computation of basic and diluted EPS using the two-class method. See Note 12 for our EPS disclosures.
Segment Information
Segment information is prepared on the same basis that our chief operating decision maker (CODM) reviews information to assess performance and make resource allocation decisions. We operate two business segments: the acquisition, development, ownership and management of office real estate, and the acquisition, development, ownership and management of multifamily real estate. The services for our office segment include primarily rental of office space and other tenant services, including parking and storage space rental. The services for our multifamily segment include primarily rental of apartments and other tenant services, including parking and storage space rental. See Note 15 for our segment disclosures.
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Table of Contents
Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
Income Taxes
We have elected to be taxed as a REIT under the Code, commencing with our initial taxable year ended December 31, 2006. To qualify as a REIT, we are required (among other things) to distribute at least 90% of our REIT taxable income to our stockholders and meet various other requirements imposed by the Code relating to matters such as operating results, asset holdings, distribution levels and diversity of stock ownership. Provided that we qualify for taxation as a REIT, we are generally not subject to corporate-level income tax on the earnings distributed currently to our stockholders that we derive from our REIT qualifying activities. If we fail to qualify as a REIT in any taxable year, and are unable to avail ourselves of certain savings provisions set forth in the Code, all of our taxable income would be subject to federal income tax at the regular corporate rate.
We have elected to treat one of our subsidiaries as a TRS, which generally may engage in any business, including the provision of customary or non-customary services to our tenants. A TRS is treated as a regular corporation and is subject to federal income tax and applicable state income and franchise taxes at regular corporate rates. Our TRS did not have significant tax provision or deferred income tax items for 2025, 2024 or 2023. Our subsidiaries (other than our TRS), including our Operating Partnership, are partnerships, disregarded entities, QRSs or REITs, as applicable, for federal income tax purposes. Under applicable federal and state income tax rules, the allocated share of net income or loss from disregarded entities or flow-through entities is reportable in the income tax returns of the respective owners. Accordingly, no income tax provision is included in our consolidated financial statements for these entities.
New Accounting Pronouncements
Changes to US GAAP are implemented by the FASB in the form of ASUs. We consider the applicability and impact of all ASUs. 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.
ASUs Adopted
We did not adopt any new ASUs in 2025.
ASUs Not Yet Adopted
ASU 2024-03 "Disaggregation of Income Statement Expenses" (Subtopic 220-40 "Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures)
In November 2024, the FASB issued ASU No. 2024-03, which provides guidance on disaggregation of income statement expenses. The ASU is effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027. The requirements in the ASU should be applied on a prospective or retrospective basis. 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.
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
3. Investment in Real Estate
The table below summarizes our investment in real estate:
(In thousands) December 31, 2025 December 31, 2024
Land $ 1,199,291 $ 1,185,977
Buildings and improvements (1)(2)
10,343,113 10,190,502
Tenant improvements and lease intangibles 1,060,108 1,032,373
Property under development (1)(2)
195,535 86,400
Investment in real estate, gross $ 12,798,047 $ 12,495,252
__________________________________________________________________________________
(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.
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
Land $ 4,286
Buildings and improvements 157,956
Tenant improvements and lease intangibles 7,861
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
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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
Land $ 9,029
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.
4. Ground Lease
We pay rent under a ground lease located in Honolulu, Hawaii, which expires on December 31, 2086. The rent is fixed at $ 733 thousand per year until February 28, 2029, after which it will reset to the greater of the existing ground rent or the market rent at that time.
As of December 31, 2025, the ground lease right-of-use asset carrying value was $ 7.4 million, and the ground lease liability was $ 10.8 million. Ground rent expense, which is included in Office expenses on our consolidated statements of operations, was $ 733 thousand during 2025, 2024 and 2023.
The table below, which assumes that the ground rent payments will continue to be $ 733 thousand per year after February 28, 2029, presents the future minimum ground lease payments as of December 31, 2025:
Year ending December 31, (In thousands)
2026 $ 733
2027 733
2028 733
2029 733
2030 733
Thereafter 41,047
Total future minimum ground lease payments $ 44,712
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
5. Acquired Lease Intangibles
Summary of our Acquired Lease Intangibles
(In thousands) December 31, 2025 December 31, 2024
Above-market tenant leases $ 6,775 $ 4,338
Above-market tenant leases - accumulated amortization ( 2,870 ) ( 2,694 )
Above-market ground lease where we are the lessor 1,152 1,152
Above-market ground lease - accumulated amortization ( 326 ) ( 309 )
Acquired lease intangible assets, net $ 4,731 $ 2,487
Below-market tenant leases $ 28,095 $ 34,704
Below-market tenant leases - accumulated accretion ( 19,819 ) ( 23,373 )
Acquired lease intangible liabilities, net $ 8,276 $ 11,331
Impact on the Consolidated Statements of Operations
The table below summarizes the net amortization/accretion related to our above- and below-market leases:
Year Ended December 31,
(In thousands) 2025 2024 2023
Net accretion of above- and below-market tenant lease assets and liabilities (1)
$ 4,844 $ 8,040 $ 10,978
Amortization of an above-market ground lease asset (2)
( 17 ) ( 17 ) ( 17 )
Total $ 4,827 $ 8,023 $ 10,961
_______________________________________________________________________________________
(1) Recorded as a net increase to office and multifamily rental revenues.
(2) Recorded as a decrease to office parking and other income.
The table below presents the future net accretion related to our above- and below-market leases at December 31, 2025.
Year ending December 31, Net increase (decrease) to revenues
(In thousands)
2026 $ 2,709
2027 1,392
2028 603
2029 60
2030 ( 25 )
Thereafter ( 1,194 )
Total $ 3,545
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
6. Investment in Unconsolidated Fund
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. See Note 3. 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:
Year Ended December 31,
(In thousands) 2024 2023
Operating distributions received $ 1,224 $ 1,288
Capital distributions received 269 80
Total distributions received $ 1,493 $ 1,368
Summarized 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
Total assets $ 145,626
Total liabilities $ 118,825
Total equity $ 26,801
Year Ended December 31,
(In thousands) 2024 2023
Total revenues $ 18,016 $ 19,879
Operating income $ 4,519 $ 6,224
Net income $ 2,800 $ 4,190
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
7. Other Assets
(In thousands) December 31, 2025 December 31, 2024
Prepaid expenses, note receivable and other (1)
$ 34,998 $ 124,430
Deposit with lender (2)
— 14,072
Furniture, fixtures and equipment, net 6,977 6,833
Indefinite-lived intangibles 1,988 1,988
Total other assets $ 43,963 $ 147,323
_______________________________________________________________________
(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. 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.
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
8. Secured Notes Payable, Net
Description
Maturity
Date (1)
Principal Balance as of December 31, 2025 Principal Balance as of December 31, 2024 Variable Interest Rate (2)
Fixed Interest
Rate (3)
Swap Maturity Date
(In thousands)
Consolidated Wholly-Owned Subsidiaries
Fannie Mae loan (4)
N/A $ — $ 102,400 N/A N/A N/A
Term loan (5)
N/A — 200,000 N/A N/A N/A
Fannie Mae loan (6)
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 %
N/A N/A
Term loan 9/19/2026 366,000 366,000 SOFR + 1.25 %
N/A N/A
Term loan 11/1/2026 400,000 400,000 SOFR + 1.25 %
N/A N/A
Term loan 5/18/2028 300,000 300,000 SOFR + 1.51 %
2.21 % 6/1/2026
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 %
N/A N/A
Term loan (9)
3/3/2032 336,639 335,000 N/A 4.57 % N/A
Term loan (5)
7/29/2032 200,000 — SOFR + 2.00 %
5.60 % 8/1/2030
Fannie Mae loan (10)
8/1/2033 350,000 350,000 SOFR + 1.37 %
3.65 % 6/1/2027
Term loan (11)
6/1/2038 25,795 26,739 N/A 4.55 % N/A
Total Wholly-Owned Subsidiary Debt 3,811,617 3,725,139
Consolidated JVs
Term loan (12)
5/15/2027 380,000 450,000 SOFR + 1.45 %
N/A N/A
Term loan (13)
8/19/2028 565,000 625,000 SOFR + 1.45 %
4.79 % 12/5/2027
Term loan (14)
9/14/2028 115,000 — SOFR + 1.46 %
2.19 % 10/1/2026
Term loan (15)
12/11/2028 325,000 325,000 SOFR + 2.50 %
6.36 % 1/5/2028
Term loan (16)
4/26/2029 175,000 175,000 SOFR + 1.25 %
3.90 % 5/1/2026
Fannie Mae loan 6/1/2029 160,000 160,000 SOFR + 1.09 %
3.25 % 7/1/2027
Term loan (17)
1/9/2030 61,750 61,750 N/A 6.00 % N/A
Total Consolidated Debt (18)
5,593,367 5,521,889
Unamortized loan premium/discount, net (19)
1,085 2,754
Unamortized deferred loan costs, net (20)
( 45,582 ) ( 26,621 )
Total Consolidated Debt, net $ 5,548,870 $ 5,498,022
_____________________________________________________
Except as noted below, our loans: (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) 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.
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
(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.
(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. See Note 3.
(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.
(16) We guaranteed the portion of the loan principal that would need to be paid down in order to meet the minimum debt yield in the loan agreement. See "Guarantees" in Note 17.
(17) The interest rate is fixed at 6 % until July 8, 2027 and then increases to 6.25 % for the remaining loan term.
(18) See Note 14 for our debt fair value disclosures.
(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.
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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
Aggregate swap-fixed rate loans $ 2,520,000 $ 3,130,000
Aggregate fixed rate loans 1,492,861 88,489
Aggregate capped rate loans 1,202,000 822,000
Aggregate floating rate loans 378,506 1,481,400
Total Debt $ 5,593,367 $ 5,521,889
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 thousands) $ 4,012,861
Weighted average remaining life (including extension options) 4.3 years
Weighted average remaining fixed interest period 2.9 years
Weighted average annual interest rate 4.39 %
Future Principal Payments
At December 31, 2025, the minimum future principal payments due on our consolidated secured notes payable were as follows:
Year ending December 31: Including Maturity Extension Options (1)
(In thousands)
2026 $ 1,181,987
2027 381,033
2028 1,306,081
2029 636,131
2030 1,181,117
Thereafter 907,018
Total future principal payments $ 5,593,367
____________________________________________
(1) Some of our loan agreements require that we meet certain minimum financial thresholds to be able to extend the loan maturity.
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
Loan Premium and Loan Costs
The table below presents loan premium and loan costs, which are included in Interest expense on our consolidated statements of operations:
Year Ended December 31,
(In thousands) 2025 2024 2023
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
Loan costs expensed 1,922 168 210
Total $ 14,154 $ 9,170 $ 8,608
9. Interest Payable, Accounts Payable and Deferred Revenue
(In thousands) December 31, 2025 December 31, 2024
Interest payable (1)
$ 32,416 $ 19,584
Accounts payable and accrued liabilities 56,708 60,131
Deferred revenue 50,835 51,296
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.
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
10. Derivative Contracts
Derivative Summary
The table below summarizes our derivative contracts as of December 31, 2025:
Number of Interest Rate Swaps Notional
(In thousands)
Derivatives Designated as Cash Flow Hedges:
Consolidated derivatives - swaps (1)(2)(3)
21 $ 2,520,000
Derivatives Not Designated as Cash Flow Hedges:
Consolidated derivatives - caps (1)(2)(3)
6 $ 1,202,000
___________________________________________________
(1) The notional amount reflects 100 %, not our pro-rata share, of our consolidated JVs' derivatives. See Note 8 for more information about our hedged consolidated debt.
(2) Our derivative contracts do not provide for right of offset between derivative contracts.
(3) See Note 14 for our derivative fair value disclosures.
Counterparty Credit Risk
We are subject to credit risk from the counterparties on our interest rate swap and cap contract assets because we do not receive collateral. We seek to minimize that risk by entering into agreements with a variety of counterparties with investment grade ratings.
The fair value of our interest rate swap and cap contract assets, including accrued interest and excluding credit risk adjustments, was as follows:
(In thousands) December 31, 2025 December 31, 2024
Consolidated derivatives (1)
$ 25,187 $ 85,420
Unconsolidated Fund's derivatives (2)
$ — $ 6,839
___________________________________________________
(1) The amounts reflect 100 %, not our pro-rata share, of our consolidated JVs' derivatives.
(2) We consolidated Partnership X commencing on January 1, 2025. See Note 3. 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.
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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)
$ 6,338 $ —
___________________________________________________
(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
The table below presents the effect of our derivatives on our AOCI and the consolidated statements of operations:
(In thousands) Year Ended December 31,
2025 2024 2023
Derivatives Designated as Cash Flow Hedges:
Consolidated derivatives:
(Loss) gains recorded in AOCI before reclassifications (1)
$ ( 7,650 ) $ 47,896 $ 45,364
Gains reclassified from AOCI to Interest expense (1)
$ ( 56,321 ) $ ( 140,615 ) $ ( 144,318 )
Interest expense presented on the consolidated statements of operations $ ( 266,675 ) $ ( 229,442 ) $ ( 209,468 )
Unconsolidated Fund's derivatives (our share) (2)(3) :
Gains recorded in AOCI before reclassifications (1)
$ — $ 5,417 $ 585
Gains reclassified from AOCI to Income (loss) from unconsolidated Fund (1)
$ — $ ( 3,663 ) $ ( 1,662 )
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:
Consolidated derivatives:
Loss recorded as interest expense $ 3 $ — $ —
__________________________________________________
(1) See Note 11 for our AOCI reconciliation.
(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. See Note 3. 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, 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.
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
11. Equity
Transactions
During 2025:
• 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.
During 2024:
• We entered into a new consolidated JV in December 2024 that we manage and in which we own a 30 % interest.
• We acquired 229 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 9 thousand OP Units for $ 138 thousand in cash.
During 2023:
• We repurchased 9.1 million shares of our common stock for $ 109.1 million in cash, excluding transaction costs, in open market transactions. The average purchase price was $ 12.03 per share.
• We acquired 468 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 209 thousand OP Units for $ 2.4 million in cash.
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.
A share of our common stock, an OP Unit and an LTIP Unit (once vested and booked up) have essentially the same economic characteristics, sharing equally in the distributions from our Operating Partnership. Investors who own OP Units have the right to cause our Operating Partnership to acquire their OP Units for an amount of cash per unit equal to the market value of one share of our common stock at the date of acquisition, or, at our election, exchange their OP Units for shares of our common stock on a one -for-one b asis. LTIP Units have been granted to our employees and non-employee directors as part of their compensation. These awards generally vest over a service period and once vested can generally be converted to OP Units provided our stock price increases by more than a specified hurdle.
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
Changes in our Ownership Interest in our Operating Partnership
The table below presents the effect on our equity from net income (loss) attributable to common stockholders and changes in our ownership interest in our Operating Partnership:
Year Ended December 31,
(In thousands) 2025 2024 2023
Net income (loss) attributable to common stockholders $ 16,267 $ 23,517 $ ( 42,706 )
Transfers from noncontrolling interests:
Exchange of OP Units with noncontrolling interests 379 3,503 7,741
Repurchases of OP Units from noncontrolling interests ( 10 ) ( 4 ) 1,054
Net transfers from noncontrolling interests 369 3,499 8,795
Change from net income (loss) attributable to common stockholders and transfers from noncontrolling interests $ 16,636 $ 27,016 $ ( 33,911 )
AOCI Reconciliation (1)
The table below presents a reconciliation of our AOCI, which consists solely of adjustments related to derivatives designated as cash flow hedges:
Year Ended December 31,
(In thousands) 2025 2024 2023
Accumulated Other Comprehensive Income - Beginning balance $ 54,917 $ 115,917 $ 187,063
Consolidated derivatives:
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 )
Unconsolidated Fund's derivatives (our share) (2)(3) :
Other comprehensive income before reclassifications — 5,417 585
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 )
OCI attributable to noncontrolling interests 25,268 29,965 28,885
OCI attributable to common stockholders ( 43,465 ) ( 61,000 ) ( 71,146 )
Accumulated Other Comprehensive Income - Ending balance $ 11,452 $ 54,917 $ 115,917
__________________________________________________
(1) See Note 10 for the details of our derivatives and Note 14 for our derivative fair value disclosures.
(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. See Note 3. Our share of Partnership X's OCI on January 1, 2025 was reclassified to the gain from consolidation we recorded.
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Notes to Consolidated Financial Statements (continued)
Dividends (unaudited)
Our common stock dividends paid during 2025 are classified for federal income tax purposes as follows:
Record Date Paid Date Dividend Per Share Ordinary Income % Capital Gain % Return of Capital % Section 199A Dividend %
12/31/2024 1/15/2025 $ 0.19 — % — % 100.0 % — %
3/31/2025 4/15/2025 0.19 — % — % 100.0 % — %
6/30/2025 7/15/2025 0.19 — % — % 100.0 % — %
9/30/2025 10/15/2025 0.19 — % — % 100.0 % — %
Total / Weighted Average $ 0.76 — % — % 100.0 % — %
12. EPS
The table below presents the calculation of basic and diluted EPS:
Year Ended December 31,
2025 2024 2023
Numerator (In thousands):
Net income (loss) attributable to common stockholders $ 16,267 $ 23,517 $ ( 42,706 )
Allocation to participating securities: Unvested LTIP Units ( 1,468 ) ( 1,377 ) ( 1,191 )
Net income (loss) attributable to common stockholders - basic and diluted $ 14,799 $ 22,140 $ ( 43,897 )
Denominator (In thousands):
Weighted average shares of common stock outstanding - basic and diluted (1)
167,449 167,389 169,597
Net income (loss) per common share - basic and diluted $ 0.09 $ 0.13 $ ( 0.26 )
____________________________________________________
(1) Outstanding OP Units and vested LTIP Units are not included in the denominator in calculating diluted EPS, even though they may be exchanged under certain conditions for common stock on a one -for-one basis, because their associated net income or loss (equal on a per unit basis to the Net income or loss per common share - diluted) was already deducted in calculating Net income (loss) attributable to common stockholders. Accordingly, any exchange would not have any effect on diluted EPS. The table below presents the weighted average OP Units and vested LTIP Units outstanding for the respective periods:
Year Ended December 31,
(In thousands) 2025 2024 2023
OP Units 32,832 31,452 30,931
Vested LTIP Units 2,702 2,237 1,585
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Notes to Consolidated Financial Statements (continued)
13. Stock-Based Compensation
Stock Incentive Plan
Plan description
The Douglas Emmett, Inc. 2016 Omnibus Stock Incentive Plan, as amended, our stock incentive plan (our "2016 Plan"), permits us to make grants of incentive stock options, non-qualified stock options, stock appreciation rights, deferred stock awards, restricted stock awards, dividend equivalent rights and other stock-based awards. On May 24, 2023, our stockholders approved an amendment to the 2016 Plan to, among other things, increase the number of common shares for future awards by 19.0 million. We had an aggregate of 6.2 million shares available for grant as of December 31, 2025. Awards such as LTIP Units, deferred stock and restricted stock, which deliver the full value of the underlying shares, are counted against the Plan limits as two shares. Awards such as stock options and stock appreciation rights are counted as one share. The number of shares reserved under our 2016 Plan is also subject to adjustment in the event of a stock split, stock dividend or other change in our capitalization. Shares of stock underlying any awards that are forfeited, canceled or otherwise terminated (other than by exercise) are added back to the shares of stock available for future issuance under the 2016 Plan. For options exercised, our policy is to issue common stock on a net settlement basis - net of the exercise price and related taxes.
Plan administration
Our 2016 Plan is administered by the compensation committee of our board of directors. The compensation committee may interpret our Plan and make all determinations necessary or desirable for the administration of our Plan. The committee has full power and authority to select the participants to whom awards will be granted, to make any combination of awards to participants, to accelerate the exercisability or vesting of any award and to determine the specific terms and conditions of each award, subject to the provisions of our Plan. All officers, employees, directors and other key personnel (including consultants and prospective employees) are eligible to participate in our 2016 Plan.
LTIP Units
We have made certain awards in the form of a separate series of units of limited partnership interests in our Operating Partnership called LTIP Units, which can be granted either as free-standing awards or in tandem with other awards under our 2016 Plan. Our LTIP Units are valued by reference to the value of our common stock at the time of grant, and are subject to such conditions and restrictions as the compensation committee may determine, including continued employment or service, and/or achievement of pre-established performance goals, financial metrics and other objectives. Once vested, LTIP Units can generally be converted to OP Units on a one for one basis, provided our stock price increases by more than a specified hurdle.
Employee Awards
We grant stock-based compensation in the form of LTIP Units as a part of our annual incentive compensation to various employees each year, a portion which vests at the date of grant, and the remainder which vests in three equal annual installments over the three calendar years following the grant date. Compensation expense for LTIP Units which are not vested at the grant date is recognized on a straight-line basis over the requisite service period for each separately vesting portion of the award. We have also made long-term grants in the form of LTIP Units to certain employees, which generally vest in equal annual installments over four to five calendar years following the grant date, and some of these grants include a portion which vests at the date of grant. In aggregate, we granted 3.2 million, 1.9 million, and 2.2 million LTIP Units to employees during 2025, 2024 and 2023, respectively.
Non-Employee Director Awards
As annual fees for their services, each of our non-employee directors receives a grant of LTIP Units that vests on a quarterly basis during the year the services are rendered, which is the calendar year following the grant date. In aggregate, we granted 127 thousand, 94 thousand, and 146 thousand LTIP Units to our non-employee directors during 2025, 2024 and 2023, respectively.
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Notes to Consolidated Financial Statements (continued)
Compensation Expense
See Note 2 regarding our accounting policy for stock based compensation. At December 31, 2025, the total unrecognized stock-based compensation expense for unvested LTIP Unit awards was $ 19.5 million, which will be recognized over a weighted-average term of 2 years. The table below presents our stock-based compensation expense:
Year Ended December 31,
(In thousands) 2025 2024 2023
Stock-based compensation expense, net $ 21,208 $ 21,038 $ 19,834
Capitalized stock-based compensation $ 6,022 $ 6,139 $ 6,016
Stock-Based Award Activity
The table below presents our unvested LTIP Units activity:
Unvested LTIP Units: Number of Units (Thousands) Weighted Average Grant Date Fair Value Grant Date Fair Value (Thousands)
Outstanding at December 31, 2022 1,600 $ 15.73
Granted 2,384 $ 10.89 $ 25,959
Vested ( 1,970 ) $ 12.97 $ 25,555
Forfeited ( 17 ) $ 18.70 $ 327
Outstanding at December 31, 2023 1,997 $ 12.64
Granted 1,945 $ 14.38 $ 27,970
Vested ( 1,948 ) $ 13.85 $ 26,991
Forfeited ( 49 ) $ 14.65 $ 714
Outstanding at December 31, 2024 1,945 $ 13.12
Granted 3,291 $ 8.54 $ 28,096
Vested ( 2,721 ) $ 9.94 $ 27,051
Forfeited ( 27 ) $ 15.39 $ 423
Outstanding at December 31, 2025 2,488 $ 10.50
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Notes to Consolidated Financial Statements (continued)
14. Fair Value of Financial Instruments
Our estimates of the fair value of financial instruments were determined using available market information and widely used valuation methods. Considerable judgment is necessary to interpret market data and determine an estimated fair value. The use of different market assumptions or valuation methods may have a material effect on the estimated fair values. The FASB fair value framework hierarchy distinguishes between assumptions based on market data obtained from sources independent of the reporting entity, and the reporting entity’s own assumptions about market-based inputs. The hierarchy is as follows:
Level 1 - inputs utilize unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 - inputs are observable either directly or indirectly for similar assets and liabilities in active markets.
Level 3 - inputs are unobservable assumptions generated by the reporting entity.
As of December 31, 2025, we did not have any fair value estimates of financial instruments using Level 3 inputs.
Financial instruments disclosed at fair value
Short term financial instruments
The carrying amounts for cash and cash equivalents, tenant receivables, interest payable, accounts payable, security deposits and dividends payable approximate fair value because of the short-term nature of these instruments.
Secured notes payable
See Note 8 for the details of our secured notes payable. We estimate the fair value of our consolidated secured notes payable by calculating the credit-adjusted present value of the principal and interest payments for each secured note payable. 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/discount and excludes unamortized deferred loan fees:
(In thousands) December 31, 2025 December 31, 2024
Fair value $ 5,566,229 $ 5,429,586
Carrying value $ 5,594,452 $ 5,524,643
Ground lease liability
See Note 4 for the details of our ground lease. We estimate the fair value of our ground lease liability by calculating the present value of the future lease payments disclosed in Note 4 using our incremental borrowing rate. The calculation incorporates observable market interest rates which we consider to be Level 2 inputs. The table below presents the estimated fair value and carrying value of our ground lease liability:
(In thousands) December 31, 2025 December 31, 2024
Fair value $ 4,301 $ 3,764
Carrying value $ 10,808 $ 10,822
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Notes to Consolidated Financial Statements (continued)
Financial instruments measured at fair value on a recurring basis
Derivative instruments
See Note 10 for the details of our derivatives. We present our derivatives on our consolidated balance sheets at fair value, on a gross basis, excluding accrued interest. We estimate the fair value of our derivative instruments by calculating the credit-adjusted present value of the expected future cash flows of each derivative. The calculation incorporates the contractual terms of the derivatives, observable market interest rates which we consider to be Level 2 inputs, and credit risk adjustments to reflect the counterparty's as well as our own non-performance risk. Our derivatives are not subject to master netting arrangements. See Note 2 for our accounting policy for derivative instruments regarding the impact of the changes in fair value measurements on our financial statements.
The table below presents the estimated fair value of our derivatives.
(In thousands) December 31, 2025 December 31, 2024
Derivative Assets:
Fair value - c onsolidated derivatives (1)
$ 22,310 $ 77,620
Fair value - unconsolidated Fund's derivatives (2)
$ — $ 6,459
Derivatives Liabilities:
Fair value - consolidated derivatives $ 6,437 $ —
___________________________________________________________________________________
(1) Consolidated derivatives, which reflect 100 %, not our pro-rata share, of our consolidated JVs' derivatives, are included in interest rate contracts on our consolidated balance sheets. The fair values exclude accrued interest which is included in interest payable on our consolidated balance sheets.
(2) We consolidated Partnership X commencing on January 1, 2025. See Note 3. 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 Partnership X, including our equity interest percentage.
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Notes to Consolidated Financial Statements (continued)
15. Segment Reporting
Segment information is prepared on the same basis that our chief operating decision maker (CODM) reviews information to assess performance and make resource allocation decisions. Our CODM is our CEO. We operate in two business segments: (i) the acquisition, development, ownership and management of office real estate and (ii) the acquisition, development, ownership and management of multifamily real estate. The services for our office segment primarily include rental of office space and other tenant services, including parking and storage space rental. The services for our multifamily segment include rental of apartments and other tenant services, including parking and storage space rental. Asset information by segment is not reported because we do not use this measure to assess performance or make decisions to allocate resources. Therefore, depreciation and amortization expense is not allocated among segments. General and administrative expenses and interest expense are not included in segment profit as our internal reporting addresses these items on a corporate level. The table below presents the operating activity of our reportable segments:
(In thousands) Year Ended December 31,
2025 2024 2023
Office Segment
Total office revenues $ 805,516 $ 796,404 $ 829,945
Office expenses ( 301,276 ) ( 285,352 ) ( 294,310 )
Office segment profit $ 504,240 $ 511,052 $ 535,635
Multifamily Segment
Total multifamily revenues $ 198,466 $ 190,074 $ 190,543
Multifamily expenses ( 66,661 ) ( 64,906 ) ( 67,323 )
Multifamily segment profit $ 131,805 $ 125,168 $ 123,220
Total profit from all segments $ 636,045 $ 636,220 $ 658,855
The table below presents a reconciliation of the net income (loss) attributable to common stockholders to the total profit from all segments:
(In thousands) Year Ended December 31,
2025 2024 2023
Net income (loss) attributable to common stockholders $ 16,267 $ 23,517 $ ( 42,706 )
Net loss attributable to noncontrolling interests ( 27,697 ) ( 15,929 ) ( 33,134 )
Net (loss) income ( 11,430 ) 7,588 ( 75,840 )
General and administrative expenses 46,664 45,356 49,236
Depreciation and amortization 398,932 384,048 459,949
Other income ( 18,021 ) ( 28,019 ) ( 19,633 )
Other expenses 437 398 1,032
(Income) loss from unconsolidated Fund — ( 2,593 ) 34,643
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
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
16. Future Minimum Lease Rental Receipts
We lease space to tenants primarily under non-cancelable operating leases that generally contain provisions for a base rent plus reimbursement of certain operating expenses, and we own fee interests in two parcels of land from which we receive rent under ground leases. The table below presents the future minimum base rentals on our non-cancelable office tenant and ground leases for our consolidated properties at December 31, 2025:
Year ending December 31: (In thousands)
2026 $ 590,286
2027 517,013
2028 428,593
2029 338,999
2030 284,261
Thereafter 1,014,549
Total future minimum base rentals (1)
$ 3,173,701
_____________________________________________________
(1) Does not include (i) residential leases, which typically have a term of one year or less, (ii) holdover rent, (iii) other types of rent such as storage and antenna rent, (iv) tenant reimbursements, (v) straight line rent, (vi) amortization/accretion of acquired above/below-market lease intangibles, and (vii) percentage rents. The amounts assume that early termination options held by tenants will not be exercised.
17. Commitments, Contingencies and Guarantees
Legal Proceedings
From time to time, we are party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of our business. 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.
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 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
Tenant Receivables
We are subject to credit risk with respect to our tenant receivables and deferred rent receivables related to our tenant leases. Our tenants' ability to honor the terms of their respective leases remains dependent upon economic, regulatory and social factors. We seek to minimize our credit risk from our tenant leases by: (i) targeting smaller, more affluent office tenants, from a diverse mix of industries, (ii) performing credit evaluations of prospective tenants, and (iii) obtaining security deposits or letters of credit from our tenants. During 2025, 2024 and 2023, no tenant accounted for more than 10% of our total revenues.
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Douglas Emmett, Inc.
Notes to Consolidated Financial Statements (continued)
Geographic Risk
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
We are subject to credit risk with respect to our derivative counterparties. We do not post or receive collateral with respect to our derivative transactions. Our derivative contracts do not provide for right of offset between derivative contracts. See Note 10 for the details of our derivative contracts. We seek to minimize our credit risk by entering into agreements with a variety of counterparties with investment grade ratings.
Cash Balances
We have significant cash balances invested in a variety of short-term money market funds that are intended to preserve principal value and maintain a high degree of liquidity while providing current income. These investments are not insured against loss of principal and there is no guarantee that our investments in these funds will be redeemable at par value. We also have significant cash balances in bank accounts with high quality financial institutions with investment grade ratings. Interest bearing bank accounts at each U.S. banking institution are insured by the FDIC up to $250 thousand.
Asset Retirement Obligations
Conditional asset retirement obligations represent a legal obligation to perform an asset retirement activity in which the timing and/or method of settlement is conditional on a future event that may or may not be within our control. 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 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. As of December 31, 2025, the obligations to remove the asbestos from our other properties have indeterminable settlement dates, and we are unable to reasonably estimate the fair value of the associated conditional asset retirement obligations.
Contractual Commitments
As of December 31, 2025, we had an aggregate remaining contractual commitment for development projects, repositioning projects, capital expenditure projects and tenant improvements of approximately $ 277.2 million.
Loan Guarantees
During 2023, we signed a guarantee for the $ 175.0 million consolidated JV loan which guarantees the portion of the loan principal that would need to be paid down to meet the minimum debt yield in the loan agreement. The loan matures on April 26, 2029 . The guarantee will remain in effect until either the guarantee obligation or the loan is paid in full. As of December 31, 2025, we estimate the risk of loss for this guarantee to be low. See Note 8 for more information regarding our debt.
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Schedule III - Consolidated Real Estate and Accumulated Depreciation and Amortization
As of December 31, 2025
(In thousands)
Initial Cost Cost Capitalized Subsequent to Acquisition Gross Carrying Amount
Property Name Encumb-rances Land Building & Improve-ments (1)
Improve-ments (1)(2)
Land Building & Improve-ments (1)(2)
Total (3)
Accumulated Depreciation & Amortization (2) (4)
Year Built / Renovated Year Acquired
Office Properties
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
401 Wilshire — 9,989 29,187 131,504 21,787 148,893 170,680 70,005 1981/2000/2020 1996
429 Santa Monica 25,662 4,949 72,534 3,813 4,949 76,347 81,296 19,669 1982/2016 2017
1132 Bishop Place — 8,317 105,651 ( 57,107 ) 8,833 48,028 56,861 26,853 1992 2004
1299 Ocean 113,135 22,748 265,198 27,616 22,748 292,814 315,562 72,474 1980/2006/2020 2017
1901 Avenue of the Stars 193,502 18,514 131,752 123,944 26,163 248,047 274,210 119,403 1968/2001 2001
2001 Wilshire 31,592 5,711 81,622 7,794 5,711 89,416 95,127 15,822 1980/2013 2008
8383 Wilshire 148,043 18,004 328,118 9,425 18,005 337,542 355,547 63,468 1971/2009 2008
8484 Wilshire — 8,846 77,780 21,548 8,846 99,328 108,174 34,936 1972/2013 2013
9100 Wilshire 120,134 13,455 258,329 12,878 13,455 271,207 284,662 51,168 1971/2016 2008
9401 Wilshire 25,795 6,740 152,310 21,148 6,740 173,458 180,198 41,089 1971/2020 2017
9601 Wilshire — 16,597 54,774 128,797 17,658 182,510 200,168 84,862 1962/2004 2001
9665 Wilshire 81,126 5,568 177,072 20,679 5,568 197,751 203,319 45,959 1971/2020 2017
10880 Wilshire 187,772 29,995 437,514 54,144 29,988 491,665 521,653 129,683 1970/2009/2020 2016
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
12100 Wilshire 54,746 20,164 208,755 9,602 20,164 218,357 238,521 58,535 1985 2016
12400 Wilshire — 5,013 34,283 77,087 8,828 107,555 116,383 52,284 1985 1996
15250 Ventura 18,889 2,130 48,908 3,744 2,130 52,652 54,782 10,319 1970/2012 2008
16000 Ventura 32,064 1,936 89,531 4,003 1,936 93,534 95,470 18,155 1980/2011 2008
16501 Ventura 42,944 6,759 53,112 14,914 6,759 68,026 74,785 24,298 1986/2012 2013
Beverly Hills Medical Center 46,180 4,955 27,766 31,892 6,435 58,178 64,613 29,570 1964/2004 2004
Bishop Square 172,291 16,273 213,793 68,673 16,273 282,466 298,739 111,415 1972/1983 2010
Brentwood Court — 2,564 8,872 992 2,563 9,865 12,428 5,228 1984 2006
Brentwood Executive Plaza — 3,255 9,654 36,133 5,921 43,121 49,042 21,521 1983/1996 1995
Brentwood Medical Plaza — 5,934 27,836 3,105 5,933 30,942 36,875 15,488 1975 2006
Brentwood San Vicente Medical — 5,557 16,457 3,458 5,557 19,915 25,472 9,486 1957/1985 2006
Brentwood/Saltair — 4,468 11,615 11,786 4,775 23,094 27,869 11,368 1986 2000
Bundy/Olympic — 4,201 11,860 30,300 6,030 40,331 46,361 19,608 1991/1998 1994
Camden Medical Arts 38,682 3,102 12,221 30,569 5,298 40,594 45,892 20,045 1972/1992 1995
Carthay Campus — 6,595 70,454 10,295 6,594 80,750 87,344 26,071 1965/2008 2014
Century Park Plaza 173,000 10,275 70,761 145,040 16,153 209,923 226,076 96,195 1972/1987/2020 1999
Century Park West — 3,717 29,099 3,892 3,667 33,041 36,708 14,710 1971 2007
Columbus Center — 2,096 10,396 11,189 2,333 21,348 23,681 10,778 1987 2001
Coral Plaza — 4,028 15,019 19,652 5,366 33,333 38,699 16,486 1981 1998
Cornerstone Plaza — 8,245 80,633 7,973 8,263 88,588 96,851 41,762 1986 2007
Encino Gateway — 8,475 48,525 57,670 15,653 99,017 114,670 47,941 1974/1998 2000
Encino Plaza — 5,293 23,125 48,938 6,165 71,191 77,356 36,077 1971/1992 2000
Encino Terrace 96,592 12,535 59,554 101,134 15,533 157,690 173,223 79,340 1986 1999
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Schedule III - Consolidated Real Estate and Accumulated Depreciation and Amortization
As of December 31, 2025
(In thousands)
Initial Cost Cost Capitalized Subsequent to Acquisition Gross Carrying Amount
Property Name Encumb-rances Land Building & Improve-ments (1)
Improve-ments (1)(2)
Land Building & Improve-ments (1)(2)
Total (3)
Accumulated Depreciation & Amortization (2) (4)
Year Built / Renovated Year Acquired
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
Gateway Los Angeles — 2,376 15,302 63,355 5,119 75,914 81,033 32,564 1987/2022 1994
Harbor Court 27,709 51 41,001 55,486 12,060 84,478 96,538 38,948 1994 2004
Landmark II — 6,086 109,259 73,459 13,070 175,734 188,804 82,022 1989 1997
Lincoln/Wilshire — 3,833 12,484 26,583 7,475 35,425 42,900 15,549 1996 2000
MB Plaza — 4,533 22,024 33,745 7,503 52,799 60,302 27,006 1971/1996 1998
Olympic Center 52,000 5,473 22,850 34,872 8,247 54,948 63,195 27,649 1985/1996 1997
One Westwood — 10,350 29,784 64,416 9,194 95,356 104,550 47,355 1987/2004 1999
Palisades Promenade 60,318 5,253 15,547 52,987 9,664 64,123 73,787 32,915 1990 1995
Saltair/San Vicente 21,533 5,075 6,946 17,741 7,557 22,205 29,762 11,478 1964/1992 1997
San Vicente Plaza — 7,055 12,035 796 7,055 12,831 19,886 6,692 1985 2006
Santa Monica Square 44,377 5,366 18,025 21,711 6,863 38,239 45,102 19,631 1983/2004 2001
Second Street Plaza — 4,377 15,277 35,186 7,421 47,419 54,840 23,877 1991 1997
Sherman Oaks Galleria 300,000 33,213 17,820 425,879 48,328 428,584 476,912 213,428 1981/2002 1997
Studio Plaza (5)
— 9,347 73,358 119,525 15,015 187,215 202,230 83,386 1988/2004 1995
The Tower 60,626 9,643 160,602 8,164 9,643 168,766 178,409 45,526 1988/1998 2016
The Trillium (6)
— 20,688 143,263 96,918 21,989 238,880 260,869 112,979 1988/2021 2005
Valley Executive Tower 104,000 8,446 67,672 113,019 11,737 177,400 189,137 89,982 1984 1998
Valley Office Plaza — 5,731 24,329 49,868 8,957 70,971 79,928 37,540 1966/2002 1998
Verona — 2,574 7,111 15,813 5,111 20,387 25,498 10,237 1991 1997
Village on Canon 56,497 5,933 11,389 51,843 13,303 55,862 69,165 27,562 1989/1995 1994
Warner Center Towers 336,639 43,110 292,147 414,274 59,418 690,113 749,531 345,791 1982-1993/2004 2002
Warner Corporate Center 29,278 11,035 65,799 4,994 11,035 70,793 81,828 13,759 1988/2015 2008
Westside Towers 129,852 8,506 79,532 80,859 14,568 154,329 168,897 77,539 1985 1998
Westwood Center 127,146 9,512 259,341 23,220 9,513 282,560 292,073 77,456 1965/2000 2016
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
555 Barrington 69,022 6,461 27,639 46,071 14,903 65,268 80,171 31,352 1989 1999
1221 Ocean Avenue 175,000 22,086 328,545 6,194 22,085 334,740 356,825 36,948 1971/2000 2022
Barrington/Kiowa 16,358 5,720 10,052 1,559 5,720 11,611 17,331 5,914 1974 2006
Barry 11,261 6,426 8,179 1,066 6,426 9,245 15,671 4,802 1973 2006
Kiowa 5,781 2,605 3,263 1,064 2,605 4,327 6,932 2,137 1972 2006
Moanalua Hillside Apartments 328,264 24,791 157,353 130,749 35,365 277,528 312,893 92,468 1968/2004/2019 2005
The Residences at Bishop Place 110,000 — — 189,954 — 189,954 189,954 29,703 2020-2022 2004
Pacific Plaza 96,460 10,091 16,159 82,351 27,816 80,785 108,601 37,417 1963/1998 1999
The Glendon 160,000 32,773 335,925 1,558 32,773 337,483 370,256 57,508 2008 2019
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
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Table of Contents
Douglas Emmett, Inc.
Schedule III - Consolidated Real Estate and Accumulated Depreciation and Amortization
As of December 31, 2025
(In thousands)
Initial Cost Cost Capitalized Subsequent to Acquisition Gross Carrying Amount
Property Name Encumb-rances Land Building & Improve-ments (1)
Improve-ments (1)(2)
Land Building & Improve-ments (1)(2)
Total (3)
Accumulated Depreciation & Amortization (2) (4)
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
Ground Lease
Owensmouth/Warner (6)
— 23,848 — 1,978 23,848 1,978 25,826 977 N/A 2006
Total Operating Properties $ 5,593,367 $ 912,015 $ 7,173,102 $ 4,517,395 $ 1,199,291 $ 11,403,221 $ 12,602,512 $ 4,054,696
Property Under Development
Development Projects — — — 195,535 — 195,535 195,535 — N/A N/A
Total $ 5,593,367 $ 912,015 $ 7,173,102 $ 4,712,930 $ 1,199,291 $ 11,598,756 $ 12,798,047 $ 4,054,696
_____________________________________________________
(1) Includes tenant improvements and lease intangibles.
(2) Net of: (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 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 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:
(In thousands) Year Ended December 31,
2025 2024 2023
Investment in real estate, gross
Beginning balance $ 12,495,252 $ 12,405,814 $ 12,292,973
Property acquisitions 93,929 — —
Consolidation of JV 170,103 — —
Improvements and developments 292,223 203,596 214,955
Removal of fully depreciated and amortized buildings, building improvements, tenant improvements and lease intangibles ( 253,460 ) ( 114,158 ) ( 102,114 )
Ending balance $ 12,798,047 $ 12,495,252 $ 12,405,814
Accumulated depreciation and amortization
Beginning balance $ ( 3,916,625 ) $ ( 3,652,630 ) $ ( 3,299,365 )
Depreciation and amortization ( 398,932 ) ( 384,048 ) ( 459,949 )
Other accumulated depreciation and amortization 7,401 5,895 4,570
Removal of fully depreciated and amortized buildings, building improvements, tenant improvements and lease intangibles 253,460 114,158 102,114
Ending balance $ ( 4,054,696 ) $ ( 3,916,625 ) $ ( 3,652,630 )
Investment in real estate, net $ 8,743,351 $ 8,578,627 $ 8,753,184
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