EQUITY LIFESTYLE PROPERTIES INC 10-K

Item 9A. Controls and Procedures Evaluation of Disclosure Controls and Procedures Our management, with the participation of our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer), maintains a system of disclosure controls and procedures, designed to provide reasonable assurance that information we are required to disclose in the reports that we file under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that we will detect or uncover failures to disclose material information otherwise required to be set forth in our periodic reports. Our management, with the participation of the Chief Executive Officer and the Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2024. Based on that evaluation as of the end of the period covered by this annual report, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective to give reasonable assurances to the timely collection, evaluation and our disclosure of information that would potentially be subject to disclosure under the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder as of December 31, 2024. Changes in Internal Control Over Financial Reporting There were no material changes in our internal control over financial reporting during the year ended December 31, 2024. Report of Management on Internal Control Over Financial Reporting Our management 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 internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. 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. Based on management's assessment, we maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024. In making this assessment, management used the criteria established by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in “ Internal Control-Integrated Framework ” (2013 framework). The effectiveness of our internal control over financial reporting as of December 31, 2024, has been audited by our independent registered public accounting firm, as stated in its report on page F-4. Item 9B. Other Information During the quarter ended December 31, 2024, none of the Company’s directors or officers adopted , terminated or modified any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933). 60 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections Not applicable. 61 PART III Items 10 and 11. Directors, Executive Officers and Corporate Governance, and Executive Compensation The information required by Items 10 and 11 will be contained in the Proxy Statement on Schedule 14A for the 2025 Annual Meeting and is therefore incorporated by reference, and thus Items 10 and 11 have been omitted in accordance with General Instruction G(3) to Form 10-K. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Securities Authorized for Issuance Under Equity Compensation Plans The following table presents securities authorized for issuance under our equity compensation plans as of December 31, 2024: Plan Category Number of securities to be Issued upon Exercise of Outstanding Options, Warrants and Rights (a) Weighted-average Exercise Price of Outstanding Options, Warrants and Rights Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (excluding securities reflected in column (a)) Equity compensation plans approved by security holders (1) 89,435 $ 56.18 — Equity compensation plans approved by security holders (2) 29,855 60.29 3,759,490 Equity compensation plans not approved by security holders (3) N/A N/A 618,661 Total 119,290 $ 57.21 4,378,151 _____________________ (1) Represents shares of common stock under our Equity Incentive Plan effective May 13, 2014 (the “ 2014 Plan ” ), prior to its termination. (2) Represents shares of common stock under our Equity Incentive Plan effective April 30, 2024 (the “ 2024 Plan ” ). (3) Represents shares of common stock under our Employee Stock Purchase Plan effective July 1997, as amended and restated in May 2016. Under the Employee Stock Purchase Plan, eligible employees may make contributions which are used to purchase shares of common stock at a purchase price equal to 85% of the lesser of the closing price of a share of common stock on the first or last trading day of the purchase period. Purchases of common stock under the Employee Stock Purchase Plan are made on the first business day of the next month after the close of the purchase period. Under NYSE rules then in effect, stockholder approval was not required for the Employee Stock Purchase Plan because it is a broad-based plan available generally to all employees. The information required by Item 403 of Regulation S-K “Security Ownership of Certain Beneficial Owners and Management” required by Item 12 will be contained in the Proxy Statement on Schedule 14A for the 2025 Annual Meeting and is therefore incorporated by reference, and thus has been omitted in accordance with General Instruction G(3) to Form 10-K. Items 13 and 14. Certain Relationships and Related Transactions, and Director Independence, and Principal Accounting Fees and Services The information required by Items 13 and 14 will be contained in the Proxy Statement on Schedule 14A for the 2025 Annual Meeting and is therefore incorporated by reference, and thus Items 13 and 14 have been omitted in accordance with General Instruction G(3) to Form 10-K. 62 PART IV Item 15. Exhibits, Financial Statements Schedules 1. Financial Statements See Index to Consolidated Financial Statements and Schedule on page F-1 of this Form 10-K. 2. Financial Statement Schedule See Index to Consolidated Financial Statements and Schedule on page F-1 of this Form 10-K. 3. Exhibits: In reviewing the agreements included as exhibits to this Form 10-K, please remember they are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about us or the other parties to the agreements. The agreements may contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and: • should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate; • have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement; • may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and • were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments. Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. Additional information about us may be found elsewhere in this Form 10-K and our other public filings, which are available without charge through the SEC's website at http://www.sec.gov . 3.1 (a) Articles of Amendment and Restatement of Equity LifeStyle Properties, Inc., effective May 15, 2007 3.2 (b) Articles of Amendment of Equity LifeStyle Properties, Inc., effective November 26, 2013 3.3 (c) Articles of Amendment of Equity LifeStyle Properties, Inc., effective May 2, 2019 3.4 (d) Form of Articles Supplementary for Preferred Stock 3.5 (e) Articles of Amendment of Equity LifeStyle Properties, Inc., effective May 4, 2020 3.6 (f) Fourth Amended and Restated Bylaws, effective as of July 25, 2023 4.1 (g) Form of Specimen Stock Certificate Evidencing the Common Stock of Equity LifeStyle Properties, Inc., par value $0.01 per share 4.2 (u) Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 10.1 (i) Second Amended and Restated MHC Operating Limited Partnership Agreement of Limited Partnership, dated March 15, 1996 10.2 (j) Amendment to Second Amended and Restated Agreement of Limited Partnership for MHC Operating Limited Partnership, dated February 27, 2004 10.3 (k) Second Amendment to the Second Amended and Restated Agreement of Limited Partnership for MHC Operating Limited Partnership effective as of December 31, 2013 10.4 (h) Third Amendment to the Second Amended and Restated Agreement of Limited Partnership for MHC Operating Limited Partnership effective as of December 31, 2018 10.5 (s)(+) Equity LifeStyle Properties, Inc. 2014 Equity Incentive Plan effective May 13, 2014 (the " 2014 Plan") 10.6 (l)(+) Equity LifeStyle Properties, Inc. 2024 Equity Incentive Plan effective April 30, 2024 ( the "2024 Plan") 10.7 (m)(+) Amended and Restated Equity LifeStyle Properties, Inc. 1997 Non-Qualified Employee Stock Purchase Plan, effective May 10, 2016 63 10.8 (n)(+) Form of Indemnification Agreement 10.9 (o) Third Amended and Restated Credit Agreement, dated as of April 19, 2021, by and among MHC Operating Limited Partnership, as Borrower, Equity LifeStyle Properties, Inc., as Parent, Wells Fargo Bank, National Association, as Administrative Agent, and each of the Lenders set forth therein 10.10 (o) Third Amended and Restated Guaranty dated as of April 19, 2021 by Equity LifeStyle Properties, Inc. in favor of Wells Fargo Bank, National Association 10.11 (p) Amendment, dated March 1, 2023, to the Third Amended and Restated Credit Agreement, dated as of April 19, 2021, by and among MHC Operating Limited Partnership, the Company, Wells Fargo, National Association, and each of the Lenders set forth therein 10.12 (q) Second Amendment, dated July 18, 2024, to the Third Amended and Restated Credit Agreement, dated April 19, 2021, by and among MHC Operating Limited Partnership, as Borrower, Equity LifeStyle Properties, Inc., as Parent, Wells Fargo Bank, National Association, as Administrative Agent, and each of the Lenders set forth therein. 10.13 (r) Form of Equity Distribution Agreement, dated November 1, 2024, by and among the Company, the Operating Partnership and each of the Sales Agents. 10.14 (t)(+) Form of Restricted Share Award Agreement for the 2014 Plan 10.15 (t)(+) Form of Option Award Agreement for the 2014 Plan 10.16 (*)(+) Form of Restricted Share Award Agreement for the 2024 Plan 10.17 (*)(+) Form of Option Award Agreement for the 2024 Plan 14 * Equity LifeStyle Properties, Inc. Business Ethics and Conduct Policy, dated October 29, 2024 19 * Policy on Securities Trading 21 * Subsidiaries of the Registrant 23 * Consent of Independent Registered Public Accounting Firm 31.1 * Certification of Chief Financial Officer Pursuant To Section 302 of the Sarbanes-Oxley Act Of 2002 31.2 * Certification of Chief Executive Officer Pursuant To Section 302 of the Sarbanes-Oxley Act Of 2002 32.1 * Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 32.2 * Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 97 (u)(+) Compensatory Recovery Policy 101.SCH * Inline XBRL Taxonomy Extension Schema Document 101.CAL * Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.LAB * Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE * Inline XBRL Taxonomy Extension Presentation Linkbase Document 101.DEF * Inline XBRL Taxonomy Extension Definition Linkbase Document 104 Cover Page Interactive Data File included as Exhibit 101 (embedded within the Inline XBRL document) The following documents are incorporated by reference. (a) Included as an exhibit to our Report on Form 8-K filed May 22, 2007 (b) Included as an exhibit to our Report on Form 8-K filed November 26, 2013 (c) Included as an exhibit to our Report on Form 8-K filed May 2, 2019 (d) Included as an exhibit to our Report on Form 8-K filed February 25, 2020 (e) Included as an exhibit to our Report on Form 8-K filed May 4, 2020 (f) Included as an exhibit to our Report on Form 8-K filed July 28, 2023 (g) Included as an exhibit to our Report on Form S-3 Registration Statement dated May 6, 2009, file No. 333-159014 (h) Included as an exhibit to our Report on Form 10-K for the year ended December 31, 2020 (i) Included as an exhibit to our Report on Form 10-Q for the quarter ended June 30, 1996 64 (j) Included as an exhibit to our Report on Form 10-K for the year ended December 31, 2005 (k) Included as an exhibit to our Report on Form 8-K filed January 2, 2014 (l) Included as Appendix B to our Definitive Proxy Statement dated March 19, 2024, relating to Annual Meeting of Stockholders held on April 30, 2024 (m) Included as an exhibit to our Report on Form 10-Q for the quarter ended June 30, 2016 (n) Included as an exhibit to our Report on Form 10-K for the year ended December 31, 2006 (o) Included as an exhibit to our Report on Form 8-K filed April 23, 2021 (p) Included as an exhibit to our Report on Form 10-Q/A for the quarter ended March 31, 2023 (q) Included as an exhibit to our Report on Form 8-K filed on July 23, 2024 (r) Included as an exhibit to our Report on Form 8-K filed on November 1, 2024 (s) Included as Appendix B to our Definitive Proxy Statement dated March 24, 2014, relating to Annual Meeting of Stockholders held on May 13, 2014 (t) Included as an exhibit to our Report on Form 8-K filed May 13, 2014 (u) Included as an exhibit to our Report on Form 10-K for the year ended December 31, 2023 * Filed herewith (+) Management contract or compensatory plan or arrangement. Item 16. Form 10-K Summary None. 65 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. EQUITY LIFESTYLE PROPERTIES, INC., a Maryland corporation Date: February 24, 2025 By: /s/ M ARGUERITE N ADER Marguerite Nader President and Chief Executive Officer (Principal Executive Officer) Date: February 24, 2025 By: /s/ P AUL S EAVEY Paul Seavey Executive Vice President and Chief Financial Officer (Principal Financial Officer) Date: February 24, 2025 By: /s/ C AROLINE K ARP Caroline Karp Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) 66 Equity LifeStyle Properties, Inc.—Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. Name Title Date /s/ M ARGUERITE N ADER President, Chief Executive Officer and Director (Principal Executive Officer) February 24, 2025 Marguerite Nader /s/ P AUL S EAVEY Executive Vice President and Chief Financial Officer (Principal Financial Officer) February 24, 2025 Paul Seavey /s/ C AROLINE K ARP Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) February 24, 2025 Caroline Karp /s/ T HOMAS H ENEGHAN Chairman of the Board February 24, 2025 Thomas Heneghan /s/ A NDREW B ERKENFIELD Director February 24, 2025 Andrew Berkenfield /s/ D ERRICK B URKS Director February 24, 2025 Derrick Burks /s/ P HILIP C ALIAN Director February 24, 2025 Philip Calian /s/ D AVID C ONTIS Director February 24, 2025 David Contis /s/ C ONSTANCE F REEDMAN Director February 24, 2025 Constance Freedman /s/ R ADHIKA P APANDREOU Director February 24, 2025 Radhika Papandreou /s/ S COTT P EPPET Director February 24, 2025 Scott Peppet 67 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULE EQUITY LIFESTYLE PROPERTIES, INC. Page Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42 ) F- 2 Consolidated Balance Sheets as of December 31, 2024 and 2023 F- 5 Consolidated Statements of Income and Comprehensive Income for the years ended December 31, 2024, 2023 and 2022 F- 6 Consolidated Statements of Changes in Equity for the years ended December 31, 2024, 2023 and 2022 F- 8 Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022 F- 9 Notes to Consolidated Financial Statements F- 11 Schedule III—Real Estate and Accumulated Depreciation S- 1 Note that certain schedules have been omitted, as they are not applicable to us. F-1 Report of Independent Registered Public Accounting Firm To the Stockholders and Board of Directors of Equity LifeStyle Properties, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Equity LifeStyle Properties, Inc. (the Company) as of December 31, 2024 and 2023, the related consolidated statements of income and comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15 (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, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, 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, 2024, 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 24, 2025 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 consolidated 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 consolidated 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 Impairment of Long-Lived Assets Description of the Matter At December 31, 2024, the Company’s consolidated net investment in real estate totaled $5.3 billion. As discussed in Note 2 to the consolidated financial statements, the Company’s investment in real estate is reviewed for impairment quarterly or whenever events or changes in circumstances indicate a possible impairment. If an impairment indicator exists related to an investment in real estate that is held and used, the expected future undiscounted cash flows are compared against the carrying amount of that asset. If the sum of the estimated undiscounted cash flows is less than the carrying amount of the asset, an impairment loss is recorded for the excess, if any, of the carrying amount of the asset over its estimated fair value. Auditing the Company’s evaluation of impairment of long-lived assets was complex and subjective. The determination of the undiscounted cash flows for properties where impairment indicators have been identified is sensitive to significant assumptions such as forecasted net operating income, and capitalization rates used to estimate the property’s residual value, both of which can be affected by expectations about future market conditions, customer demand, and competition. How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls related to the Company’s process for evaluating impairment of long-lived assets, including controls over management’s review of the assumptions described above. To test the Company’s process for evaluating impairment of long-lived assets, we performed audit procedures that included, among others, assessing the methodology used, evaluating the assumptions discussed above and testing the completeness and accuracy of the underlying data used by the Company in its analyses. We compared the significant assumptions used by the Company to historical operational results, current market data, and real estate industry publications. As part of our procedures, we also evaluated significant variances between the forecasted cash flows and historical actual results and performed sensitivity analyses of significant assumptions to evaluate the changes in the undiscounted cash flows that would result from changes in the assumptions used by management. /s/ Ernst & Young LLP We have served as the Company’s auditor since 1996. Chicago, Illinois February 24, 2025 F-3 Report of Independent Registered Public Accounting Firm To the Stockholders and Board of Directors of Equity LifeStyle Properties, Inc. Opinion on Internal Control Over Financial Reporting We have audited Equity LifeStyle Properties, Inc.’s (the Company) internal control over financial reporting as of December 31, 2024, 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, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2024 and 2023, the related consolidated statements of income and comprehensive income, changes in equity, and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15 and our report dated February 24, 2025 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 Chicago, Illinois February 24, 2025 F-4 Equity LifeStyle Properties, Inc. Consolidated Balance Sheets (amounts in thousands, except share and per share data) December 31, 2024 December 31, 2023 Assets Investment in real estate: Land $ 2,088,682 $ 2,088,657 Land improvements 4,582,815 4,380,649 Buildings and other depreciable property 1,244,193 1,236,985 7,915,690 7,706,291 Accumulated depreciation ( 2,639,538 ) ( 2,448,876 ) Net investment in real estate 5,276,152 5,257,415 Cash and restricted cash 24,576 29,937 Notes receivable, net 50,726 49,937 Investment in unconsolidated joint ventures 83,772 85,304 Deferred commission expense 56,516 53,641 Other assets, net 153,910 137,499 Total Assets $ 5,645,652 $ 5,613,733 Liabilities and Equity Liabilities: Mortgage notes payable, net $ 2,928,292 $ 2,989,959 Term loans, net 199,344 497,648 Unsecured line of credit 77,000 31,000 Accounts payable and other liabilities 159,225 151,567 Deferred membership revenue 229,301 218,337 Accrued interest payable 10,679 12,657 Rents and other customer payments received in advance and security deposits 122,448 126,451 Distributions payable 95,577 87,493 Total Liabilities 3,821,866 4,115,112 Equity: Stockholders' Equity: Preferred stock, $ 0.01 par value, 10,000,000 shares authorized as of December 31, 2024 and December 31, 2023; none issued and outstanding. — — Common stock, $ 0.01 par value, 600,000,000 shares authorized as of December 31, 2024 and December 31, 2023; 191,056,527 and 186,426,281 shares issued and outstanding as of December 31, 2024 and December 31, 2023, respectively. 1,962 1,917 Paid-in capital 1,951,430 1,644,319 Distributions in excess of accumulated earnings ( 214,979 ) ( 223,576 ) Accumulated other comprehensive income 2,303 6,061 Total Stockholders’ Equity 1,740,716 1,428,721 Non-controlling interests – Common OP Units 83,070 69,900 Total Equity 1,823,786 1,498,621 Total Liabilities and Equity $ 5,645,652 $ 5,613,733 The accompanying notes are an integral part of the consolidated financial statements. F-5 Equity LifeStyle Properties, Inc. Consolidated Statements of Income and Comprehensive Income (amounts in thousands, except per share data) Years Ended December 31, 2024 2023 2022 Revenues: Rental income $ 1,233,252 $ 1,178,959 $ 1,118,601 Annual membership subscriptions 65,883 65,379 63,215 Membership upgrade sales 16,433 14,719 12,958 Other income 75,354 67,407 56,144 Gross revenues from home sales, brokered resales and ancillary services 117,732 145,219 180,179 Interest income 9,238 9,037 7,430 Income from other investments, net 8,274 8,703 8,553 Total revenues 1,526,166 1,489,423 1,447,080 Expenses: Property operating and maintenance 480,438 469,912 443,157 Real estate taxes 81,966 77,993 74,145 Membership sales and marketing 22,063 20,974 20,317 Property management 78,114 76,170 74,083 Depreciation and amortization 203,879 203,738 202,362 Cost of home sales, brokered resales and ancillary sales 84,771 107,668 139,012 Home selling expenses and ancillary operating expenses 27,644 27,453 27,321 General and administrative 38,483 47,280 44,857 Casualty-related charges/(recoveries), net ( 20,950 ) — — Other expenses 5,533 5,768 8,646 Early debt retirement 5,833 68 1,156 Interest and related amortization 137,710 132,342 116,562 Total expenses 1,145,484 1,169,366 1,151,618 Income before income taxes and other items 380,682 320,057 295,462 Gain/(Loss) on sale of real estate and impairment, net ( 2,466 ) ( 3,581 ) — Income tax benefit 354 10,488 — Equity in income of unconsolidated joint ventures 6,248 2,713 3,363 Consolidated net income 384,818 329,677 298,825 Income allocated to non-controlling interests – Common OP Units ( 17,804 ) ( 15,470 ) ( 14,198 ) Redeemable perpetual preferred stock dividends ( 16 ) ( 16 ) ( 16 ) Net income available for Common Stockholders $ 366,998 $ 314,191 $ 284,611 Consolidated net income $ 384,818 $ 329,677 $ 298,825 Other comprehensive income (loss): Adjustment for fair market value of swaps ( 3,758 ) ( 13,058 ) 15,595 Consolidated comprehensive income 381,060 316,619 314,420 Comprehensive income allocated to non-controlling interests – Common OP Units ( 17,622 ) ( 14,862 ) ( 15,005 ) Redeemable perpetual preferred stock dividends ( 16 ) ( 16 ) ( 16 ) Comprehensive income attributable to Common Stockholders $ 363,422 $ 301,741 $ 299,399 The accompanying notes are an integral part of the consolidated financial statements. F-6 Equity LifeStyle Properties, Inc. Consolidated Statements of Income and Comprehensive Income (amounts in thousands, except per share data) Years Ended December 31, 2024 2023 2022 Earnings per Common Share – Basic $ 1.96 $ 1.69 $ 1.53 Earnings per Common Share – Fully Diluted $ 1.96 $ 1.69 $ 1.53 Weighted average Common Shares outstanding – Basic 187,439 186,061 185,780 Weighted average Common Shares outstanding – Fully Diluted 196,636 195,429 195,255 The accompanying notes are an integral part of the consolidated financial statements. F-7 Equity LifeStyle Properties, Inc. Consolidated Statements of Changes In Equity (amounts in thousands) Common Stock Paid-in Capital Redeemable Perpetual Preferred Stock Distributions in Excess of Accumulated Earnings Accumulated Other Comprehensive Income (Loss) Non- Controlling Interests – Common OP Units Total Equity Balance as of December 31, 2021 1,913 1,593,362 — ( 183,689 ) 3,524 71,061 1,486,171 Exchange of Common OP Units for Common Stock — 312 — — — ( 312 ) — Issuance of Common Stock through employee stock purchase plan — 2,743 — — — — 2,743 Issuance of Common Stock 3 28,367 — — — — 28,370 Compensation expenses related to restricted stock and stock options — 10,537 — — — — 10,537 Repurchase of Common Stock or Common OP Units — ( 3,449 ) — — — — ( 3,449 ) Adjustment for Common OP Unitholders in the Operating Partnership — ( 2,357 ) — — — 2,357 — Adjustment for fair market value of swap — — — — 15,595 — 15,595 Consolidated net income — — 16 284,611 — 14,198 298,825 Distributions — — ( 16 ) ( 305,170 ) — ( 15,224 ) ( 320,410 ) Other — ( 897 ) — — — — ( 897 ) Balance as of December 31, 2022 1,916 1,628,618 — ( 204,248 ) 19,119 72,080 1,517,485 Exchange of Common OP Units for Common Stock 1 1,237 — — — ( 1,238 ) — Issuance of Common Stock through employee stock purchase plan — 1,983 — — — — 1,983 Compensation expenses related to restricted stock and stock options — 14,711 — — — — 14,711 Repurchase of Common Stock or Common OP Units — ( 1,932 ) — — — — ( 1,932 ) Adjustment for Common OP Unitholders in the Operating Partnership — ( 20 ) — — — 20 — Adjustment for fair market value of swap — — — — ( 13,058 ) — ( 13,058 ) Consolidated net income — — 16 314,191 — 15,470 329,677 Distributions — — ( 16 ) ( 333,519 ) — ( 16,432 ) ( 349,967 ) Other — ( 278 ) — — — — ( 278 ) Balance as of December 31, 2023 1,917 1,644,319 — ( 223,576 ) 6,061 69,900 1,498,621 Exchange of Common OP Units for Common Stock — 6 — — — ( 6 ) — Issuance of Common Stock through employee stock purchase plan — 1,790 — — — — 1,790 Issuance of Common Stock 45 317,342 — — — — 317,387 Compensation expenses related to restricted stock and stock options — 6,702 — — — — 6,702 Repurchase of Common Stock or Common OP Units — ( 1,908 ) — — — — ( 1,908 ) Adjustment for Common OP Unitholders in the Operating Partnership — ( 12,761 ) — — — 12,761 — Adjustment for fair market value of swap — — — — ( 3,758 ) — ( 3,758 ) Consolidated net income — — 16 366,998 — 17,804 384,818 Distributions — — ( 16 ) ( 358,401 ) — ( 17,389 ) ( 375,806 ) Other — ( 4,060 ) — — — — ( 4,060 ) Balance as of December 31, 2024 $ 1,962 $ 1,951,430 $ — $ ( 214,979 ) $ 2,303 $ 83,070 $ 1,823,786 The accompanying notes are an integral part of the consolidated financial statements. F-8 Equity LifeStyle Properties, Inc. Consolidated Statements of Cash Flows (amounts in thousands) Years Ended December 31, 2024 2023 2022 Cash Flows From Operating Activities: Consolidated net income $ 384,818 $ 329,677 $ 298,825 Adjustments to reconcile consolidated net income to net cash provided by operating activities: Loss on sale of real estate and impairment, net 2,466 3,581 5,423 Early debt retirement 5,833 68 1,156 Depreciation and amortization 209,398 209,101 207,050 Amortization of loan costs 5,228 4,921 4,839 Debt premium amortization — ( 62 ) ( 181 ) Equity in income of unconsolidated joint ventures ( 6,248 ) ( 2,713 ) ( 3,363 ) Distributions of income from unconsolidated joint ventures 1,331 1,328 4,567 Proceeds from insurance claims, net ( 26,753 ) 37,561 ( 42,001 ) Compensation expense related to incentive plans 9,372 17,833 8,760 Revenue recognized from membership upgrade sales upfront payments ( 16,433 ) ( 14,719 ) ( 12,958 ) Commission expense recognized related to membership sales 4,577 4,211 4,101 Deferred income tax benefit ( 354 ) ( 10,488 ) — Changes in assets and liabilities: Manufactured homes, net 12,463 ( 31,825 ) ( 27,419 ) Notes receivable, net ( 4,591 ) ( 4,646 ) ( 4,647 ) Deferred commission expense ( 7,452 ) ( 7,411 ) ( 7,193 ) Other assets, net ( 4,291 ) ( 1,362 ) ( 3,645 ) Accounts payable and other liabilities 212 ( 25,778 ) 5,833 Deferred membership revenue 31,148 35,313 33,946 Rents and other customer payments received in advance and security deposits ( 4,003 ) 3,415 2,721 Net cash provided by operating activities 596,721 548,005 475,814 Cash Flows From Investing Activities: Real estate acquisitions, net ( 1,334 ) ( 9,326 ) ( 140,013 ) Investment in unconsolidated joint ventures ( 10,343 ) ( 9,275 ) ( 26,407 ) Distributions of capital from unconsolidated joint ventures 15,415 5,625 17,018 Proceeds from insurance claims, net 19,703 5,309 ( 3,388 ) Capital improvements ( 241,279 ) ( 317,086 ) ( 249,277 ) Net cash used in investing activities ( 217,838 ) ( 324,753 ) ( 402,067 ) Cash Flows From Financing Activities: Proceeds from stock options and employee stock purchase plan 1,790 1,984 2,743 Gross proceeds from the issuance of common stock 317,388 — 28,370 Distributions: Common Stockholders ( 350,598 ) ( 326,404 ) ( 296,147 ) Common OP Unitholders ( 17,117 ) ( 16,156 ) ( 14,798 ) Preferred Stockholders ( 16 ) ( 16 ) ( 16 ) Share based award tax withholding payments ( 1,908 ) ( 1,932 ) ( 3,449 ) Principal payments and mortgage debt repayment ( 64,460 ) ( 164,583 ) ( 135,781 ) Mortgage notes payable financing proceeds — 463,753 200,000 Term loan proceeds — — 200,000 Term loan repayment ( 300,000 ) — — Line of credit repayment ( 543,500 ) ( 688,000 ) ( 557,000 ) Line of credit proceeds 589,500 521,000 406,000 Debt issuance and defeasance costs ( 11,268 ) ( 5,033 ) ( 3,825 ) Other ( 4,055 ) ( 275 ) ( 895 ) Net cash used in financing activities ( 384,244 ) ( 215,662 ) ( 174,798 ) Net (decrease) increase in cash and restricted cash ( 5,361 ) 7,590 ( 101,051 ) Cash and restricted cash, beginning of period 29,937 22,347 123,398 Cash and restricted cash, end of period $ 24,576 $ 29,937 $ 22,347 The accompanying notes are an integral part of the consolidated financial statements. F-9 Equity LifeStyle Properties, Inc. Consolidated Statements of Cash Flows (amounts in thousands) Years Ended December 31, 2024 2023 2022 Supplemental information: Cash paid for interest, net $ 139,975 $ 130,234 $ 111,871 Cash paid for the purchase of manufactured homes $ 43,467 $ 106,627 $ 123,522 Real estate acquisitions: Investment in real estate $ ( 1,334 ) $ ( 10,057 ) $ ( 141,588 ) Notes receivable, net — — ( 772 ) Other assets, net — 13 — Deferred membership revenue — — 315 Accounts payable and other liabilities — — 1,131 Rents and other customer payments received in advance and security deposits — 718 901 Real estate acquisitions, net $ ( 1,334 ) $ ( 9,326 ) $ ( 140,013 ) The accompanying notes are an integral part of the consolidated financial statements. F-10 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 1— Organization Equity LifeStyle Properties, Inc. (“ELS”), a Maryland corporation, together with MHC Operating Limited Partnership (the “Operating Partnership”) and its other consolidated subsidiaries (the “Subsidiaries”), are referred to herein as “we,” “us,” and “our.” We are a fully integrated owner of lifestyle-oriented properties (“Properties”) consisting of property operations and home sales and rental operations primarily within manufactured home (“MH”) and recreational vehicle (“RV”) communities and marinas. We provide our customers the opportunity to place manufactured homes and cottages, RVs and/or boats on our Properties either on a long-term or short-term basis. Our customers may lease individual developed areas (“Sites”) or enter into right-to-use contracts, also known as membership subscriptions, which provide them access to specific Properties for limited stays. Commencing with our taxable year ended December 31, 1993, we have elected to be taxed as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. We believe we have qualified for taxation as a REIT. To maintain our qualification as a REIT, we must meet certain requirements, which are highly technical and complex. If we fail to qualify as a REIT, we could be subject to U.S. federal income tax at regular corporate rates. Additionally, we could remain disqualified as a REIT for four years following the year we first failed to qualify. Even as a REIT, we are subject to certain foreign, state and local taxes on our income and property and U.S. federal income and excise taxes on our undistributed income. Our Properties are owned primarily by the Operating Partnership and managed internally by affiliates of the Operating Partnership. We are the general partner of the Operating Partnership and own 95.5 % as of December 31, 2024. We contributed the proceeds from our various equity offerings, including our initial public offering, to the Operating Partnership. In exchange for these contributions, we received units of common interests in the partnership (“OP Units”) equal to the number of shares of common stock issued in such equity offerings. The limited partners of the Operating Partnership (the “Common OP Unitholders”) receive an allocation of net income that is based on their respective ownership percentage in the Operating Partnership that is presented on the consolidated financial statements as Non-controlling interests—Common OP Units. As of December 31, 2024, the Non-controlling interests—Common OP Units were 9,103,904 , which are exchangeable for an equivalent number of shares of our common stock or, at our option, cash. The issuance of additional shares of common stock or OP Units would change the respective ownership of the Operating Partnership for the Common OP Unitholders. Since we have elected to be taxed as a REIT for U.S. federal income tax purposes, certain activities, if performed by us, may not be qualifying REIT activities under the Internal Revenue Code of 1986, as amended (the “Code”). Accordingly, we have formed taxable REIT subsidiaries (each, a “TRS”). Our primary TRS is Realty Systems, Inc. (“RSI”) which, along with owning several properties, is engaged in the business of purchasing, selling and leasing factory-built homes located in Properties owned and managed by us. RSI also offers home sale brokerage services to our residents who may choose to sell their homes rather than relocate them when moving from a Property. Subsidiaries of RSI also operate ancillary activities at certain Properties, such as golf courses, pro shops, stores and restaurants. F-11 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 2— Summary of Significant Accounting Policies (a) Basis of Presentation The consolidated financial statements present the results of operations, financial position and cash flows of ELS, its majority-owned and controlled subsidiaries and variable interest entities (“VIEs”) in which ELS is the primary beneficiary. Intercompany balances and transactions have been eliminated. The Operating Partnership meets the criteria as a VIE, where we are the general partner and controlling owner of approximately 95.5 %. The limited partners do not have substantive kick-out or participating rights. Our sole significant asset is our investment in the Operating Partnership, and consequently, substantially all of our assets and liabilities represent those assets and liabilities of the Operating Partnership. Additionally, we have the power to direct the Operating Partnership's activities and the obligation to absorb its losses or the right to receive its benefits. Accordingly, we are the primary beneficiary, and we have continued to consolidate the Operating Partnership. Equity method of accounting is applied to entities in which ELS does not have a controlling interest but with respect to which it can exercise significant influence over the operations and major decisions. Our exposure to losses associated with unconsolidated joint ventures is primarily limited to the carrying value of these investments. Accordingly, distributions from a joint venture in excess of our carrying value are recognized in earnings. (b) Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. All property and site counts and acreage amounts are unaudited. (c) Investment in Real Estate Investment in real estate is recorded at cost less accumulated depreciation. Direct and indirect costs related to real estate improvement projects are capitalized, including salaries and related benefits of employees who are directly responsible for and spend their time on the execution and supervision of such projects. Land improvements consist primarily of improvements such as grading, landscaping and infrastructure items, such as streets, sidewalks or water mains. Improvements to buildings and other depreciable property include clubhouses, laundry facilities, maintenance storage facilities, rental units and furniture, fixtures and equipment. For development and expansion projects, we capitalize direct project costs, such as construction, architectural and legal, as well as, indirect project costs such as interest, real estate taxes and salaries and related benefits of employees who are directly involved in the project. Capitalization of these costs begins when the activities and related expenditures commence and cease when the project, or a portion of the project, is substantially complete and ready for its intended use. Depreciation is computed on a straight-line basis based on the estimated useful lives of the associated real estate assets. Useful Lives (in years) Land and Building Improvements 10 - 30 Manufactured Homes 10 - 25 Furniture, Fixture and Equipment 5 In-place leases Expected term Above and below-market leases Applicable lease term Long-lived assets to be held and used, including our investment in real estate, are evaluated for impairment indicators quarterly or whenever events or changes in circumstances indicate a possible impairment. Our judgments regarding the existence of impairment indicators are based on factors such as operational performance, market conditions, environmental and legal factors. Future events could occur which would cause us to conclude that impairment indicators exist and an impairment loss is warranted. F-12 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 2—Summary of Significant Accounting Policies (continued) If an impairment indicator exists related to a long-lived asset that is held and used, the expected future undiscounted cash flows are compared against the carrying amount of that asset. Forecasting cash flows requires us to make estimates and assumptions on various inputs including, but not limited to, rental revenue and expense growth rates, occupancy, levels of capital expenditure and capitalization rates. If the sum of the estimated undiscounted cash flows is less than the carrying amount of the asset, an impairment loss is recorded for the carrying amount in excess of the estimated fair value, if any, of the asset. During the year ended December 31, 2024, we recorded $ 0.9 million and $ 1.8 million reductions to the carrying value of certain assets as a result of Hurricane Milton and Hurricane Helene, respectively, and an insurance recovery accrual related to Hurricane Milton of $ 0.2 million. During the year ended December 31, 2023, we recorded a $ 3.6 million reduction to the carrying value of certain assets, as a result of property damage caused by weather events in 2023. (d) Acquisitions We account for acquisitions of investments in real estate by assessing each acquisition to determine if it meets the definition of a business or if it qualifies as an asset acquisition. We apply a screen test to evaluate if substantially all the fair value of the acquired property is concentrated in a single identifiable asset or group of similar identifiable assets to determine whether a transaction is accounted for as an asset acquisition or business combination. As most of our real estate acquisitions are concentrated in either a single asset or a group of similar identifiable assets, our real estate transactions are generally accounted for as asset acquisitions, which permits the capitalization of transaction costs to the basis of the acquired property. In estimating the fair values for purposes of allocating the purchase price, we utilize a number of sources, including independent appraisals or internal valuations that may be available in connection with the acquisition or financing of the respective Property and other market data. We also consider information obtained about each Property as a result of our due diligence, marketing and leasing activities in estimating the fair value of the tangible and intangible assets acquired and liabilities assumed. The following methods and assumptions are used to estimate the fair value of each class of asset acquired and liability assumed: Land – Market approach based on similar, but not identical, transactions in the market. Adjustments to comparable sales based on both quantitative and qualitative data. Depreciable property – Cost approach based on market comparable data to replace adjusted for local variations, inflation and other factors. Manufactured homes – Sales comparison approach based on market prices for similar homes adjusted for differences in age or size. In-place leases – In-place leases are determined through a combination of estimates of market rental rates and expense reimbursement levels as well as an estimate of the length of time required to replace each lease. Above-market assets/below-market liabilities – Income approach based on discounted cash flows comparing contractual cash flows to be paid pursuant to the leases and our estimate of fair market lease rates over the remaining non-cancelable lease terms. For below-market leases, we also consider remaining initial lease terms plus any renewal periods. Notes receivable – Income approach based on discounted cash flows comparing contractual cash flows at a market rate adjusted based on particular notes' or note holders' down payment, credit score and delinquency status. Mortgage notes payable – Income approach based on discounted cash flows comparing contractual cash flows to cash flows of similar debt discounted based on market rates. (e) Intangibles and Goodwill We record acquired intangible assets at their estimated fair value separate and apart from goodwill. We amortize identified intangible assets and liabilities that are determined to have finite lives over the period the assets and liabilities are expected to contribute directly or indirectly to the future cash flows of the Property or business acquired. Intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that their carrying F-13 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 2—Summary of Significant Accounting Policies (continued) amounts may not be recoverable. An impairment loss is recognized if the carrying amount of an intangible asset is not recoverable and its carrying amount exceeds its estimated fair value. The excess of the cost of an acquired entity over the net of the amounts assigned to assets acquired (including identified intangible assets) and liabilities assumed in a business combination is recorded as goodwill. Goodwill is not amortized but is tested for impairment at a level of reporting referred to as a reporting unit on an annual basis, or more frequently if events or changes in circumstances indicate that the asset might be impaired. As of December 31, 2024 and 2023, the gross carrying amount of identified intangible assets and goodwill was $ 55.6 million, which is reported as a component of other assets, net on the Consolidated Balance Sheets. As of both December 31, 2024 and 2023, this amount was comprised of $ 38.0 million of identified intangible assets and $ 17.6 million of goodwill. Accumulated amortization of identified intangibles assets was $ 16.6 million and $ 12.2 million as of December 31, 2024 and 2023, respectively. The estimated annual aggregated amortization expense to be recognized over each of the next five years is $ 3.2 million. The weighted average remaining useful life is approximately six years . (f) Assets Held for Sale In determining whether to classify a real estate asset held for sale, we consider whether: (i) management has committed to a plan to sell the asset; (ii) the asset is available for immediate sale in its present condition, subject only to terms that are usual and customary; (iii) we have initiated a program to locate a buyer; (iv) we believe that the sale of the real estate asset is probable within one year; (v) we are actively marketing the investment property for sale at a price that is reasonable in relation to its current value and (vi) actions required for us to complete the plan indicate that it is unlikely that any significant changes will be made. If all of the above criteria are met, we classify the real estate asset as held for sale. When all of the above criteria are met, we discontinue depreciation or amortization of the asset, measure it at the lower of its carrying amount or its fair value less estimated cost to sell and present it separately as an asset held for sale, net on the Consolidated Balance Sheets. We also present the liabilities related to assets held for sale, if any, separately on the Consolidated Balance Sheets. In connection with the held for sale evaluation, if the disposal represents a strategic shift that has, or will have, a major effect on our consolidated financial statements, then the transaction is presented as discontinued operations. (g) Restricted Cash As of December 31, 2024 and 2023, restricted cash consisted of $ 19.0 million and $ 25.7 million, respectively, primarily related to cash reserved for customer deposits and escrows for insurance and real estate taxes. (h) Fair Value of Financial Instruments We disclose the estimated fair value of our financial instruments according to a fair value hierarchy. The valuation hierarchy is based on the transparency of the lowest level of input that is significant to the valuation of an asset or a liability as of the measurement date. The three levels are defined as follows: Level 1 - Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 - Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 - Inputs to the valuation methodology are unobservable and significant to the fair value measurement. The carrying values of cash and restricted cash, accounts receivable and accounts payable approximate their fair market values due to the short-term nature of these instruments. The carrying value of the notes receivable approximates the fair market value as the interest rates are generally comparable to current market rates. Concentrations of credit risk with respect to notes receivable are limited due to the size of the receivable and geographic diversity of the underlying Properties. The fair market value of mortgage notes payable, the term loan and interest rate derivative are measured with Level 2 inputs using quoted prices and observable inputs from similar liabilities as disclosed in Note 9. Borrowing Arrangements and Note 10. Derivative Instruments and Hedging Activities. F-14 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 2—Summary of Significant Accounting Policies (continued) We also utilize Level 2 and Level 3 inputs as part of our determination of the purchase price allocation for our acquisitions as disclosed in Note 6. Investment in Real Estate. (i) Deferred Financing Costs, Net Deferred financing costs are being amortized over the terms of the respective loans on a straight-line basis. Unamortized deferred financing costs are written-off when debt is retired before the maturity date. Deferred financing costs, net were $ 25.1 million and $ 29.5 million as of December 31, 2024 and 2023, respectively. (j) Allowance for Credit Losses We account for allowance for credit losses under the current expected credit loss ("CECL") impairment model for our financial assets, including receivables from tenants, receivables for annual membership subscriptions, Contracts Receivable and Chattel Loans (See Note 8. Notes Receivable, net for definition of these terms), and present the net amount of the financial instrument expected to be collected. The CECL impairment model requires an estimate of expected credit losses, measured over the contractual life of an instrument, that considers forecasts of future economic conditions in addition to information about past events and current conditions. Our allowance for credit losses was as follows: December 31, (amounts in thousands): 2024 2023 Balance, beginning of year $ 19,475 $ 20,371 Provision for losses 5,865 4,789 Write-offs ( 1,764 ) ( 5,685 ) Balance, end of year $ 23,576 $ 19,475 (k) Revenue Recognition Our revenue streams are predominantly derived from customers renting our Sites or entering into membership subscriptions. Our MH Sites and annual RV and marina Sites are leased on an annual basis. Seasonal RV and marina Sites are leased to customers generally for one to six months . Transient RV and marina Sites are leased to customers on a short-term basis. Leases with our customers are accounted for as operating leases. Rental income is accounted for in accordance with the Accounting Standard Codification (ASC) 842, Leases , and is recognized over the term of the respective lease or the length of a customer's stay. We do not separate expenses reimbursed by our customers (“utility recoveries”) from the associated rental revenue as we meet the practical expedient criteria to combine these lease and non-lease components. We assessed the criteria and concluded that the timing and pattern of transfer for rental revenue and the associated utility recoveries are the same and because our leases qualify as operating leases, we account for and present rental revenue and utility recoveries as a single component under Rental income in our Consolidated Statements of Income and Comprehensive Income. Sales from membership subscriptions, upgrades and homes are accounted for in accordance with ASC 606, Revenue from Contracts with Customers. A membership subscription gives the customer the right to a set schedule of usage at a specified group of Properties. Payments are deferred and recognized on a straight-line basis over the one-year period in which access to Sites at certain Properties are provided. Membership upgrades grant certain additional access rights to the customer and may require non-refundable upfront payments. The non-refundable upfront payments are recognized on a straight-line basis over 24 years, which is our estimated membership upgrade contract term. Income from home sales is recognized when the earnings process is complete. The earnings process is complete when the home has been delivered, the purchaser has accepted the home and title has transferred. During 2024, the Company identified aged prepaid balances and determined these to no longer be liabilities of the Company. The reversal of these balances as an out-of-period adjustment resulted in an overstatement of Other income in the Consolidated Statements of Income and Comprehensive Income of $ 6.8 million for the year ended December 31, 2024, which is not material to the current period, or to any previously reported periods. (l) Stock Based Compensation Stock-based compensation expense for restricted stock awards with service conditions is measured based on the grant date fair value and recognized on a straight-line basis over the requisite service period of the individual grants. F-15 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 2—Summary of Significant Accounting Policies (continued) Stock-based compensation expense for restricted stock awards with performance conditions is measured based on the grant date fair value and recognized on a straight-line basis over the performance period of the individual grants, when achieving the performance targets is considered probable. We estimate and revisit the probability of achieving the performance targets periodically by updating our forecasts throughout the performance period as necessary. We also issue stock options by estimating the grant date fair value using the Black-Scholes option-pricing model and recognizing over the vesting period for options that are expected to vest. We estimate forfeitures at the time of grant based on historical experience, updated for changes in facts and circumstances, as appropriate, and in subsequent periods if actual forfeitures differ from those estimates. The expected volatility assumption is calculated based on our historical volatility, which is calculated over a period of time commensurate with the expected term of the options being valued. The risk-free interest rate assumption is based upon the U.S. Treasury yield curve in effect at the time of grant. The dividend yield assumption is based on our expectation of dividend payouts. (m) Insurance Recoveries We carry comprehensive insurance coverage for losses resulting from property damage and environmental liability and business interruption claims on all of our properties. We record the estimated amount of expected insurance proceeds for property damage, clean-up costs and other losses incurred as an asset (typically a receivable from our insurance carriers) and income up to the amount of the losses incurred when receipt of insurance proceeds is deemed probable. Any amount of insurance recovery in excess of the losses incurred and any amount of insurance recovery related to business interruption are considered a gain contingency and are recognized in the period in which the insurance proceeds are received. During the year ended December 31, 2024, we recognized debris removal and cleanup costs related to Hurricane Milton, Hurricane Ian and Hurricane Helene of $ 3.6 million, $ 2.6 million, and $ 1.2 million, respectively, and insurance recovery revenue related to Hurricane Ian and Hurricane Milton of $ 24.9 million and $ 3.4 million, respectively, including $ 22.3 million for reimbursement of capital expenditures, which is included in Casualty related charges/recoveries, net in the Consolidated Statements of Income and Comprehensive Income. During the year ended December 31, 2023, we recognized expenses of $ 13.4 million related to debris removal and cleanup costs related to Hurricane Ian and an offsetting insurance recovery revenue accrual of $ 13.4 million related to the expected insurance recovery as a result of Hurricane Ian, which is included in Casualty related charges/recoveries, net in the Consolidated Statements of Income and Comprehensive Income. During the year December 31, 2022, we recognized expenses of approximately $ 40.6 million related to debris removal and cleanup related to Hurricane Ian and an offsetting insurance recovery revenue accrual of $ 40.6 million, which is included in Casualty related charges/recoveries, net in the Consolidated Statements of Income and Comprehensive Income. During the years ended December 31, 2024 and December 31, 2023, we received insurance proceeds of approximately $ 32.4 million and $ 68.3 million, respectively, of which $ 7.6 million and $ 10.6 million were identified as business interruption recovery revenue, respectively, related to Hurricane Ian. (n) Non-Controlling Interests The OP Units are exchangeable for shares of common stock on a one -for-one basis at the option of the Common OP Unitholders, which we may, in our discretion, cause the Operating Partnership to settle in cash. The exchange is treated as a capital transaction, which results in an allocation between stockholders' equity and non-controlling interests to account for the change in the respective percentage ownership of the underlying equity of the Operating Partnership. Net income is allocated to Common OP Unitholders based on their respective ownership percentage of the Operating Partnership. Such ownership percentage is calculated by dividing the number of OP Units held by the Common OP Unitholders by the total OP Units held by the Common OP Unitholders and the shares of common stock held by the common stockholders. Issuance of additional shares of common stock or OP Units would change the percentage ownership of both the Non-controlling interests – Common OP Units and the common stockholders. (o) Income Taxes Due to our structure as a REIT, the results of operations contain no provision for U.S. federal income taxes for the REIT. As of December 31, 2024 and 2023, the REIT had a federal net operating loss carryforward of approximately $ 46.1 million and $ 48.6 million, respectively. The Company utilized $ 2.3 million and $ 3.1 million of the net operating loss carryforward to offset its tax and distribution requirements for the years ended December 31, 2024 and 2023, respectively. The REIT is entitled to utilize the net operating loss carryforward only to the extent that the REIT taxable income exceeds our deduction for dividends F-16 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 2—Summary of Significant Accounting Policies (continued) paid. Due to the uncertainty regarding the use of the REIT net operating loss carryforward, no net tax asset for the REIT has been recorded as of December 31, 2024 and 2023. In addition, we own certain TRSs, which are subject to federal and state income taxes at regular corporate tax rates and have federal net operating loss carryforwards. We regularly assess the need for a valuation allowance against our deferred tax assets and concluded at December 31, 2024 that no valuation allowance should be recorded. During the year ended December 31, 2023, we released the full valuation allowance of $ 10.5 million. As of December 31, 2024 and December 31, 2023, our deferred tax assets were $ 10.8 million and $ 10.5 million, respectively. The REIT remains subject to certain foreign, state and local income, excise or franchise taxes; however, they are not material to our operating results or financial position. We do not have unrecognized tax benefit items. We, or one of our Subsidiaries, file income tax returns in the U.S. federal jurisdiction, various U.S. state jurisdictions and Canada. With few exceptions, we are no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for years before 2020. As of December 31, 2024, net investment in real estate and notes receivable had a U.S. federal tax basis of approximately $ 5.2 billion (unaudited) and $ 61.6 million (unaudited), respectively. During the years ended December 31, 2024, 2023 and 2022, our tax treatment of common stock distributions was as follows (unaudited): 2024 2023 2022 Tax status of common stock distributions deemed paid during the year: Ordinary income $ 1.801 $ 1.649 $ 1.483 Long-term capital gains — 0.005 — Non-dividend distributions 0.109 0.141 0.152 Distributions declared per common stock outstanding $ 1.910 $ 1.795 $ 1.635 The quarterly distribution paid on January 10, 2025 of $ 0.477500 (unaudited) per share of common stock were all allocated to 2024 for federal tax purposes. (p) New Accounting Pronouncements In November 2023, the FASB issued Accounting Standards Update 2023-07, Segment Reporting (Topic 280) : I mprovements to Reportable Segment Disclosures (“ASU 2023-07”), which aims to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The amendments in ASU 2023-07 do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We adopted ASU 2023-07 for the year ended December 31, 2024. See Note 16—Reportable Segments for more information. In December 2023, the FASB issued Accounting Standards Update 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), which enhances the transparency and decision usefulness of income tax disclosures. This update is effective for annual periods beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. We are currently evaluating the impact of ASU 2023-09, but do not expect the adoption to have a material impact on our consolidated financial statements. In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2024-03, Disaggregation of Income Statement Expenses (“ASU 2024-03”). ASU 2024-03 requires additional disaggregated disclosure of the nature of expenses included in the income statement into certain required expense categories. This update is effective for annual periods beginning after December 15, 2026, with early adoption being permitted. We are currently evaluating the impact of ASU 2024-03 on our consolidated financial statements. F-17 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 3— Leases Lessor Rental income derived from customers renting our Sites is accounted for in accordance with ASC 842, Leases , and is recognized over the term of the respective operating lease or the length of a customer's stay. MH Sites are generally leased on an annual basis to residents who own or lease factory-built homes, including manufactured homes. Annual RV and marina Sites are leased on an annual basis to customers who generally have an RV, factory-built cottage, boat or other unit placed on the site, including those Northern properties that are open for the summer season. Seasonal RV and marina Sites are leased to customers generally for one to six months . Transient RV and marina Sites are leased to customers on a short-term basis. In addition, customers may lease homes that are located in our communities. The leases entered into between the customer and us for a rental of a Site are renewable upon the consent of both parties or, in some instances, as provided by statute. Long-term leases that are non-cancelable by the tenants are in effect at certain Properties. Rental rate increases at these Properties are primarily a function of increases in the Consumer Price Index, taking into consideration certain conditions. Additionally, periodic market rate adjustments are made as deemed appropriate. In addition, certain state statutes allow entry into long-term agreements that effectively modify lease terms related to rent amounts and increases over the term of the agreements. The following table presents future minimum rents expected to be received under long-term non-cancelable tenant leases, as well as those leases that are subject to long-term agreements governing rent payments and increases: (amounts in thousands) As of December 31, 2024 2025 $ 82,241 2026 79,298 2027 50,292 2028 26,646 2029 22,032 Thereafter 45,074 Total $ 305,583 Lessee We lease land under non-cancelable operating leases at 10 Properties expiring at various dates between 2028 and 2054. The majority of the leases have terms requiring fixed payments plus additional rents based on a percentage of gross revenues at those Properties. We also have other operating leases, primarily office space expiring at various dates through 2033. For the years ended December 31, 2024, 2023 and 2022, total operating lease payments were $ 4.5 million, $ 6.5 million and $ 9.3 million, respectively. The following table presents the operating lease payments for the year ended December 31, 2024, 2023 and 2022: Years Ended December 31, (amounts in thousands) 2024 2023 2022 Fixed lease cost: Ground leases $ 643 $ 671 $ 3,601 Office and other leases 3,795 3,836 3,739 Variable lease cost: Ground leases 59 1,969 1,938 Total lease cost $ 4,497 $ 6,476 $ 9,278 The following table summarizes our minimum future rental payments, excluding variable costs, which are discounted by our incremental borrowing rate to calculate the lease liability for our operating leases as of December 31, 2024: F-18 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 3—Leases (continued) (amounts in thousands) Ground Leases Office and Other Leases Total 2025 $ 680 $ 4,180 $ 4,860 2026 684 3,957 4,641 2027 689 3,408 4,097 2028 685 3,029 3,714 2029 627 3,042 3,669 Thereafter 3,212 7,853 11,065 Total undiscounted rental payments 6,577 25,469 32,046 Less imputed interest ( 1,605 ) ( 3,388 ) ( 4,993 ) Total lease liabilities $ 4,972 $ 22,081 $ 27,053 ROU assets and lease liabilities from our operating leases, included within Other assets, net and Accounts payable and other liabilities on the Consolidated Balance Sheets, were $ 23.9 million and $ 27.1 million, respectively, as of December 31, 2024. The weighted average remaining lease term for our operating leases was eight years , and the weighted average incremental borrowing rate was 4.1 % at December 31, 2024. ROU assets and lease liabilities from our operating leases, included within Other assets, net and Accounts payable and other liabilities on the Consolidated Balance Sheets, were $ 23.6 million and $ 25.7 million, respectively, as of December 31, 2023. The weighted average remaining lease term for our operating leases was eight years , and the weighted average incremental borrowing rate was 3.9 % at December 31, 2023. Note 4— Earnings Per Common Share Basic and fully diluted earnings per share are based on the weighted average shares outstanding during each year. The following table sets forth the computation of basic and diluted earnings per share of common stock (Common Share), for the years ended December 31, 2024, 2023 and 2022: Years Ended December 31, (amounts in thousands, except per share data) 2024 2023 2022 Numerators: Net income available to Common Stockholders—Basic $ 366,998 $ 314,191 $ 284,611 Amounts allocated to dilutive securities 17,804 15,470 14,198 Net income available to Common Stockholders—Fully Diluted $ 384,802 $ 329,661 $ 298,809 Denominator: Weighted average Common Shares outstanding—Basic 187,439 186,061 185,780 Effect of dilutive securities: Exchange of Common OP Units for Common Shares 9,105 9,217 9,289 Stock options and restricted stock 92 151 186 Weighted average Common Shares outstanding—Fully Diluted 196,636 195,429 195,255 Earnings per Common Share—Basic: $ 1.96 $ 1.69 $ 1.53 Earnings per Common Share—Fully Diluted: $ 1.96 $ 1.69 $ 1.53 Note 5— Common Stock and Other Equity Related Transactions Equity Offering Program On November 1, 2024, we entered into our current at-the-market (“ATM”) equity offering program with certain sales agents, pursuant to which we may sell, from time-to-time, shares of our common stock, par value $ 0.01 per share, having an aggregate offering price of up to $ 700.0 million. Prior to establishing our current ATM program, the February ATM had an F-19 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 5—Common Stock and Other Equity Related Transactions (continued) aggregate offering price of up to $ 500.0 million. During the year ended December 31, 2024, we sold approximately 4.5 million shares of our common stock at a price of $ 70.00 per Common Share from the February ATM. Upon establishing our current ATM program, we terminated the February ATM, of which approximately $ 185.0 million remained available for issuance. The following table presents the shares that were issued under our prior ATM equity offering programs, during the years ended December 31, 2024, 2023, and 2022: Years Ended December 31, (amounts in thousands, except share data) 2024 2023 2022 Shares of common stock sold 4,534,108 — 328,123 Weighted average price $ 70.00 $ — $ 84.46 Total gross proceeds $ 317,387 $ — $ 28,370 Commissions paid to sales agents $ 3,174 $ — $ 389 There was no ATM activity under the current ATM equity offering program during the year ended December 31, 2024 and as of December 31, 2024, the full capacity of $ 700.0 million remained available for issuance. Employee Stock Purchase Plan On May 10, 2016, we amended and restated the 1997 Non-Qualified Employee Stock Purchase Plan (“ESPP”). Pursuant to the ESPP, certain of our employees and directors may each annually acquire up to $ 250,000 of our common stock. The common stock may be purchased monthly at a price equal to 85 % of the lesser of: (a) the closing price for a share of common stock on the last day of the offering period and (b) the closing price for a share of common stock on the first day of the offering period. Shares of common stock issued through the ESPP for the years ended December 31, 2024, 2023 and 2022, were 25,918 , 29,428 and 37,042 , respectively. As of December 31, 2024, 618,661 shares remained available to be sold under the ESPP, subject to adjustment by our Board of Directors. Exchanges Subject to certain limitations, Common OP Unitholders can request an exchange of any or all of their OP Units for shares of common stock at any time. Upon receipt of such a request, we may, in lieu of issuing shares of common stock, cause the Operating Partnership to pay cash. Common Stock Activity and Distributions The following table presents the changes in our outstanding common stock (excluding OP Units of 9,103,904 , 9,104,654 and 9,265,565 outstanding at December 31, 2024, 2023 and 2022, respectively): Years Ended December 31, 2024 2023 2022 Shares outstanding at January 1, 186,426,281 186,120,298 185,640,379 Common stock issued through the ATM Equity Offering Program and its predecessor 4,534,108 — 328,123 Common stock issued through exchange of OP Units 750 160,911 40,086 Common stock issued through restricted stock grants 107,004 143,275 130,600 Common stock forfeitures ( 9,780 ) — ( 11,881 ) Common stock issued through ESPP and Dividend Reinvestment Plan 26,765 30,205 37,660 Common stock repurchased and retired ( 28,601 ) ( 28,408 ) ( 44,669 ) Shares outstanding at December 31, 191,056,527 186,426,281 186,120,298 During the years ended December 31, 2024, 2023 and 2022, shares of common stock were surrendered to satisfy income tax withholding obligations primarily due to the vesting of restricted stock grants at a weighted average price of $ 66.72 , $ 68.02 and $ 77.22 per share, respectively. As of December 31, 2024, 2023 and 2022, ELS’ percentage ownership of the Operating Partnership was approximately 95.5 %, 95.3 % and 95.3 %, respectively. The remaining approximately 4.5 %, 4.7 % and 4.7 % as of December 31, 2024, 2023 and 2022, respectively, was owned by the Common OP Unitholders. F-20 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 5—Common Stock and Other Equity Related Transactions (continued) The following regular quarterly distributions have been declared and paid to common stockholders and Common OP Unitholders since January 1, 2022: Distribution Amount Per Share For the Quarter Ended Stockholder Record Date Payment Date $ 0.4100 March 31, 2022 March 25, 2022 April 8, 2022 $ 0.4100 June 30, 2022 June 24, 2022 July 8, 2022 $ 0.4100 September 30, 2022 September 30, 2022 October 14, 2022 $ 0.4100 December 31, 2022 December 30, 2022 January 13, 2023 $ 0.4475 March 31, 2023 March 31, 2023 April 14, 2023 $ 0.4475 June 30, 2023 June 30, 2023 July 14, 2023 $ 0.4475 September 30, 2023 September 29, 2023 October 13, 2023 $ 0.4475 December 31, 2023 December 29, 2023 January 12, 2024 $ 0.4775 March 31, 2024 March 28, 2024 April 12, 2024 $ 0.4775 June 30, 2024 June 28, 2024 July 12, 2024 $ 0.4775 September 30, 2024 September 27, 2024 October 11, 2024 $ 0.4775 December 31, 2024 December 27, 2024 January 10, 2025 Note 6— Investment in Real Estate Acquisitions During the year ended December 31, 2024, we acquired rental cabins at one of our properties for $ 1.3 million. During the year ended December 31, 2023, we completed the acquisition of Red Oak Shores Campground, a 223 -site RV community located in Ocean View, New Jersey for a purchase price of $ 9.5 million. We also acquired two land parcels adjacent to two of our properties, containing approximately two acres for a combined purchase price of $ 0.5 million. All acquisitions were accounted for as asset acquisitions under ASC 805, Business Combinations and were funded from our unsecured line of credit. Fair Value We engaged third-party valuation firms to assist with our purchase price allocation when necessary. The following table summarizes the fair value of the assets acquired and liabilities assumed for the years ended December 31, 2024 and 2023, which we determined using Level-3 inputs for land and buildings and other depreciable property and Level-2 inputs for the others: Years Ended December 31, (amounts in thousands) 2024 2023 Assets acquired Land $ 25 $ 2,715 Buildings and other depreciable property 1,309 6,759 In-place leases (a) — 583 Net investment in real estate $ 1,334 $ 10,057 Other assets — — Total assets acquired $ 1,334 $ 10,057 Liabilities assumed Other liabilities — 731 Total liabilities assumed $ — $ 731 Net assets acquired $ 1,334 $ 9,326 _____________________ (a) In-place leases are included in buildings and other depreciable property on the Consolidated Balance Sheets. F-21 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 7— Investment in Unconsolidated Joint Ventures The following table summarizes our investment in unconsolidated joint ventures (investment amounts in thousands): Investment as of December 31, Income/(Loss) for Years Ended December 31, Investment Location Number of Sites Economic Interest (a) 2024 2023 2024 2023 2022 Meadows Various 1,077 50 % $ 405 $ 534 $ 7,659 $ 2,676 $ 2,458 Lakeshore Florida 721 (b) 3,849 3,387 823 757 683 Voyager Arizona — — % (c) — — — 694 43 ECHO JV Various — 50 % 2,783 2,773 10 ( 190 ) 958 RVC Various 1,489 80 % (d) 61,505 62,441 ( 1,630 ) ( 585 ) ( 587 ) Mulberry Farms Arizona 200 50 % 9,669 10,546 ( 750 ) ( 246 ) ( 169 ) Hiawassee KOA JV Georgia 283 50 % 5,561 5,623 136 ( 393 ) ( 23 ) 3,770 $ 83,772 $ 85,304 $ 6,248 $ 2,713 $ 3,363 _____________________ (a) The percentages shown approximate our economic interest as of December 31, 2024. Our legal ownership interest may differ. (b) Includes two joint ventures in which we own a 65 % interest in each and the Crosswinds joint venture in which we own a 49 % interest. (c) In March of 2023, we sold our 33 % interest in the utility plant servicing Voyager RV Resort. (d) Includes four joint ventures of which one joint venture owns a portfolio of seven operating RV communities, two joint ventures each own an RV property under development and one joint venture which purchases and sells homes. We recognized $ 6.2 million, $ 2.7 million and $ 3.4 million (net of $ 4.8 million, $ 4.6 million and $ 3.9 million of depreciation expense, respectively) of equity in income from unconsolidated joint ventures for the years ended December 31, 2024, 2023 and 2022, respectively. We received approximately $ 16.7 million, $ 7.0 million and $ 21.6 million in distributions from joint ventures for the years ended December 31, 2024, 2023 and 2022, respectively. Approximately $ 7.4 million, $ 2.3 million and $ 2.2 million of the distributions made to us exceeded our investment basis in joint ventures, and as such, were recorded as income from unconsolidated joint ventures for the years ended December 31, 2024, 2023 and 2022, respectively. Note 8— Notes Receivable, net Notes receivable generally are presented at their outstanding unpaid principal balances, net of any allowances and unamortized discounts or premiums. Interest income is accrued on the unpaid principal balance. Discounts or premiums are amortized to income using the interest method. We provide financing for non-refundable upfront payments required for membership upgrades (“Contracts Receivable”). As of December 31, 2024 and 2023, Contracts Receivable, net of allowance, was $ 42.3 million for both years. Contracts Receivable, as of December 31, 2024, had an average stated interest rate of 13.1 % per annum, a weighted average term remaining of 4.6 years and require monthly payments of principal and interest. In certain cases, we purchase loans made by an unaffiliated lender to finance the sales of homes to our customers at our Properties (referred to as “Chattel Loans”). These loans are secured by the underlying homes sold and require monthly principal and interest payments. As of December 31, 2024 and 2023, we had $ 8.4 million and $ 7.6 million of Chattel Loans, respectively. As of December 31, 2024, the Chattel Loans receivable had an average stated interest rate of approximately 7.6 % per annum and had a weighted average term remaining of approximately 12 years. Note 9— Borrowing Arrangements Mortgage Notes Payable Our mortgage notes payable is classified as Level 2 in the fair value hierarchy as of December 31, 2024 and 2023. The following table presents the fair value of our mortgage notes payable: F-22 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 9—Borrowing Arrangements (continued) As of December 31, 2024 As of December 31, 2023 (amounts in thousands) Fair Value Carrying Value Fair Value Carrying Value Mortgage notes payable, excluding deferred financing costs $ 2,329,253 $ 2,952,689 $ 2,425,384 $ 3,017,149 As of December 31, 2024 and 2023, we had outstanding mortgage indebtedness on Properties of approximately $ 2,928.3 million and $ 2,990.0 million, respectively, net of deferred financing costs. The weighted average interest rate on our outstanding mortgage indebtedness, including the impact of loan cost amortization on mortgage indebtedness, as of December 31, 2024 and December 31, 2023, was approximately 4.1 % and 3.8 % per annum, respectively. The debt bears interest at stated rates ranging from 2.4 % to 5.1 % per annum and matures on various dates ranging from 2025 to 2041. The debt encumbered a total of 120 of our Properties as of both December 31, 2024 and December 31, 2023, respectively, and the gross carrying value of such Properties was approximately $ 3,268.5 million and $ 3,194.1 million, as of December 31, 2024 and December 31, 2023, respectively. 2023 Activity During the year ended December 31, 2023 we closed on an incremental borrowing from an existing mortgage generating gross proceeds of $ 89.0 million. The mortgage has a fixed interest rate of 5.04 % per annum and matures in ten years . We closed on three mortgages generating gross proceeds of $ 375.0 million. The mortgages are secured by 20 MH or RV properties, have a weighted average fixed interest rate of 5.05 % per annum and a weighted average maturity of approximately eight years . The proceeds were used to repay the outstanding balance on the unsecured line of credit (“LOC”) and $ 100.4 million of principal on three mortgages that were due to mature in 2023 and 2024. The repaid mortgages had a weighted average fixed interest rate of 4.94 % per annum and were secured by 14 MH and RV properties. Unsecured Debt We previously entered into a Third Amended and Restated Credit Agreement (“Credit Agreement”), pursuant to which we have access to a $ 500.0 million LOC and a $ 300.0 million senior unsecured term loan (the “$ 300 million Term Loan”). We have the option to increase the borrowing capacity by $ 200.0 million, subject to certain conditions. On March 1, 2023, we amended the Credit Agreement to transition the LIBOR rate borrowings to Secured Overnight Financing Rate (“SOFR”) borrowings. The LOC bears interest at a rate of SOFR plus 0.10 % plus 1.25 % to 1.65 % and requires an annual facility fee of 0.20 % to 0.35 %. For both the LOC and the $ 300 million Term Loan, the spread over SOFR is variable based on leverage throughout the respective loan terms. On July 18, 2024, we entered into a Second Amendment to the Third Amended and Restated Credit Agreement (the “Second Amendment”). Pursuant to the Second Amendment, the LOC maturity date was extended to July 18, 2028, and this term can be extended for two additional six-month terms, subject to certain conditions. All other material terms, including interest rate terms, remain the same. On October 3, 2024, we repaid the $ 300 million Term Loan in conjunction with the sale of shares under the February ATM (see Note 5. Common Stock and Other Equity Related Transactions). We previously entered into a $ 200.0 million senior unsecured term loan agreement. The maturity date is January 21, 2027, with an interest rate of SOFR plus approximately 1.30 % to 1.80 %, depending on leverage levels. The LOC had a balance of $ 77.0 million and $ 31.0 million outstanding as of December 31, 2024 and December 31, 2023, respectively. As of December 31, 2024, our LOC had a remaining borrowing capacity of $ 423.0 million. F-23 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 9—Borrowing Arrangements (continued) Future Maturities of Debt The following table presents the aggregate scheduled payments of principal on long-term borrowings for each of the next five years and thereafter as of December 31, 2024: (amounts in thousands) Amount 2025 $ 228,821 2026 66,784 2027 269,481 2028 243,963 2029 335,058 Thereafter 2,085,596 Unamortized deferred financing costs ( 25,052 ) Total $ 3,204,651 As of December 31, 2024, we were in compliance in all material respects with the covenants in our borrowing arrangements. Note 10— Derivative Instruments and Hedging Activities Cash Flow Hedges of Interest Rate Risk We record all derivatives at fair value. Our objective in utilizing interest rate derivatives is to add stability to our interest expense and to manage our exposure to interest rate movements. To accomplish this objective, we primarily use interest rate swaps as part of our interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The changes in the fair value of the designated derivative that qualify as a cash flow hedge are recorded in Accumulated other comprehensive income (loss) on the Consolidated Balance Sheets and subsequently reclassified into earnings on the Consolidated Statements of Income and Comprehensive Income in the period that the hedged forecasted transaction affects earnings. In March 2021, we entered into a Swap Agreement (the “2021 Swap”) with a notional amount of $ 300.0 million allowing us to trade the variable interest rate associated with our $ 300.0 million Term Loan for a fixed interest rate. In March 2023, we amended the 2021 Swap agreement to reflect the change in the $ 300.0 million Term Loan interest rate benchmark from LIBOR to SOFR (see Note 9. Borrowing Arrangements). The 2021 Swap had a fixed interest rate of 0.41 % per annum. The 2021 Swap matured on March 25, 2024. In April 2023, we entered into a Swap Agreement (the “2023 Swap”) with a notional amount of $ 200.0 million allowing us to trade the variable interest rate associated with our $ 200.0 million Term Loan for a fixed interest rate. The 2023 Swap has a fixed interest rate of 3.68 % per annum and matures on January 21, 2027. Based on the leverage as of December 31, 2024, our spread over SOFR was 1.20 % resulting in an estimated all-in interest rate of 4.88 % per annum. In April 2024, we entered into three Swap Agreements (“2024 Swaps”) with an aggregate notional value of $ 300.0 million allowing us to trade the variable interest rate associated with our $ 300.0 million Term Loan for a fixed interest rate with maturity on April 17, 2026. In connection with the repayment of the $ 300.0 Term Loan on October 3, 2024, we terminated the interest rate swap agreements with an aggregate loss of $ 4.4 million. See Note 9. Borrowing Arrangements for additional information. The Company determined that it was probable the hedge forecasted transactions would not occur during the original periods, and therefore, the $ 4.4 million of losses in Accumulated Other Comprehensive Income was reclassified to Early debt retirement in the Consolidated Statements of Income and Comprehensive Income. Our derivative financial instruments are classified as Level 2 in the fair value hierarchy. The following table presents the fair value of our derivative financial instruments: F-24 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 10—Derivative Instruments and Hedging Activities (continued) As of December 31, (amounts in thousands) Balance Sheet Location 2024 2023 Interest Rate Swaps Other assets, net $ 2,303 $ 6,061 The table below presents the effect of our derivative financial instrument on the Consolidated Statements of Income and Comprehensive Income: Derivatives in Cash Flow Hedging Relationship Amount of (gain)/loss recognized in OCI on derivative for the years ended December 31, Location of (gain)/ loss reclassified from Accumulated OCI into income Amount of (gain)/loss reclassified from accumulated OCI into income for the year ended December 31, (amounts in thousands) 2024 2023 2022 (amounts in thousands) 2024 2023 2022 Interest Rate Swaps $ ( 5,877 ) $ ( 5,039 ) $ ( 19,904 ) Interest Expense $ ( 14,022 ) $ ( 18,097 ) $ ( 4,309 ) Early Debt Retirement $ 4,387 $ — $ — During the next twelve months, we estimate that $ 1.0 million will be reclassified as a decrease to interest expense. This estimate may be subject to change as the underlying SOFR changes. We determined that no adjustment was necessary for non-performance risk on our derivative obligations. As of December 31, 2024, we had not posted any collateral related to the Swaps. Note 11— Deferred Revenue of Membership Upgrade Sales and Deferred Commission Expense The components of the change in deferred revenue entry of membership subscriptions and deferred commission expense were as follows: As of December 31, (amounts in thousands) 2024 2023 Deferred revenue - upfront payments from membership upgrade sales, beginning of year $ 206,625 $ 185,660 Membership upgrade sales 27,529 35,684 Revenue recognized from membership upgrade sales upfront payments ( 16,433 ) ( 14,719 ) Net increase in deferred revenue - upfront payments from membership upgrade sales 11,096 20,965 Deferred revenue - upfront payments from membership upgrade sales, end of year (1) $ 217,721 $ 206,625 Deferred commission expense, beginning of year $ 53,641 $ 50,441 Deferred commission expense 7,452 7,411 Commission expense recognized ( 4,577 ) ( 4,211 ) Net increase in deferred commission expense 2,875 3,200 Deferred commission expense, end of year $ 56,516 $ 53,641 _____________________ (1) Included in Deferred membership revenue on the Consolidated Balance Sheet. Note 12— Equity Incentive Awards Grants Issued Under the 2014 Plan Our 2014 Equity Incentive Plan (the “2014 Plan”) was adopted by the Board of Directors on March 11, 2014 and approved by our stockholders on May 13, 2014. During the quarter ended March 31, 2024, 90,378 shares of restricted stock were awarded to certain members of our management team. Of these shares, 50 % are time-based awards, vesting in equal installments over a three-year period on February 4, 2025, February 3, 2026 and February 2, 2027, respectively, and have a grant date fair value of $ 3.0 million. The remaining 50 % are performance-based awards vesting in equal installments on February 4, 2025, February 3, 2026 and February 7, 2027, respectively, upon meeting performance conditions as established by the Compensation Committee in the year of the vesting period. They are valued using the closing price at the grant date when all the key terms and conditions are F-25 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 12—Equity Incentive Awards (continued) known to all parties. The 15,062 shares of restricted stock subject to 2024 performance goals have a grant date fair value of $ 1.0 million. Grants Issued Under the 2024 Plan Our 2024 Equity Incentive Plan (the “2024 Plan”) was adopted by our Board of Directors on February 6, 2024 and approved by our stockholders on April 30, 2024. The 2024 Plan replaces the 2014 Plan and is the sole plan available to us to provide equity incentive compensation to eligible participants as of its adoption. No further awards will be granted under the 2014 Plan. The 2024 Plan authorizes grants of options, restricted stock, and other forms of equity-based compensation, subject to conditions and restrictions determined by the Compensation Committee. Our Compensation Committee (or our Board of Directors with respect to awards made to our independent directors) determines the terms and conditions of each award at the time of grant, including whether payment of awards may be subject to the achievement of performance goals, consistent with the provisions of the 2024 Plan. A maximum of 3,766,336 shares of common stock are available for grant under the 2024 Plan. During the quarter ended June 30, 2024, we awarded to certain members of our Board of Directors 16,626 shares of restricted stock at a fair value of approximately $ 1.0 million and options to purchase 29,855 shares of common stock with an exercise price of $ 60.29 . These are time-based awards subject to various vesting dates between November 1, 2024 and April 30, 2027. As of December 31, 2024, 3,759,490 shares remained available for future grants. Restricted stock and options under the 2024 Plan have a maximum contractual term of ten years from the date of grant and have an exercise price not less than the fair value of the stock on the grant date. Individual grants could have different vesting periods but generally no longer than three and a half years. All restricted stock awards have non-forfeitable rights to dividend payments even if the underlying stock does not entirely vest. Stock-based compensation expense, reported in General and administrative expense on the Consolidated Statements of Income and Comprehensive Income, for the years ended December 31, 2024, 2023 and 2022 was $ 6.7 million, $ 14.7 million and $ 10.5 million, respectively. Stock-based compensation expense of $ 14.7 million for the year ended December 31, 2023 includes accelerated vesting of stock-based compensation expense of $ 6.3 million recognized during the quarter ended June 30, 2023, as a result of the passing of a member of our Board of Directors. Restricted Stock A summary of our restricted stock activities and related information, is as follows: Number of Shares Weighted Average Grant Date Fair Value Per Share Balance at December 31, 2021 314,907 $ 53.98 Shares granted 130,600 $ 77.47 Shares forfeited/cancelled ( 11,881 ) $ 33.35 Shares vested ( 167,244 ) $ 48.99 Balance at December 31, 2022 266,382 $ 69.24 Shares granted 143,275 $ 56.63 Shares forfeited/cancelled — $ — Shares vested ( 228,478 ) $ 72.25 Balance at December 31, 2023 181,179 $ 55.84 Granted 107,004 $ 66.00 Forfeited/Cancelled ( 9,780 ) $ 69.95 Vested ( 99,462 ) $ 70.11 Balance at December 31, 2024 178,941 $ 69.51 Compensation expense to be recognized subsequent to December 31, 2024, for restricted stock granted during or prior to 2024 that have not yet vested was $ 3.5 million, which is expected to be recognized over a weighted average term of 1.6 years. F-26 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 12—Equity Incentive Awards (continued) Stock Options The fair value of stock options granted was estimated on the grant date using the Black-Scholes-Merton model. The following table includes the assumptions made in the valuation: 2024 2023 Dividend Yield 3.1 % 2.6 % Risk-Free Interest Rate 4.6 % 3.4 % Expected Life 5.8 years 5.6 years Expected Volatility 28.7 % 28.1 % Weighted Average Grant Date Fair Value Per Share $ 15.28 $ 16.31 There were 29,855 stock options granted during year ended December 31, 2024. No options were forfeited or expired for the years ended December 31, 2024, 2023 and 2022. A summary of our stock option activity and related information, is as follows: Shares Subject To Options Weighted Average Exercise Price Per Share Weighted Average Outstanding Contractual Life (in years) Average Intrinsic Value (in millions) Balance at December 31, 2021 73,775 $ 52.52 6.9 $ 2.6 Options issued 7,210 $ 79.72 Balance at December 31, 2022 80,985 $ 54.94 6.2 $ 1.0 Options issued 8,450 $ 68.01 Balance at December 31, 2023 89,435 $ 56.18 5.6 $ 1.4 Options issued 29,855 $ 60.29 Balance at December 31, 2024 119,290 $ 57.21 5.8 $ 1.3 Exercisable at December 31, 2024 90,993 $ 56.04 4.7 $ 1.1 Note 13— Long-Term Cash Incentive Plan 2022 LTIP On February 7, 2022, the Compensation Committee approved a Long-Term Cash Incentive Plan Award (the “2022 LTIP”) to provide a long-term cash bonus opportunity to certain members of our management. The 2022 LTIP was approved by the Compensation Committee pursuant to the authority set forth in the Long-Term Cash Incentive Plan approved by our Board of Directors on May 15, 2007. The total cumulative payment for all participants (the “2022 LTIP Eligible Payment”) is based upon certain performance conditions being met over a three-year period ending December 31, 2024. The Compensation Committee has responsibility for administering the 2022 LTIP and may use its reasonable discretion to adjust the performance criteria or the 2022 LTIP Eligible Payment to take into account the impact of any major or unforeseen transaction or event. Our named executive officers are not participants in the 2022 LTIP. The 2022 LTIP Eligible Payment will be paid, at the discretion of the Compensation Committee, in cash upon completion of our annual audit for the 2024 fiscal year and upon satisfaction of the vesting conditions as outlined in the 2022 LTIP. We accrued compensation expenses of approximately $ 2.8 million for the year ended December 31, 2024, and $ 3.1 million for both years ended December 2023 and 2022. Note 14— Savings Plan We maintain a qualified retirement plan under which eligible employees may defer compensation for income tax purposes under Section 401(k) of the Internal Revenue Code (the “401K Plan”). The 401K Plan permits eligible employees and those of any Subsidiary to defer up to 60.0 % of their compensation on a pre-tax basis subject to certain limits. In addition, we match 100.0 % of their contribution up to the first 3.0 % and then 50.0 % of the next 2.0 % for a maximum potential match of 4.0 %. Both employee's and our matching contributions vest immediately. F-27 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 14—Savings Plan (continued) Our contribution to the 401K Plan was approximately $ 3.2 million, $ 2.8 million and $ 2.4 million for the years ended December 31, 2024, 2023 and 2022, respectively. Note 15— Commitments and Contingencies We are involved in various legal and regulatory proceedings (“Proceedings”) arising in the ordinary course of business. The Proceedings include, but are not limited to, legal claims made by employees, vendors and customers, and notices, consent decrees, information requests, additional permit requirements and other similar enforcement actions by governmental agencies relating to our utility infrastructure, including water and wastewater treatment plants and other waste treatment facilities and electrical systems. Additionally, in the ordinary course of business, our operations are subject to audit by various taxing authorities. Management believes these Proceedings taken together do not represent a material liability. In addition, to the extent any such Proceedings or audits relate to newly acquired Properties, we consider any potential indemnification obligations of sellers in our favor. Beginning on August 31, 2023 through December 4, 2023, certain private party plaintiffs filed several putative class actions in the U.S. District Court for the Northern District of Illinois, Eastern Division, against Datacomp Appraisal Systems, Inc. (“Datacomp”) and several owner/operators of manufactured housing communities, including ELS (the “Datacomp Litigation”), alleging that the community owner/operators used JLT Market Reports produced by Datacomp to conspire to raise manufactured home lot rents in violation of Section 1 of the Sherman Act. ELS purchased Datacomp in connection with the MHVillage/Datacomp acquisition during the year ended December 31, 2021. On December 15, 2023, the plaintiffs filed an amended consolidated complaint captioned , In re Manufactured Home Lot Rents Antitrust Litigation, No. 1:23-cv-6715 . Plaintiffs seek both injunctive relief and monetary damages, including attorneys’ fees. The defendants filed a motion to dismiss on January 29, 2024. We believe that the Datacomp Litigation is without merit, and we intend to vigorously defend our interests in this matter. As of December 31, 2024 , we have not made an accrual, as we are unable to predict the outcome of this matter or reasonably estimate any possible loss. F-28 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 16— Reportable Segments Operating segments are defined as components of an entity for which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”). We have identified two reportable segments: (i) Property Operations and (ii) Home Sales and Rentals Operations. The Property Operations segment owns and operates land lease Properties and the Home Sales and Rentals Operations segment purchases, sells and leases homes at the Properties. The distribution of the Properties throughout the United States reflects our belief that geographic diversification helps insulate the total portfolio from regional economic influences. The CODM, who is our President and Chief Executive Officer, uses Net Operating Income ("NOI") as the primary financial measure to evaluate segment performance. NOI is defined as total operating revenues less total operating expenses. Segments are assessed before interest income and depreciation and amortization. The CODM regularly uses NOI predominately in comparing current financial performance with past financial performance, identifying business trends, and forecasting future periods in making resource allocation decisions and managing expenses to maximize value for the Company and its shareholders. All revenues are from external customers and there is no customer who contributed 10% or more of our total revenues during the years ended December 31, 2024, 2023 and 2022. The following tables summarize our segment financial information for the years ended December 31, 2024, 2023 and 2022: Year Ended December 31, 2024 (amounts in thousands) Property Operations Home Sales and Rentals Operations Consolidated Operations revenues $ 1,422,422 $ 86,232 $ 1,508,654 Operations expenses ( 701,838 ) ( 73,158 ) ( 774,996 ) NOI 720,584 13,074 733,658 Reconciliation to consolidated net income: Depreciation and amortization ( 203,879 ) Loss on sale of real estate and impairment, net ( 2,466 ) Interest income 9,238 Income from other investments, net 8,274 General and administrative ( 38,483 ) Casualty-related charges/(recoveries), net 20,950 Other expenses ( 5,533 ) Interest and related amortization ( 137,710 ) Income tax benefit 354 Equity in income of unconsolidated joint ventures 6,248 Early debt retirement ( 5,833 ) Consolidated net income $ 384,818 Total assets $ 5,402,509 $ 243,143 $ 5,645,652 Capital improvements $ 227,942 $ 13,337 $ 241,279 F-29 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 16—Reportable Segments (continued) Year Ended December 31, 2023 (amounts in thousands) Property Operations Home Sales and Rentals Operations Consolidated Operations revenues $ 1,361,792 $ 109,891 $ 1,471,683 Operations expenses ( 685,392 ) ( 94,778 ) ( 780,170 ) NOI 676,400 15,113 691,513 Reconciliation to consolidated net income: Depreciation and amortization ( 203,738 ) Loss on sale of real estate, net ( 3,581 ) Corporate interest income 9,037 Income from other investments, net 8,703 General and administrative ( 47,280 ) Other expenses ( 5,768 ) Interest and related amortization ( 132,342 ) Income tax benefit 10,488 Equity in income of unconsolidated joint ventures 2,713 Early debt retirement ( 68 ) Consolidated net income $ 329,677 Total assets $ 5,342,386 $ 271,347 $ 5,613,733 Capital improvements $ 290,081 $ 27,005 $ 317,086 Year Ended December 31, 2022 (amounts in thousands) Property Operations Home Sales and Rentals Operations Consolidated Operations revenues $ 1,291,467 $ 139,630 $ 1,431,097 Operations expenses ( 656,839 ) ( 121,196 ) ( 778,035 ) NOI 634,628 18,434 653,062 Reconciliation to consolidated net income: Depreciation and amortization ( 202,362 ) Interest income 7,430 Income from other investments, net 8,553 General and administrative ( 44,857 ) Other expenses ( 8,646 ) Interest and related amortization ( 116,562 ) Equity in income of unconsolidated joint ventures 3,363 Early debt retirement ( 1,156 ) Consolidated net income $ 298,825 Total assets $ 5,228,575 $ 263,944 $ 5,492,519 Capital Improvements $ 227,172 $ 22,105 $ 249,277 F-30 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 16—Reportable Segments (continued) The following table summarizes our financial information for the Property Operations segment for the years ended December 31, 2024, 2023 and 2022: Years Ended December 31, (amounts in thousands) 2024 2023 2022 Revenues: Rental income $ 1,219,534 $ 1,164,333 $ 1,103,357 Annual membership subscriptions 65,883 65,379 63,215 Membership upgrade sales 16,433 14,719 12,958 Other income 75,354 67,407 56,144 Gross revenues from ancillary services 45,218 49,954 55,793 Total property operations revenues 1,422,422 1,361,792 1,291,467 Expenses: Utility expense 159,058 155,160 147,169 Payroll 120,204 120,310 117,858 Repairs & maintenance 93,997 94,424 86,358 Insurance and other 101,510 94,618 86,379 Real estate taxes 81,966 77,993 74,145 Membership sales and marketing 22,063 20,974 20,317 Cost of ancillary services 23,525 24,192 28,969 Ancillary operating expenses 21,401 21,551 21,561 Property management 78,114 76,170 74,083 Total property operations expenses 701,838 685,392 656,839 NOI $ 720,584 $ 676,400 $ 634,628 The following table summarizes our financial information for the Home Sales and Rentals Operations segment for the years ended December 31, 2024, 2023 and 2022: Years Ended December 31, (amounts in thousands) 2024 2023 2022 Revenues: Rental income (1) $ 13,718 $ 14,626 $ 15,244 Gross revenue from home sales and brokered resales 72,514 95,265 124,386 Total revenues 86,232 109,891 139,630 Expenses: Cost of home sales and brokered resales 61,246 83,476 110,043 Home selling expenses 6,243 5,902 5,760 Rental home operating and maintenance 5,669 5,400 5,393 Total expenses 73,158 94,778 121,196 NOI $ 13,074 $ 15,113 $ 18,434 _____________________ (1) Rental income within Home Sales and Rentals Operations does not include base rent related to the rental home Sites. Base rent is included within property operations Note 17— Subsequent Events Equity Incentive Awards On February 4, 2025, the Compensation Committee approved the 2025 Restricted Stock Award Program for certain members of our management team pursuant to the authority set forth in the 2024 Plan. As a result, we awarded 99,765 shares of restricted stock. Of these shares, 50 % are time-based awards, with 47,503 shares vesting in equal installments over a three-year period on February 3, 2026, February 2, 2027 and February 1, 2028, respectively, and with 2,378 shares vesting two-thirds on February 3, 2026 and one-third on February 2, 2027. These time-based awards have a total grant date fair value of $ 3.2 million. The remaining 50 % are performance-based awards with 47,506 shares vesting in equal installments on February 3, 2026, F-31 Equity LifeStyle Properties, Inc. Notes to Consolidated Financial Statements Note 17—Subsequent Events (continued) February 2, 2027 and February 1, 2028, respectively, and 2,378 shares vesting two-thirds on February 3, 2026 and one-third on February 2, 2027, upon meeting performance conditions to be established by the Compensation Committee in the year of the vesting period. The performance-based awards are valued using the closing price at the grant date when all the key terms and conditions are known to all parties. The 17,418 shares of restricted stock subject to 2025 performance goals have a grant date fair value of $ 1.1 million. Dividend On January 27, 2025, our Board of Directors approved setting the annual dividend rate for 2025 at $ 2.06 per share of common stock, an increase of $ 0.15 over the current $ 1.91 per share of common stock for 2024. Our Board of Directors, in its sole discretion, will determine the amount of each quarterly dividend in advance of payment. F-32 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Properties Held for Long Term Hidden Cove Arley AL $ — $ 212 $ 610 $ — $ 2,162 $ 212 $ 2,772 $ 2,984 $ ( 822 ) 2006 Apache East Apache Junction AZ ( 4,425 ) 2,236 4,181 — 406 2,236 4,587 6,823 ( 2,154 ) 2011 Countryside RV Apache Junction AZ ( 7,196 ) 2,056 6,241 — 2,000 2,056 8,241 10,297 ( 5,690 ) 2002 Denali Park Apache Junction AZ — 2,394 4,016 — 811 2,394 4,827 7,221 ( 2,114 ) 2011 Dolce Vita Apache Junction AZ ( 40,337 ) 52,803 37,245 — 9,040 52,803 46,285 99,088 ( 9,670 ) 2020 Golden Sun RV Apache Junction AZ ( 5,113 ) 1,678 5,049 — 2,028 1,678 7,077 8,755 ( 4,259 ) 2002 Meridian RV Resort Apache Junction AZ — 6,445 5,292 — 707 6,445 5,999 12,444 ( 1,730 ) 2020 Valley Vista Benson AZ — 115 429 — 455 115 884 999 ( 347 ) 2010 Casita Verde Casa Grande AZ — 719 2,179 — 553 719 2,732 3,451 ( 1,494 ) 2006 Fiesta Grande Casa Grande AZ — 2,869 8,653 — 2,759 2,869 11,412 14,281 ( 6,015 ) 2006 Foothills West Casa Grande AZ — 747 2,261 — 988 747 3,249 3,996 ( 1,737 ) 2006 Sunshine Valley Chandler AZ ( 27,768 ) 9,139 12,912 — 1,317 9,139 14,229 23,368 ( 6,507 ) 2011 Verde Valley Cottonwood AZ — 1,437 3,390 19 8,409 1,456 11,799 13,255 ( 4,444 ) 2004 Casa del Sol East II Glendale AZ — 2,103 6,283 — 4,262 2,103 10,545 12,648 ( 6,619 ) 1996 Casa del Sol East III Glendale AZ — 2,450 7,452 — 1,803 2,450 9,255 11,705 ( 7,328 ) 1998 Palm Shadows Glendale AZ — 1,400 4,218 — 2,286 1,400 6,504 7,904 ( 5,350 ) 1993 Hacienda De Valencia Mesa AZ ( 16,248 ) 833 2,701 — 6,322 833 9,023 9,856 ( 6,468 ) 1984 Mesa Spirit Mesa AZ ( 12,787 ) 17,382 25,238 192 1,936 17,574 27,174 44,748 ( 9,254 ) 2014 Monte Vista Resort Mesa AZ ( 59,428 ) 11,402 34,355 — 40,466 11,402 74,821 86,223 ( 33,077 ) 2004 Seyenna Vistas Mesa AZ — 1,360 4,660 ( 87 ) 4,296 1,273 8,956 10,229 ( 7,021 ) 1994 The Highlands at Brentwood Mesa AZ ( 10,154 ) 1,997 6,024 — 2,894 1,997 8,918 10,915 ( 7,665 ) 1993 ViewPoint RV & Golf Resort Mesa AZ ( 139,697 ) 24,890 56,340 15 30,305 24,905 86,645 111,550 ( 49,009 ) 2004 Apollo Village Peoria AZ — 932 3,219 — 2,145 932 5,364 6,296 ( 4,476 ) 1994 Casa del Sol West Peoria AZ — 2,215 6,467 — 3,568 2,215 10,035 12,250 ( 6,635 ) 1996 Carefree Manor Phoenix AZ — 706 3,040 — 1,494 706 4,534 5,240 ( 3,451 ) 1998 Central Park Phoenix AZ ( 8,540 ) 1,612 3,784 — 2,757 1,612 6,541 8,153 ( 5,180 ) 1983 Desert Skies Phoenix AZ ( 3,816 ) 792 3,126 — 1,330 792 4,456 5,248 ( 3,459 ) 1998 Sunrise Heights Phoenix AZ ( 4,675 ) 1,000 3,016 — 2,514 1,000 5,530 6,530 ( 4,255 ) 1994 Whispering Palms Phoenix AZ — 670 2,141 — 731 670 2,872 3,542 ( 2,273 ) 1998 Desert Vista Salome AZ — 66 268 — 536 66 804 870 ( 323 ) 2010 Sedona Shadows Sedona AZ — 1,096 3,431 — 4,904 1,096 8,335 9,431 ( 4,542 ) 1997 Venture In Show Low AZ ( 8,697 ) 2,050 6,188 — 1,371 2,050 7,559 9,609 ( 4,291 ) 2006 Paradise Sun City AZ ( 36,186 ) 6,414 19,263 11 4,720 6,425 23,983 30,408 ( 15,632 ) 2004 The Meadows AZ Tempe AZ ( 13,606 ) 2,613 7,887 — 5,588 2,613 13,475 16,088 ( 10,947 ) 1994 S-1 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Fairview Manor Tucson AZ — 1,674 4,708 — 3,422 1,674 8,130 9,804 ( 6,008 ) 1998 The Crossing at Voyager (2) Tucson AZ — 6,148 — — 12,659 6,148 12,659 18,807 ( 456 ) 2020 Voyager Tucson AZ ( 37,440 ) 13,133 63,886 — 3,510 13,133 67,396 80,529 ( 15,788 ) 2021 Westpark Wickenburg AZ ( 15,926 ) 4,495 10,517 — 5,873 4,495 16,390 20,885 ( 6,061 ) 2011 Araby Acres Yuma AZ — 1,440 4,345 — 1,678 1,440 6,023 7,463 ( 3,706 ) 2003 Cactus Gardens Yuma AZ ( 5,459 ) 1,992 5,984 — 1,009 1,992 6,993 8,985 ( 4,444 ) 2004 Capri Yuma AZ — 1,595 4,774 — 845 1,595 5,619 7,214 ( 3,191 ) 2006 Desert Paradise Yuma AZ — 666 2,011 — 632 666 2,643 3,309 ( 1,663 ) 2004 Foothill Village Yuma AZ — 459 1,402 — 981 459 2,383 2,842 ( 1,243 ) 2003 Mesa Verde RV Yuma AZ ( 3,787 ) 1,387 4,148 — 1,286 1,387 5,434 6,821 ( 2,938 ) 2007 Suni Sands Yuma AZ — 1,249 3,759 — 977 1,249 4,736 5,985 ( 3,001 ) 2004 Cultus Lake Lindell Beach BC — 410 968 6 722 416 1,690 2,106 ( 1,222 ) 2004 Soledad Canyon Acton CA — 2,933 6,917 39 22,517 2,972 29,434 32,406 ( 8,933 ) 2004 Los Ranchos Apple Valley CA — 8,336 15,774 — 8,579 8,336 24,353 32,689 ( 8,391 ) 2011 Monte del Lago Castroville CA ( 39,385 ) 3,150 9,469 — 7,796 3,150 17,265 20,415 ( 11,474 ) 1997 Date Palm Country Club Cathedral City CA — — 18,179 — 13,107 — 31,286 31,286 ( 24,706 ) 1994 Palm Springs Oasis RV Resort Cathedral City CA — — 216 — 1,533 — 1,749 1,749 ( 690 ) 1994 Colony Park Ceres CA ( 7,601 ) 890 2,837 — 2,078 890 4,915 5,805 ( 3,446 ) 1998 Russian River Cloverdale CA — 368 868 5 1,439 373 2,307 2,680 ( 908 ) 2004 Oakzanita Springs Descanso CA — 396 934 5 3,957 401 4,891 5,292 ( 1,748 ) 2004 Rancho Mesa El Cajon CA ( 16,416 ) 2,130 6,389 — 3,192 2,130 9,581 11,711 ( 6,641 ) 1998 Rancho Valley El Cajon CA ( 21,049 ) 685 1,902 — 4,374 685 6,276 6,961 ( 3,264 ) 1983 Snowflower Emigrant Gap CA — 308 727 4 2,387 312 3,114 3,426 ( 1,378 ) 2004 Four Seasons Fresno CA — 756 2,348 — 4,560 756 6,908 7,664 ( 3,121 ) 1997 Yosemite Lakes Groveland CA — 2,045 4,823 27 11,863 2,072 16,686 18,758 ( 6,058 ) 2004 Royal Holiday Hemet CA — 778 2,643 — 8,778 778 11,421 12,199 ( 4,653 ) 1999 Idyllwild Idyllwild-Pine Cove CA — 313 737 4 3,334 317 4,071 4,388 ( 1,562 ) 2004 Pio Pico Jamul CA — 2,626 6,194 35 9,329 2,661 15,523 18,184 ( 6,625 ) 2004 Tahoe Valley Lake Tahoe CA — — 5,428 — 2,462 — 7,890 7,890 ( 4,871 ) 2004 Sea Oaks Los Osos CA — 871 2,703 — 2,399 871 5,102 5,973 ( 3,161 ) 1997 Ponderosa Resort Lotus CA — 900 2,100 — 2,477 900 4,577 5,477 ( 2,264 ) 2006 Turtle Beach Manteca CA — 268 633 4 1,888 272 2,521 2,793 ( 888 ) 2004 Marina Dunes RV Resort Marina CA — 20,379 8,204 — 1,005 20,379 9,209 29,588 ( 1,385 ) 2020 Wilderness Lakes Menifee CA — 2,157 5,088 405 6,762 2,562 11,850 14,412 ( 5,023 ) 2004 Coralwood Modesto CA — — 5,047 — 2,151 — 7,198 7,198 ( 5,428 ) 1997 S-2 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Morgan Hill Morgan Hill CA — 1,856 4,378 980 9,616 2,836 13,994 16,830 ( 4,854 ) 2004 Lake Minden Nicolaus CA — 961 2,267 13 2,575 974 4,842 5,816 ( 2,573 ) 2004 Pacific Dunes Ranch Oceana CA — 1,940 5,632 — 4,166 1,940 9,798 11,738 ( 4,697 ) 2004 Oceanside RV Oceanside CA — 27,781 16,596 — 2,172 27,781 18,768 46,549 ( 3,194 ) 2022 Lake of the Springs Oregon House CA — 1,062 2,504 14 3,974 1,076 6,478 7,554 ( 2,837 ) 2004 Concord Cascade Pacheco CA ( 23,835 ) 985 3,016 — 6,183 985 9,199 10,184 ( 5,189 ) 1983 San Francisco RV Pacifica CA — 1,660 4,973 — 4,086 1,660 9,059 10,719 ( 5,587 ) 2005 San Benito Paicines CA — 1,411 3,328 19 10,157 1,430 13,485 14,915 ( 3,929 ) 2004 Palm Springs Palm Desert CA — 1,811 4,271 24 4,526 1,835 8,797 10,632 ( 4,058 ) 2004 Las Palmas Estates Rialto CA — 1,295 3,866 — 1,447 1,295 5,313 6,608 ( 3,199 ) 2004 Parque La Quinta Rialto CA — 1,799 5,450 — 2,595 1,799 8,045 9,844 ( 4,272 ) 2004 Quail Meadows Riverbank CA — 1,155 3,469 — 1,336 1,155 4,805 5,960 ( 3,686 ) 1998 California Hawaiian San Jose CA ( 28,904 ) 5,825 17,755 — 8,444 5,825 26,199 32,024 ( 19,567 ) 1997 Sunshadow San Jose CA — 12,334 5,707 8 1,880 12,342 7,587 19,929 ( 5,843 ) 1997 Village of the Four Seasons San Jose CA ( 16,793 ) 5,229 15,714 — 2,906 5,229 18,620 23,849 ( 11,724 ) 2004 Laguna Lake San Luis Obispo CA ( 18,776 ) 2,845 6,520 — 4,530 2,845 11,050 13,895 ( 6,915 ) 1998 Contempo Marin San Rafael CA ( 33,796 ) 4,787 16,379 — 6,741 4,787 23,120 27,907 ( 19,594 ) 1994 Rancho Oso Santa Barbara CA — 860 2,029 12 9,967 872 11,996 12,868 ( 2,753 ) 2004 De Anza Santa Cruz Santa Cruz CA ( 46,165 ) 2,103 7,201 — 8,489 2,103 15,690 17,793 ( 9,944 ) 1994 Meadowbrook Santee CA ( 19,320 ) 4,345 12,528 — 7,285 4,345 19,813 24,158 ( 13,249 ) 1998 Santa Cruz Ranch Scotts Valley CA — 1,595 3,937 — 1,926 1,595 5,863 7,458 ( 2,652 ) 2007 Lamplighter Village Spring Valley CA ( 35,984 ) 633 2,201 — 4,685 633 6,886 7,519 ( 3,706 ) 1983 Santiago Estates Sylmar CA ( 19,388 ) 3,562 10,767 — 5,750 3,562 16,517 20,079 ( 11,381 ) 1998 Royal Oaks Visalia CA — 602 1,921 — 3,405 602 5,326 5,928 ( 2,675 ) 1997 Pilot Knob RV Resort Winterhaven CA — 581 1,151 — 968 581 2,119 2,700 ( 481 ) 2022 Hillcrest Village CO Aurora CO ( 35,107 ) 1,912 5,202 289 10,466 2,201 15,668 17,869 ( 9,033 ) 1983 Cimarron Village Broomfield CO ( 29,892 ) 863 2,790 — 2,501 863 5,291 6,154 ( 3,848 ) 1983 Holiday Village CO Colorado Springs CO ( 19,752 ) 567 1,759 — 3,955 567 5,714 6,281 ( 3,277 ) 1983 Bear Creek Village Denver CO ( 5,109 ) 1,100 3,359 — 1,638 1,100 4,997 6,097 ( 3,530 ) 1998 Holiday Hills Village Denver CO ( 64,129 ) 2,159 7,780 — 21,357 2,159 29,137 31,296 ( 13,405 ) 1983 Golden Terrace Golden CO — 826 2,415 — 11,126 826 13,541 14,367 ( 4,316 ) 1983 Golden Terrace South Golden CO — 750 2,265 — 1,163 750 3,428 4,178 ( 2,731 ) 1997 Golden Terrace West Golden CO — 1,694 5,065 — 7,850 1,694 12,915 14,609 ( 7,774 ) 1986 Blue Mesa Recreational Ranch Gunnison CO — 5,126 8,217 — 1,117 5,126 9,334 14,460 ( 2,812 ) 2022 Pueblo Grande Pueblo CO — 241 1,069 — 6,058 241 7,127 7,368 ( 2,466 ) 1983 S-3 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Woodland Hills Thornton CO ( 36,759 ) 1,928 4,408 — 5,120 1,928 9,528 11,456 ( 7,470 ) 1994 Stonegate Manor North Windham CT — 6,011 12,336 — 735 6,011 13,071 19,082 ( 6,240 ) 2011 Waterford Estates Bear DE ( 35,669 ) 5,250 16,202 — 4,322 5,250 20,524 25,774 ( 11,079 ) 1996 McNicol Place Lewes DE — 562 1,710 — 357 562 2,067 2,629 ( 1,684 ) 1998 Whispering Pines Lewes DE — 1,536 4,609 — 2,884 1,536 7,493 9,029 ( 6,096 ) 1988 Mariner's Cove Millsboro DE ( 17,004 ) 990 2,971 — 14,598 990 17,569 18,559 ( 8,541 ) 1987 Sweetbriar Millsboro DE — 498 1,527 — 1,149 498 2,676 3,174 ( 1,922 ) 1998 Aspen Meadows Rehoboth DE ( 12,668 ) 1,148 3,460 — 1,192 1,148 4,652 5,800 ( 3,634 ) 1998 Camelot Meadows Rehoboth DE — 527 2,058 1,251 5,231 1,778 7,289 9,067 ( 5,735 ) 1998 Riverside RV Resort Arcadia FL — 8,400 11,905 11,085 5,516 19,485 17,421 36,906 ( 6,838 ) 2016 Toby’s RV Resort Arcadia FL — 1,093 3,280 — 1,274 1,093 4,554 5,647 ( 2,663 ) 2003 Aventura Marina Aventura FL — 813 811 — 7 813 818 1,631 ( 188 ) 2019 Hi-Lift Marina Aventura FL — 21,444 4,178 — 2,018 21,444 6,196 27,640 ( 1,358 ) 2021 Sunshine Key Big Pine Key FL — 5,273 15,822 — 18,253 5,273 34,075 39,348 ( 15,952 ) 2004 Windmill Manor Bradenton FL ( 9,035 ) 2,153 6,125 — 2,996 2,153 9,121 11,274 ( 7,027 ) 1998 Winter Quarters Manatee Bradenton FL — 2,300 6,903 — 2,612 2,300 9,515 11,815 ( 5,633 ) 2004 Clover Leaf Farms Brooksville FL ( 29,591 ) 13,684 24,106 — 16,041 13,684 40,147 53,831 ( 13,371 ) 2011 Clover Leaf Forest Brooksville FL — 1,092 2,178 — 1,128 1,092 3,306 4,398 ( 1,203 ) 2011 Resort at Tranquility Lake Cape Coral FL — 12,572 — 44 38,652 12,616 38,652 51,268 ( 2,573 ) 2020 Palm Harbour Marina Cape Haze FL — 13,228 6,310 — ( 451 ) 13,228 5,859 19,087 ( 1,068 ) 2021 Glen Ellen Clearwater FL — 619 1,882 — 751 619 2,633 3,252 ( 1,639 ) 2002 Hillcrest FL Clearwater FL — 1,278 3,928 — 4,111 1,278 8,039 9,317 ( 4,815 ) 1998 Holiday Ranch Clearwater FL — 925 2,866 — 822 925 3,688 4,613 ( 2,998 ) 1998 Serendipity Clearwater FL ( 15,656 ) 18,944 11,782 — 2,461 18,944 14,243 33,187 ( 5,836 ) 2018 Shady Lane Oaks Clearwater FL — 4,984 8,482 — 1,040 4,984 9,522 14,506 ( 4,434 ) 2011 Shady Lane Village Clearwater FL — 3,102 5,480 — 692 3,102 6,172 9,274 ( 2,874 ) 2011 Silk Oak Lodge Clearwater FL — 1,649 5,028 — 1,013 1,649 6,041 7,690 ( 3,978 ) 2002 Clerbrook Golf & RV Resort Clermont FL — 3,883 11,700 — 5,614 3,883 17,314 21,197 ( 8,900 ) 2006 Lake Magic Clermont FL — 1,595 4,793 — 2,659 1,595 7,452 9,047 ( 4,141 ) 2004 Orange Lake Clermont FL — 4,303 6,815 — 2,148 4,303 8,963 13,266 ( 3,780 ) 2011 Orlando Clermont FL — 2,975 7,017 40 26,395 3,015 33,412 36,427 ( 9,997 ) 2004 Cortez Village Marina Cortez FL — 17,936 — 865 17,936 4,821 22,757 ( 962 ) 2021 Crystal Isles Crystal River FL — 926 2,787 10 6,079 936 8,866 9,802 ( 3,519 ) 2004 Cheron Village Davie FL — 10,393 6,217 — 509 10,393 6,726 17,119 ( 3,420 ) 2011 S-4 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Carriage Cove Daytona Beach FL ( 13,688 ) 2,914 8,682 — 4,561 2,914 13,243 16,157 ( 9,263 ) 1998 Daytona Beach Marina Daytona Beach FL — 1,962 9,034 — 795 1,962 9,829 11,791 ( 2,075 ) 2019 Lake Haven Dunedin FL ( 11,601 ) 1,135 4,047 — 4,831 1,135 8,878 10,013 ( 6,817 ) 1983 Marker 1 Marina Dunedin FL — 21,685 15,758 — 1,593 21,685 17,351 39,036 ( 3,755 ) 2020 Coquina Crossing Elkton FL ( 24,002 ) 5,274 5,545 — 31,033 5,274 36,578 41,852 ( 17,656 ) 1999 Colony Cove Ellenton FL ( 82,610 ) 28,660 92,457 38,094 43,364 66,754 135,821 202,575 ( 52,296 ) 2011 Ridgewood Estates Ellenton FL ( 24,843 ) 8,769 8,791 — 1,541 8,769 10,332 19,101 ( 4,625 ) 2011 Haselton Village Eustis FL — 3,800 8,955 — 1,501 3,800 10,456 14,256 ( 4,596 ) 2011 Southern Palms RV Eustis FL — 2,169 5,884 — 7,134 2,169 13,018 15,187 ( 8,288 ) 1998 Bulow Plantation Flagler Beach FL — 3,637 949 — 7,866 3,637 8,815 12,452 ( 6,370 ) 1994 Bulow RV Flagler Beach FL — — 228 — 2,896 — 3,124 3,124 ( 1,415 ) 1994 Carefree Cove Fort Lauderdale FL — 1,741 5,170 — 1,651 1,741 6,821 8,562 ( 4,078 ) 2004 Everglades Lakes Fort Lauderdale FL — 53,850 18,797 — 3,786 53,850 22,583 76,433 ( 5,949 ) 2018 Park City West Fort Lauderdale FL ( 25,467 ) 4,184 12,561 — 2,406 4,184 14,967 19,151 ( 9,529 ) 2004 Sunshine Holiday MH Fort Lauderdale FL ( 16,374 ) 3,099 9,286 — 3,141 3,099 12,427 15,526 ( 7,266 ) 2004 Crystal Lakes-Fort Myers Fort Myers FL — 1,047 — 1,754 1,554 2,801 1,554 4,355 ( 180 ) 2018 Fish Tale Marina Fort Myers FL — 24,027 5,555 — 2,066 24,027 7,621 31,648 ( 1,009 ) 2021 Fort Myers Beach Fort Myers FL — 1,188 3,548 849 9,920 2,037 13,468 15,505 ( 3,527 ) 2004 Gulf Air Fort Myers Beach FL — 1,609 4,746 — 9,478 1,609 14,224 15,833 ( 4,127 ) 2004 Lakeside Terrace Fruitland Park FL — 3,275 7,165 — 1,014 3,275 8,179 11,454 ( 3,736 ) 2011 Grand Island Resort Grand Island FL — 1,723 5,208 125 7,909 1,848 13,117 14,965 ( 7,665 ) 2001 Holiday Travel Park Holiday FL — 9,240 13,284 — 2,568 9,240 15,852 25,092 ( 6,682 ) 2018 Hollywood Marina Hollywood FL — 14,638 4,065 — 1,274 14,638 5,339 19,977 ( 1,224 ) 2019 South Miami Marina Homestead FL — — 13,144 — 471 — 13,615 13,615 ( 2,937 ) 2019 Barrington Hills Hudson FL ( 5,912 ) 1,145 3,437 — 3,036 1,145 6,473 7,618 ( 3,112 ) 2004 Jupiter Marina Jupiter FL — 5,090 4,842 — 1,522 5,090 6,364 11,454 ( 1,846 ) 2019 Sherwood Forest - MHP Kissimmee FL — 4,852 14,596 — 14,137 4,852 28,733 33,585 ( 18,260 ) 1998 Sherwood Forest RV Kissimmee FL — 2,870 3,621 568 5,619 3,438 9,240 12,678 ( 5,866 ) 1998 Tropical Palms Kissimmee FL — 5,677 17,116 — 20,159 5,677 37,275 42,952 ( 19,570 ) 2004 Lake Worth Village Lake Worth FL — 14,959 24,501 — 6,091 14,959 30,592 45,551 ( 13,415 ) 2011 Beacon Hill Colony Lakeland FL — 3,775 6,405 — 1,120 3,775 7,525 11,300 ( 3,235 ) 2011 Beacon Terrace Lakeland FL ( 8,088 ) 5,372 9,153 216 1,599 5,588 10,752 16,340 ( 4,720 ) 2011 Kings & Queens Lakeland FL — 1,696 3,064 — 521 1,696 3,585 5,281 ( 1,630 ) 2011 Lakeland Harbor Lakeland FL ( 35,408 ) 10,446 17,376 — 1,800 10,446 19,176 29,622 ( 8,686 ) 2011 Lakeland Junction Lakeland FL ( 2,870 ) 3,018 4,752 — 495 3,018 5,247 8,265 ( 2,457 ) 2011 S-5 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Lantana Marina Lantana FL — 8,276 5,108 — ( 59 ) 8,276 5,049 13,325 ( 1,545 ) 2019 Maralago Cay Lantana FL ( 35,826 ) 5,325 15,420 — 8,144 5,325 23,564 28,889 ( 18,371 ) 1997 South Lantana Marina Lantana FL — 2,345 1,894 — 585 2,345 2,479 4,824 ( 798 ) 2019 Down Yonder Largo FL — 2,652 7,981 — 2,628 2,652 10,609 13,261 ( 6,701 ) 1998 East Bay Oaks Largo FL ( 7,728 ) 1,240 3,322 — 2,430 1,240 5,752 6,992 ( 4,472 ) 1983 Eldorado Village Largo FL ( 5,165 ) 778 2,341 — 2,399 778 4,740 5,518 ( 3,389 ) 1983 Paradise Park - Largo Largo FL ( 4,994 ) 3,523 4,026 — 823 3,523 4,849 8,372 ( 2,113 ) 2017 Shangri-La Mobile Home Park Largo FL — 1,722 5,200 — 599 1,722 5,799 7,521 ( 3,840 ) 2004 Vacation Village Largo FL ( 5,471 ) 1,315 3,946 — 1,245 1,315 5,191 6,506 ( 3,209 ) 2004 Whispering Pines - Largo Largo FL — 8,218 14,054 — 2,297 8,218 16,351 24,569 ( 7,284 ) 2011 Coachwood Colony Leesburg FL — 1,602 4,822 — 1,878 1,602 6,700 8,302 ( 3,899 ) 2004 Mid-Florida Lakes Leesburg FL ( 54,998 ) 5,997 20,635 — 18,785 5,997 39,420 45,417 ( 29,343 ) 1994 Fiesta Key Long Key FL — 16,611 7,338 — 20,147 16,611 27,485 44,096 ( 6,821 ) 2013 Winter Quarters Pasco Lutz FL ( 7,907 ) 1,494 4,484 — 2,892 1,494 7,376 8,870 ( 3,868 ) 2004 Coral Cay Plantation Margate FL ( 87,512 ) 5,890 20,211 — 11,839 5,890 32,050 37,940 ( 26,716 ) 1994 Lakewood Village Melbourne FL — 1,862 5,627 — 3,836 1,862 9,463 11,325 ( 7,306 ) 1994 Miami Everglades Miami FL — 5,362 6,238 — 3,725 5,362 9,963 15,325 ( 3,893 ) 2015 Southernaire Mt. Dora FL — 796 2,395 — 708 796 3,103 3,899 ( 1,866 ) 2004 Country Place (2) New Port Richey FL ( 15,614 ) 663 — 18 8,955 681 8,955 9,636 ( 7,301 ) 1986 Hacienda Village New Port Richey FL ( 13,542 ) 4,297 13,088 — 5,427 4,297 18,515 22,812 ( 11,635 ) 2002 Harbor View Mobile Manor New Port Richey FL ( 14,835 ) 4,030 12,146 — 6,617 4,030 18,763 22,793 ( 9,830 ) 2002 Bay Lake Estates Nokomis FL ( 9,343 ) 990 3,390 — 3,765 990 7,155 8,145 ( 4,957 ) 1994 Lake Village Nokomis FL ( 12,790 ) 15,850 18,099 10,408 4,950 26,258 23,049 49,307 ( 9,231 ) 2011 Royal Coachman Nokomis FL — 5,321 15,978 — 2,820 5,321 18,798 24,119 ( 12,345 ) 2004 Buccaneer Estates North Fort Myers FL — 4,207 14,410 — 32,216 4,207 46,626 50,833 ( 18,573 ) 1994 Island Vista Estates North Fort Myers FL — 5,004 15,066 — 8,421 5,004 23,487 28,491 ( 10,735 ) 2006 Lake Fairways North Fort Myers FL ( 31,295 ) 6,075 18,134 35 6,043 6,110 24,177 30,287 ( 20,878 ) 1994 Pine Lakes North Fort Myers FL ( 58,036 ) 6,306 14,579 24,941 12,154 31,247 26,733 57,980 ( 21,818 ) 1994 Pioneer Village North Fort Myers FL ( 15,873 ) 4,116 12,353 — 5,775 4,116 18,128 22,244 ( 10,411 ) 2004 Sunseekers RV Resort North Fort Myers FL — 4,224 2,299 — 2,696 4,224 4,995 9,219 ( 1,974 ) 2018 The Heritage North Fort Myers FL — 1,438 4,371 346 7,618 1,784 11,989 13,773 ( 8,308 ) 1993 Windmill Village - N. Ft. Myers North Fort Myers FL — 1,417 5,440 — 6,421 1,417 11,861 13,278 ( 7,921 ) 1983 Foxwood Farms Ocala FL — 3,853 7,967 — 3,309 3,853 11,276 15,129 ( 4,672 ) 2011 Oak Bend Ocala FL — 850 2,572 — 13,521 850 16,093 16,943 ( 4,716 ) 1993 Villas at Spanish Oaks Ocala FL — 2,250 6,922 — 4,982 2,250 11,904 14,154 ( 8,667 ) 1993 S-6 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Silver Dollar Golf & Trap Club Resort Odessa FL — 4,107 12,431 7,158 5,842 11,265 18,273 29,538 ( 10,814 ) 2004 Okeechobee RV Resort Okeechobee FL — 14,897 27,337 — 3,683 14,897 31,020 45,917 ( 8,700 ) 2021 Audubon Village - Florida Orlando FL — 4,622 7,200 — 1,263 4,622 8,463 13,085 ( 3,805 ) 2011 Hidden Valley Orlando FL ( 24,844 ) 11,398 12,861 — 1,962 11,398 14,823 26,221 ( 6,674 ) 2011 Starlight Ranch Orlando FL ( 27,019 ) 13,543 20,388 — 8,662 13,543 29,050 42,593 ( 11,392 ) 2011 Holiday Village, Ormond Beach Ormond Beach FL — 2,610 7,837 — 3,644 2,610 11,481 14,091 ( 6,522 ) 2002 Sunshine Holiday-Daytona North Ormond Beach FL — 2,001 6,004 — 2,479 2,001 8,483 10,484 ( 5,006 ) 2004 Palm Beach Gardens Marina Palm Beach FL — 15,734 4,938 — 338 15,734 5,276 21,010 ( 1,408 ) 2019 The Meadows, FL Palm Beach Gardens FL ( 40,982 ) 3,229 9,870 — 8,044 3,229 17,914 21,143 ( 12,126 ) 1999 Terra Ceia Palmetto FL — 965 2,905 1,833 16,872 2,798 19,777 22,575 ( 3,413 ) 2004 Lakes at Countrywood Plant City FL — 2,377 7,085 — 5,784 2,377 12,869 15,246 ( 7,484 ) 2001 Meadows at Countrywood Plant City FL — 4,514 13,175 75 16,145 4,589 29,320 33,909 ( 18,980 ) 1998 Oaks at Countrywood Plant City FL — 846 2,513 ( 75 ) 2,498 771 5,011 5,782 ( 3,266 ) 1998 Breezy Hill Pompano Beach FL ( 25,800 ) 5,424 16,555 — 4,164 5,424 20,719 26,143 ( 14,025 ) 2002 Hidden Harbour Marina Pompano Beach FL — 26,116 12,513 — 1,280 26,116 13,793 39,909 ( 2,303 ) 2021 Highland Wood Travel Park Pompano Beach FL — 1,043 3,130 42 1,030 1,085 4,160 5,245 ( 2,673 ) 2002 Inlet Harbor Marina Ponce Inlet FL — 11,858 5,485 — 1,621 11,858 7,106 18,964 ( 1,225 ) 2021 Harbor Lakes Port Charlotte FL ( 15,655 ) 3,384 10,154 — 3,739 3,384 13,893 17,277 ( 7,941 ) 2004 Lighthouse Pointe at Daytona Beach Port Orange FL — 2,446 7,483 23 5,462 2,469 12,945 15,414 ( 8,366 ) 1998 Pickwick Village Port Orange FL ( 14,373 ) 2,803 8,870 — 7,782 2,803 16,652 19,455 ( 9,709 ) 1998 Rose Bay Port Orange FL — 3,866 3,528 — 1,010 3,866 4,538 8,404 ( 2,962 ) 2016 Emerald Lake Punta Gorda FL ( 3,577 ) 3,598 5,197 — 2,058 3,598 7,255 10,853 ( 2,836 ) 2011 Gulf View Punta Gorda FL — 717 2,158 — 2,490 717 4,648 5,365 ( 2,524 ) 2004 Tropical Palms MH Punta Gorda FL — 2,365 7,286 — 4,734 2,365 12,020 14,385 ( 5,771 ) 2006 Kingswood Riverview FL — 9,094 8,365 — 1,918 9,094 10,283 19,377 ( 3,451 ) 2018 Palm Lake Riviera Beach FL ( 17,029 ) 56,323 27,418 — 14,385 56,323 41,803 98,126 ( 9,995 ) 2018 Riviera Beach Marina Riviera Beach FL — 15,725 12,966 — 3,178 15,725 16,144 31,869 ( 4,472 ) 2019 Indian Oaks Rockledge FL — 1,089 3,376 — 1,946 1,089 5,322 6,411 ( 3,959 ) 1998 Space Coast Rockledge FL — 2,413 3,716 — 2,822 2,413 6,538 8,951 ( 1,904 ) 2014 Covington Estates Saint Cloud FL ( 8,086 ) 3,319 7,253 — 821 3,319 8,074 11,393 ( 3,696 ) 2011 Winds of St. Armands North Sarasota FL ( 21,126 ) 1,523 5,063 20 5,025 1,543 10,088 11,631 ( 7,843 ) 1983 Winds of St. Armands South Sarasota FL ( 13,777 ) 1,106 3,162 4,018 11,013 5,124 14,175 19,299 ( 5,192 ) 1983 Topics RV Resort Spring Hill FL ( 3,429 ) 844 2,568 — 1,546 844 4,114 4,958 ( 2,333 ) 2004 Pine Island St. James City FL — 1,678 5,044 — 11,411 1,678 16,455 18,133 ( 4,030 ) 2007 S-7 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition St. Pete Marina St. Petersburg FL — 12,591 19,066 — 863 12,591 19,929 32,520 ( 5,194 ) 2019 Riverwatch Marina Stuart FL — 19,994 8,910 — 560 19,994 9,470 29,464 ( 1,568 ) 2021 Carefree Village Tampa FL ( 26,887 ) 6,799 10,421 — 2,018 6,799 12,439 19,238 ( 5,596 ) 2011 Tarpon Glen Tarpon Springs FL — 2,678 4,016 — 1,530 2,678 5,546 8,224 ( 2,272 ) 2011 Featherock Valrico FL — 11,369 22,770 — 2,979 11,369 25,749 37,118 ( 11,356 ) 2011 Bay Indies Venice FL ( 188,876 ) 10,483 31,559 10 17,109 10,493 48,668 59,161 ( 37,104 ) 1994 Ramblers Rest RV Resort Venice FL ( 30,126 ) 4,646 14,201 — 17,960 4,646 32,161 36,807 ( 12,901 ) 2006 Countryside at Vero Beach Vero Beach FL ( 57,430 ) 3,711 11,133 — 10,046 3,711 21,179 24,890 ( 15,702 ) 1998 Heritage Plantation Vero Beach FL — 2,403 7,259 — 5,809 2,403 13,068 15,471 ( 9,427 ) 1994 Heron Cay Vero Beach FL ( 23,866 ) 14,368 23,792 — 3,297 14,368 27,089 41,457 ( 12,218 ) 2011 Holiday Village, Florida Vero Beach FL — 350 1,374 — 258 350 1,632 1,982 ( 1,408 ) 1998 Sunshine Travel-Vero Beach Vero Beach FL — 1,603 4,813 — 5,737 1,603 10,550 12,153 ( 4,178 ) 2004 Vero Beach Marina Vero Beach FL — 3,644 5,519 — 2,294 3,644 7,813 11,457 ( 1,592 ) 2019 Vero Palm Estates Vero Beach FL ( 9,584 ) 6,697 9,025 — 2,126 6,697 11,151 17,848 ( 4,860 ) 2011 Village Green Vero Beach FL ( 57,097 ) 15,901 25,175 518 5,394 16,419 30,569 46,988 ( 13,394 ) 2011 Peace River Wauchula FL — 900 2,100 25 5,417 925 7,517 8,442 ( 2,351 ) 2006 Palm Beach Colony West Palm Beach FL ( 9,037 ) 5,930 10,113 8 1,470 5,938 11,583 17,521 ( 5,313 ) 2011 Parkwood Communities Wildwood FL — 6,990 15,115 — 2,264 6,990 17,379 24,369 ( 7,979 ) 2011 Three Flags Wildwood FL — 228 684 — 1,082 228 1,766 1,994 ( 854 ) 2006 Winter Garden Winter Garden FL — 2,321 6,962 — 2,731 2,321 9,693 12,014 ( 4,655 ) 2007 Crystal Lake Zephyrhills Zephyrhills FL — 3,767 6,834 194 15,558 3,961 22,392 26,353 ( 5,851 ) 2011 Forest Lake Estates MH Zephyrhills FL ( 16,117 ) 40,716 33,918 1,194 8,734 41,910 42,652 84,562 ( 18,365 ) 2016 Forest Lake Village RV Zephyrhills FL — — 537 — 907 — 1,444 1,444 ( 361 ) 2016 Sixth Avenue Zephyrhills FL — 837 2,518 — 962 837 3,480 4,317 ( 1,888 ) 2004 Coach Royale Boise ID — 465 1,685 — 455 465 2,140 2,605 ( 928 ) 2011 Maple Grove Boise ID — 1,358 5,151 — 1,577 1,358 6,728 8,086 ( 2,826 ) 2011 Shenandoah Estates Boise ID ( 8,242 ) 1,287 7,603 — 754 1,287 8,357 9,644 ( 3,737 ) 2011 West Meadow Estates Boise ID ( 6,550 ) 1,371 6,770 — 819 1,371 7,589 8,960 ( 3,358 ) 2011 O'Connell's Yogi Bear RV Resort Amboy IL ( 2,204 ) 1,648 4,974 — 8,731 1,648 13,705 15,353 ( 5,406 ) 2004 Pheasant Lake Estates Beecher IL ( 35,974 ) 12,764 42,183 872 6,011 13,636 48,194 61,830 ( 17,786 ) 2013 Pine Country Belvidere IL — 53 166 — 3,187 53 3,353 3,406 ( 928 ) 2006 Willow Lake Estates Elgin IL ( 34,849 ) 6,138 21,033 — 23,699 6,138 44,732 50,870 ( 28,034 ) 1994 Golf Vista Estates Monee IL ( 29,897 ) 2,842 4,719 1 14,856 2,843 19,575 22,418 ( 10,790 ) 1997 Indian Lakes Batesville IN — 450 1,061 6 18,739 456 19,800 20,256 ( 4,268 ) 2004 Horseshoe Lakes Clinton IN — 155 365 2 2,301 157 2,666 2,823 ( 797 ) 2004 S-8 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Twin Mills RV Howe IN — 1,399 4,186 — 1,258 1,399 5,444 6,843 ( 3,017 ) 2006 Lakeside RV New Carlisle IN — 426 1,281 — 899 426 2,180 2,606 ( 1,038 ) 2004 Dale Hollow State Park Marina Burkesville KY — — 7,399 — 944 — 8,343 8,343 ( 1,564 ) 2021 Diamond Caverns Park City KY — 530 1,512 ( 3 ) 1,135 527 2,647 3,174 ( 1,369 ) 2006 Gateway to Cape Cod Rochester MA — 91 288 — 1,487 91 1,775 1,866 ( 523 ) 2006 Hillcrest MA Rockland MA — 2,034 3,182 — 773 2,034 3,955 5,989 ( 1,661 ) 2011 The Glen Rockland MA — 940 1,680 — 75 940 1,755 2,695 ( 835 ) 2011 Old Chatham South Dennis MA ( 5,597 ) 1,760 5,293 — 5,617 1,760 10,910 12,670 ( 4,118 ) 2005 Sturbridge Sturbridge MA — 110 347 — 1,404 110 1,751 1,861 ( 649 ) 2006 Fernwood Capitol Heights MD ( 9,871 ) 6,556 11,674 — 1,946 6,556 13,620 20,176 ( 6,080 ) 2011 Williams Estates/Peppermint Woods Middle River MD — 22,774 42,575 — 2,374 22,774 44,949 67,723 ( 21,085 ) 2011 Mt. Desert Narrows Bar Harbor ME — 1,037 3,127 — 1,222 1,037 4,349 5,386 ( 2,138 ) 2007 Patten Pond Ellsworth ME — 267 802 — 552 267 1,354 1,621 ( 663 ) 2007 Pinehirst Old Orchard Beach ME ( 10,817 ) 1,942 5,827 — 3,095 1,942 8,922 10,864 ( 4,876 ) 2005 Narrows Too Trenton ME — 1,451 4,408 — 1,640 1,451 6,048 7,499 ( 2,777 ) 2007 Moody Beach Wells ME — 93 292 — 6,065 93 6,357 6,450 ( 1,378 ) 2006 Bear Cave Buchanan MI — 176 516 — 1,046 176 1,562 1,738 ( 647 ) 2006 St Clair St. Clair MI — 453 1,068 6 1,646 459 2,714 3,173 ( 1,224 ) 2004 Cedar Knolls Apple Valley MN ( 29,690 ) 10,021 14,357 — 2,637 10,021 16,994 27,015 ( 7,744 ) 2011 Cimarron Park Lake Elmo MN — 11,097 23,132 — 7,469 11,097 30,601 41,698 ( 12,462 ) 2011 Rockford Riverview Estates Rockford MN — 2,959 8,882 — 1,855 2,959 10,737 13,696 ( 4,723 ) 2011 Rosemount Woods Rosemount MN — 4,314 8,932 — 4,942 4,314 13,874 18,188 ( 5,009 ) 2011 Boathouse Marina Beaufort NC — 6,610 13,217 — 2,350 6,610 15,567 22,177 ( 2,396 ) 2021 Forest Lake Advance NC — 986 2,325 13 11,455 999 13,780 14,779 ( 3,241 ) 2004 Scenic Asheville NC — 1,183 3,511 — 3,008 1,183 6,519 7,702 ( 2,631 ) 2006 Waterway RV Cedar Point NC ( 4,178 ) 2,392 7,185 — 1,504 2,392 8,689 11,081 ( 5,481 ) 2004 Twin Lakes Chocowinity NC — 1,709 3,361 — 3,465 1,709 6,826 8,535 ( 3,255 ) 2004 Holiday Trav-L-Park Resort Emerald Isle NC — 17,212 33,520 — 512 17,212 34,032 51,244 ( 5,952 ) 2022 Topsail Sound RV Holly Ridge NC — 3,414 5,898 — 7,500 3,414 13,398 16,812 ( 1,729 ) 2020 Green Mountain Lenoir NC — 1,037 3,075 — 3,162 1,037 6,237 7,274 ( 2,847 ) 2006 Lake Gaston Littleton NC — 130 409 — 3,111 130 3,520 3,650 ( 990 ) 2006 Lake Myers RV Mocksville NC — 1,504 4,587 — 2,681 1,504 7,268 8,772 ( 3,400 ) 2006 Bogue Pines Newport NC — 1,476 2,592 — 266 1,476 2,858 4,334 ( 1,073 ) 2015 Goose Creek Newport NC ( 11,631 ) 4,612 13,848 750 3,610 5,362 17,458 22,820 ( 11,146 ) 2004 Whispering Pines - NC Newport NC — 3,096 5,081 1 609 3,097 5,690 8,787 ( 2,047 ) 2015 S-9 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Harbor Point RV Sneads Ferry NC — 4,633 7,777 — 424 4,633 8,201 12,834 ( 1,865 ) 2020 White Oak Shores Stella NC — 5,089 15,416 2,269 22,721 7,358 38,137 45,495 ( 6,423 ) 2019 Buena Vista Fargo ND — 4,563 14,949 — 2,240 4,563 17,189 21,752 ( 7,681 ) 2011 Meadow Park Fargo ND — 943 2,907 — 494 943 3,401 4,344 ( 1,556 ) 2011 Sandy Beach Contoocook NH — 1,755 5,265 — 460 1,755 5,725 7,480 ( 3,619 ) 2005 Pine Acres Raymond NH — 3,096 2,102 — 1,347 3,096 3,449 6,545 ( 1,301 ) 2014 Tuxbury Resort South Hampton NH — 3,557 3,910 — 2,019 3,557 5,929 9,486 ( 2,905 ) 2007 King Nummy Cape May Court House NJ — 4,027 3,584 — 895 4,027 4,479 8,506 ( 2,749 ) 2018 Acorn Campground Green Creek NJ — 3,707 4,642 — 1,314 3,707 5,956 9,663 ( 3,325 ) 2020 Whippoorwill RV Marmon NJ — 4,201 17,589 — 310 4,201 17,899 22,100 ( 3,534 ) 2022 Mays Landing Resort Mays Landing NJ — 536 289 — 3,257 536 3,546 4,082 ( 632 ) 2014 Echo Farms Ocean View NJ — 2,840 3,045 — 2,362 2,840 5,407 8,247 ( 1,866 ) 2014 Lake and Shore Ocean View NJ — 378 1,192 — 3,409 378 4,601 4,979 ( 2,145 ) 2006 Pine Haven Ocean View NJ — 15,586 47,165 — 1,103 15,586 48,268 63,854 ( 11,488 ) 2021 Red Oak Shores Campground Ocean View NJ — 2,193 6,759 — 775 2,193 7,534 9,727 ( 1,439 ) 2023 Chestnut Lake Port Republic NJ — 337 796 5 2,529 342 3,325 3,667 ( 1,252 ) 2004 Sea Pines Swainton NJ — 198 625 — 4,807 198 5,432 5,630 ( 1,859 ) 2006 Pine Ridge at Crestwood Whiting NJ ( 57,008 ) 17,367 33,127 — 10,373 17,367 43,500 60,867 ( 17,651 ) 2011 Mountain View - NV Henderson NV ( 33,128 ) 16,665 25,915 — 1,749 16,665 27,664 44,329 ( 12,757 ) 2011 Bonanza Village Las Vegas NV — 908 2,643 ( 1 ) 3,318 907 5,961 6,868 ( 4,255 ) 1983 Boulder Cascade Las Vegas NV — 2,995 9,020 — 6,046 2,995 15,066 18,061 ( 10,361 ) 1998 Cabana Las Vegas NV — 2,648 7,989 — 2,028 2,648 10,017 12,665 ( 8,853 ) 1994 Flamingo West Las Vegas NV — 1,730 5,266 — 2,498 1,730 7,764 9,494 ( 6,803 ) 1994 Las Vegas Las Vegas NV — 1,049 2,473 14 3,221 1,063 5,694 6,757 ( 2,435 ) 2004 Villa Borega Las Vegas NV — 2,896 8,774 — 2,464 2,896 11,238 14,134 ( 9,120 ) 1997 Rondout Valley Accord NY — 1,115 3,240 — 5,540 1,115 8,780 9,895 ( 2,935 ) 2006 Alpine Lake RV Resort Corinth NY — 4,783 14,125 153 4,761 4,936 18,886 23,822 ( 10,678 ) 2005 Lake George Escape Lake George NY — 3,562 10,708 — 13,765 3,562 24,473 28,035 ( 10,526 ) 2005 The Woodlands Lockport NY ( 39,353 ) 12,183 39,687 6 10,984 12,189 50,671 62,860 ( 20,664 ) 2011 Greenwood Village Manorville NY — 3,667 9,414 484 8,475 4,151 17,889 22,040 ( 12,791 ) 1998 Brennan Beach Pulaski NY — 7,325 21,141 — 11,306 7,325 32,447 39,772 ( 17,218 ) 2005 Lake George Schroon Valley Warrensburg NY — 540 1,626 — 602 540 2,228 2,768 ( 1,182 ) 2008 Kenisee Lake Jefferson OH — 295 696 4 697 299 1,393 1,692 ( 764 ) 2004 Bay Point Marina Marblehead OH — 8,575 17,037 — 2,486 8,575 19,523 28,098 ( 3,420 ) 2021 S-10 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Wilmington Wilmington OH — 235 555 3 1,529 238 2,084 2,322 ( 817 ) 2004 Bend Bend OR — 733 1,729 10 6,717 743 8,446 9,189 ( 2,379 ) 2004 Shadowbrook Clackamas OR — 1,197 3,693 — 2,113 1,197 5,806 7,003 ( 3,982 ) 1997 Pacific City Cloverdale OR — 1,076 2,539 15 9,553 1,091 12,092 13,183 ( 3,379 ) 2004 Falcon Wood Village Eugene OR ( 14,136 ) 1,112 3,426 — 2,156 1,112 5,582 6,694 ( 3,735 ) 1997 Portland Fairview Fairview OR ( 19,091 ) 7,330 10,278 — 1,591 7,330 11,869 19,199 ( 5,345 ) 2016 Quail Hollow Fairview OR — — 3,249 — 1,263 — 4,512 4,512 ( 3,566 ) 1997 South Jetty Florence OR — 678 1,598 9 3,504 687 5,102 5,789 ( 1,953 ) 2004 Seaside Seaside OR — 891 2,101 12 2,699 903 4,800 5,703 ( 2,255 ) 2004 Whalers Rest South Beach OR — 754 1,777 10 2,420 764 4,197 4,961 ( 1,917 ) 2004 Hope Valley Turner OR — 7,373 14,517 — 1,041 7,373 15,558 22,931 ( 2,923 ) 2021 Mt. Hood Village Welches OR — 1,817 5,733 — 15,635 1,817 21,368 23,185 ( 7,409 ) 2002 Greenbriar Village Bath PA — 8,359 16,941 — 1,791 8,359 18,732 27,091 ( 8,331 ) 2011 Sun Valley Bowmansville PA — 866 2,601 — 2,450 866 5,051 5,917 ( 1,939 ) 2009 Green Acres Breinigsville PA ( 33,001 ) 2,680 7,479 — 7,962 2,680 15,441 18,121 ( 11,430 ) 1988 Gettysburg Farm Dover PA — 111 350 — 1,464 111 1,814 1,925 ( 676 ) 2006 Timothy Lake North East Stroudsburg PA — 296 933 — 1,114 296 2,047 2,343 ( 955 ) 2006 Timothy Lake South East Stroudsburg PA — 206 649 — 571 206 1,220 1,426 ( 591 ) 2006 Drummer Boy Gettysburg PA — 1,884 20,342 — 1,527 1,884 21,869 23,753 ( 7,279 ) 2019 Round Top Gettysburg PA — 1,214 11,355 — 1,358 1,214 12,713 13,927 ( 6,122 ) 2019 Circle M Lancaster PA — 330 1,041 — 4,651 330 5,692 6,022 ( 1,774 ) 2006 Hershey Lebanon PA — 1,284 3,028 17 3,073 1,301 6,101 7,402 ( 3,287 ) 2004 Robin Hill Lenhartsville PA — 1,263 3,786 — 1,125 1,263 4,911 6,174 ( 2,379 ) 2009 PA Dutch County Manheim PA — 88 278 — 1,369 88 1,647 1,735 ( 454 ) 2006 Spring Gulch New Holland PA — 1,593 4,795 — 1,855 1,593 6,650 8,243 ( 4,060 ) 2004 Lil Wolf Orefield PA — 5,627 13,593 — 4,891 5,627 18,484 24,111 ( 7,474 ) 2011 Scotrun Scotrun PA — 153 483 — 1,811 153 2,294 2,447 ( 673 ) 2006 Appalachian RV Shartlesville PA — 1,666 5,044 — 1,274 1,666 6,318 7,984 ( 3,600 ) 2006 Mountain View - PA Walnutport PA — 3,207 7,182 — 1,593 3,207 8,775 11,982 ( 3,722 ) 2011 Timber Creek Westerly RI — 12,618 8,489 — 2,307 12,618 10,796 23,414 ( 6,525 ) 2018 Carolina Landing Fair Play SC — 457 1,078 6 3,369 463 4,447 4,910 ( 1,265 ) 2004 Inlet Oaks Village Murrells Inlet SC — 1,546 4,642 — 682 1,546 5,324 6,870 ( 3,085 ) 2006 Carolina Shores RV Myrtle Beach SC — 82,318 35,628 — 2,426 82,318 38,054 120,372 ( 10,244 ) 2021 Rivers Edge Marina North Charleston SC — 20,305 6,405 — 231 20,305 6,636 26,941 ( 1,356 ) 2021 The Oaks Yemassee SC — 267 810 — 498 267 1,308 1,575 ( 666 ) 2006 S-11 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Natchez Trace Hohenwald TN — 533 1,257 7 4,468 540 5,725 6,265 ( 1,861 ) 2004 Cherokee Landing Saulsbury TN — 118 279 2 360 120 639 759 ( 332 ) 2004 Alamo Palms Alamo TX ( 3,426 ) 1,562 7,924 — 1,851 1,562 9,775 11,337 ( 4,003 ) 2012 Bay Landing Bridgeport TX — 438 1,033 6 3,717 444 4,750 5,194 ( 1,577 ) 2004 Colorado River Columbus TX — 466 1,099 6 7,127 472 8,226 8,698 ( 1,833 ) 2004 Victoria Palms Donna TX ( 6,130 ) 2,849 12,305 — 8,604 2,849 20,909 23,758 ( 7,771 ) 2012 Lake Texoma Gordonville TX — 488 1,151 6 11,579 494 12,730 13,224 ( 2,864 ) 2004 Lakewood Harlingen TX — 325 979 — 1,416 325 2,395 2,720 ( 1,051 ) 2004 Paradise Park Harlingen TX — 1,568 4,705 — 3,225 1,568 7,930 9,498 ( 4,126 ) 2004 Sunshine RV Resort Harlingen TX — 1,494 4,484 — 3,541 1,494 8,025 9,519 ( 4,269 ) 2004 Tropic Winds Harlingen TX — 1,221 3,809 — 1,846 1,221 5,655 6,876 ( 3,488 ) 2002 Medina Lake Lakehills TX — 936 2,208 13 3,700 949 5,908 6,857 ( 2,654 ) 2004 Paradise South Mercedes TX — 448 1,345 — 1,876 448 3,221 3,669 ( 1,380 ) 2004 Lake Conroe KOA Montgomery TX — 2,699 8,430 ( 3 ) 797 2,696 9,227 11,923 ( 1,418 ) 2021 Lake Tawakoni Point TX — 35 2,320 — 2,370 35 4,690 4,725 ( 2,208 ) 2004 Fun N Sun RV San Benito TX — 2,533 5,560 412 9,140 2,945 14,700 17,645 ( 10,469 ) 1998 Country Sunshine Weslaco TX — 627 1,881 — 2,282 627 4,163 4,790 ( 2,178 ) 2004 Leisure World Weslaco TX — 957 2,575 — 1,160 957 3,735 4,692 ( 1,917 ) 2020 Southern Comfort Weslaco TX ( 3,560 ) 1,108 3,323 — 1,364 1,108 4,687 5,795 ( 2,792 ) 2004 Trails End RV Weslaco TX — 1,115 4,086 — 954 1,115 5,040 6,155 ( 2,617 ) 2020 Lake Whitney Whitney TX — 679 1,602 10 3,031 689 4,633 5,322 ( 2,009 ) 2004 Lake Conroe Willis TX — 1,363 3,214 18 24,317 1,381 27,531 28,912 ( 7,544 ) 2004 Westwood Village Farr West UT — 1,346 4,179 — 3,351 1,346 7,530 8,876 ( 5,552 ) 1997 St George Hurricane UT — 64 264 2 1,805 66 2,069 2,135 ( 568 ) 2010 All Seasons Salt Lake City UT — 510 1,623 — 1,197 510 2,820 3,330 ( 1,988 ) 1997 Meadows of Chantilly Chantilly VA ( 34,947 ) 5,430 16,440 — 9,548 5,430 25,988 31,418 ( 21,887 ) 1994 Harbor View Colonial Beach VA — 64 202 — 1,223 64 1,425 1,489 ( 575 ) 2006 Lynchburg Gladys VA — 266 627 3 1,205 269 1,832 2,101 ( 774 ) 2004 Chesapeake Bay Gloucester VA — 1,230 2,900 16 9,109 1,246 12,009 13,255 ( 3,924 ) 2004 Bayport Development Jamaica VA — 4,942 — 3,279 3,549 8,221 3,549 11,770 ( 293 ) 2020 Virginia Landing Quinby VA — 602 1,419 8 645 610 2,064 2,674 ( 1,247 ) 2004 Grey's Point Camp Topping VA ( 18,111 ) 33,492 17,104 — 5,684 33,492 22,788 56,280 ( 9,712 ) 2017 Bethpage Camp Resort Urbanna VA ( 30,226 ) 45,415 38,149 — 27,762 45,415 65,911 111,326 ( 19,245 ) 2017 Williamsburg Williamsburg VA — 111 350 — 1,885 111 2,235 2,346 ( 635 ) 2006 Regency Lakes Winchester VA ( 45,534 ) 9,757 19,055 — 2,731 9,757 21,786 31,543 ( 9,938 ) 2011 S-12 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation Initial Cost to ELS Costs Capitalized Subsequent to Acquisition (Improvements) Gross Amount Carried at 12/31/24 Real Estate (1) Location Encumbrances Land Depreciable Property Land Depreciable Property Land Depreciable Property Total (3) Accumulated Depreciation Date of Acquisition Birch Bay Blaine WA — 502 1,185 7 1,481 509 2,666 3,175 ( 1,206 ) 2004 Mount Vernon Bow WA — 621 1,464 8 3,645 629 5,109 5,738 ( 2,120 ) 2004 Chehalis Chehalis WA — 590 1,392 8 5,062 598 6,454 7,052 ( 2,198 ) 2004 Grandy Creek Concrete WA — 475 1,425 — 1,715 475 3,140 3,615 ( 1,228 ) 2008 Tall Chief Fall City WA — 314 946 — 2,319 314 3,265 3,579 ( 1,085 ) 2010 Kloshe Illahee Federal Way WA ( 15,862 ) 2,408 7,286 — 3,128 2,408 10,414 12,822 ( 7,389 ) 1997 La Conner La Conner WA — — 2,016 — 3,501 — 5,517 5,517 ( 2,891 ) 2004 Leavenworth Leavenworth WA — 786 1,853 10 3,440 796 5,293 6,089 ( 2,067 ) 2004 Thunderbird Resort Monroe WA — 500 1,178 6 3,416 506 4,594 5,100 ( 1,315 ) 2004 Little Diamond Newport WA — 353 834 5 1,547 358 2,381 2,739 ( 1,210 ) 2004 Oceana Oceana City WA — 283 668 4 945 287 1,613 1,900 ( 704 ) 2004 Crescent Bar Quincy WA — 314 741 4 1,428 318 2,169 2,487 ( 943 ) 2004 Long Beach Seaview WA — 321 758 5 2,778 326 3,536 3,862 ( 950 ) 2004 Paradise RV Silver Creek WA — 466 1,099 6 5,053 472 6,152 6,624 ( 1,550 ) 2004 Rainbow Lake Manor Bristol WI — 4,474 16,594 — 5,192 4,474 21,786 26,260 ( 7,617 ) 2013 Fremont Jellystone Park Campground Fremont WI — 1,437 4,296 — 1,974 1,437 6,270 7,707 ( 3,747 ) 2004 Yukon Trails Lyndon Station WI — 556 1,629 — 1,141 556 2,770 3,326 ( 1,397 ) 2004 Blackhawk Camping Resort Milton WI — 1,789 7,613 — 3,778 1,789 11,391 13,180 ( 3,638 ) 2014 Lakeland Milton WI — 3,159 13,830 — 2,777 3,159 16,607 19,766 ( 5,856 ) 2014 Westwood Estates Pleasant Prairie WI ( 19,702 ) 5,382 19,732 — 3,148 5,382 22,880 28,262 ( 8,793 ) 2013 Plymouth Rock Plymouth WI — 2,293 6,879 — 2,449 2,293 9,328 11,621 ( 4,401 ) 2009 Tranquil Timbers Sturgeon Bay WI — 714 2,152 — 1,291 714 3,443 4,157 ( 1,795 ) 2006 Lake of the Woods RV Wautoma WI — 1,333 2,238 — 566 1,333 2,804 4,137 ( 2,029 ) 2019 Neshonoc Lakeside West Salem WI — 1,106 4,861 ( 1 ) 889 1,105 5,750 6,855 ( 2,176 ) 2013 Arrowhead Wisconsin Dells WI — 522 1,616 1 1,362 523 2,978 3,501 ( 1,459 ) 2006 Subtotal of Properties Held for Long Term ( 2,928,292 ) 1,970,254 3,368,825 115,382 2,047,335 2,085,636 5,416,160 7,501,796 ( 2,517,039 ) Realty Systems, Inc. — — — — 337,479 — 337,479 337,479 ( 78,430 ) 2002 Management business and other — 3,447 578 ( 401 ) 72,791 3,046 73,369 76,415 ( 44,069 ) $ ( 2,928,292 ) $ 1,973,701 $ 3,369,403 $ 114,981 $ 2,457,605 $ 2,088,682 $ 5,827,008 $ 7,915,690 $ ( 2,639,538 ) _____________________ (1) The schedule excludes Properties in which we have a non-controlling joint venture interest and account for using the equity method of accounting. (2) All Properties were acquired, except for The Crossing at Voyager and Country Place, which were constructed. (3) Aggregate cost for federal income tax purposes is approximately $ 5.2 billion. S-13 Schedule III Equity LifeStyle Properties, Inc. Real Estate and Accumulated Depreciation The following table presents the changes in gross investment in real estate: (amounts in thousands) 2024 2023 2022 Balance, beginning of year $ 7,706,291 $ 7,369,561 $ 6,989,064 Acquisitions 1,334 10,057 141,588 Improvements 237,215 311,287 249,277 Manufactured homes, net ( 26,685 ) 17,578 14,539 Dispositions and other ( 2,465 ) ( 2,192 ) ( 24,907 ) Balance, end of year $ 7,915,690 $ 7,706,291 $ 7,369,561 The following table presents the changes in accumulated depreciation related to investment in real estate: (amounts in thousands) 2024 2023 2022 Balance, beginning of year $ 2,448,876 $ 2,258,540 $ 2,103,774 Depreciation and amortization 204,936 200,743 202,566 Dispositions and other ( 14,274 ) ( 10,407 ) ( 47,800 ) Balance, end of year $ 2,639,538 $ 2,448,876 $ 2,258,540 S-14