What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2025-07-29 compared with 2025-04-30 · 227 added, 76 removed, 344 unchanged (47% of the section changed)

5 unchanged sentences

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.

As of March 31, 2025, we owned or had an ownership interest in a portfolio of 455 Properties located throughout the United States and Canada containing 173,340 individual developed areas (“Sites”).

As of June 30, 2025, we owned or had an ownership interest in a portfolio of 455 Properties located throughout the United States and Canada containing 173,340 individual developed areas (“Sites”).

These Properties are located in 35 states and British Columbia.

21 unchanged sentences

We also generate revenue from customers renting our marina dry storage.

Additionally, we have interests in joint venture Properties for which revenue is classified as Equity in income from unconsolidated joint ventures on the Consolidated Statements of Income and Comprehensive Income.

Additionally, we have interests in joint venture Properties for which revenue is classified as Equity in income of unconsolidated joint ventures on the Consolidated Statements of Income and Comprehensive Income.

Management’s Discussion and Analysis (continued)

The following table shows the breakdown of our Sites by type (amounts are approximate):

Total Sites as of March 31, 2025

Total Sites as of June 30, 2025

MH Sites 73,200

25 unchanged sentences

Results Overview

(amounts in thousands) Quarters Ended March 31,

(amounts in thousands) Quarters Ended June 30,

2025 2024 $ Change % Change (1)

2 unchanged sentences

Normalized FFO per fully diluted Common Share and OP Unit $ 0.69 $ 0.66 $ 0.03 4.7 %

Six Months Ended June 30,

2025 2024 $ Change % Change (1)

Net Income per fully diluted Common Share $ 0.99 $ 1.01 $ (0.02) (2.0) %

FFO per fully diluted Common Share and OP Unit $ 1.52 $ 1.55 $ (0.03) (1.4) %

Normalized FFO per fully diluted Common Share and OP Unit $ 1.52 $ 1.44 $ 0.08 5.7 %

_____________________

Calculations prepared using actual results without rounding.

Core property operating revenues increased 2.9% and Core income from property operations, excluding property management increased 3.8% for the quarter ended March 31, 2025, compared to the quarter ended March 31, 2024.

Core property operating revenues increased 3.5% and Core income from property operations, excluding property management increased 6.4% for the quarter ended June 30, 2025, compared to the quarter ended June 30, 2024.

Management’s Discussion and Analysis (continued)

We continue to focus on the quality of occupancy growth by increasing the number of manufactured homeowners in our Core Portfolio.

Our Core Portfolio average occupancy includes both homeowners and renters in our MH communities and was 94.4% for the quarter ended March 31, 2025 and 94.9% for each of the quarters ended December 31, 2024 and March 31, 2024.

For the quarter ended March 31, 2025, our Core Portfolio occupancy decreased by 171 sites, primarily due to resident homes damaged by storms in late 2024 in approximately six Florida communities.

Our Core Portfolio average occupancy includes both homeowners and renters in our MH communities and was 94.3% for the quarter ended June 30, 2025 and 94.9% for each of the quarters ended December 31, 2024 and June 30, 2024.

During the quarter ended June 30, 2025, our Core Portfolio occupancy decreased by 40 sites, which included a decrease in homeowner occupancy of 127 sites and an increase in rental occupancy of 87 sites compared to March 31, 2025.

While we continue to focus on increasing the number of manufactured homeowners in our Core Portfolio, we also believe renting our vacant homes represents an attractive source of occupancy and an opportunity to potentially convert the renter to a new homebuyer in the future.

We continue to expect there to be fluctuations in the sources of occupancy depending on local market conditions, availability of vacant sites and success with converting renters to homeowners.

As of March 31, 2025, we had 1,918 occupied rental homes in our Core MH communities.

RV and marina base rental income in our Core Portfolio increased 0.2% for the quarter ended March 31, 2025, compared to the same period in 2024, driven primarily by an increase in Annual RV rental income.

Core RV and marina base rental income from annuals represents 65.7% of total Core RV and marina base rental income and increased 4.1% for the quarter ended March 31, 2025, compared to the quarter ended March 31, 2024, due to a 6.4% increase in rate, offset by a decline of 2.3% in occupancy.

Core seasonal and transient RV and marina base rental income decreased 5.3% and 9.1%, respectively, for the quarter ended March 31, 2025, compared to the quarter ended March 31, 2024 due to returning competitor supply following a period of weather-related disruption in addition to a return to normalized demand.

We closed 117 new home sales during the quarter ended March 31, 2025, compared to 191 new home sales during the quarter ended March 31, 2024, a decrease of 38.7%.

The decrease in new home sales during the quarter ended March 31, 2025 was driven by the Florida and Arizona markets, primarily due to the stabilization of occupancy at certain properties which resulted in fewer homes being available for sale this quarter as compared to the quarter ended March 31, 2024, disruption due to Hurricanes Milton and Helene and a decrease in home sales in Arizona as compared to the first quarter of 2024.

Our gross investment in real estate increased $44.9 million to $7,960.5 million as of March 31, 2025 from $7,915.7 million as of December 31, 2024, primarily due to capital improvements during the quarter ended March 31, 2025.

The following chart lists the Properties acquired from January 1, 2024 through March 31, 2025 and Sites added through expansion opportunities at our existing Properties:

As of June 30, 2025, we had 2,005 occupied rental homes in our Core MH communities.

RV and marina base rental income in our Core Portfolio increased 0.7% for the quarter ended June 30, 2025, compared to the same period in 2024, driven primarily by an increase in Annual RV rental income.

Core RV and marina base rental income from annuals represents 76.1% of total Core RV and marina base rental income and increased 3.7% for the quarter ended June 30, 2025, compared to the quarter ended June 30, 2024, due to a 6.2% increase in rate, offset by a decline of 2.5% in occupancy.

Core seasonal and transient RV and marina base rental income decreased 6.5% and 8.2%, respectively, for the quarter ended June 30, 2025, compared to the quarter ended June 30, 2024 due to returning supply following a period of weather-related disruption and a moderation in demand due in part to cooler weather and elevated levels of precipitation in the Northern and South Central United States that led to fewer transient stays.

We closed 117 new home sales during the quarter ended June 30, 2025 compared to 255 new home sales during the quarter ended June 30, 2024, a decrease of 54.1%.

The decrease in new home sales during the quarter ended June 30, 2025 was driven by a moderation in demand, primarily in the Florida market, resulting in fewer homes being sold, and a change in overall sales mix, resulting in a higher volume of lower priced homes being sold, this quarter as compared to the quarter ended June 30, 2024.

Our gross investment in real estate increased $112.8 million to $8,028.5 million as of June 30, 2025 from $7,915.7 million as of December 31, 2024, primarily due to capital improvements during the six months ended June 30, 2025.

The following chart lists the Properties acquired from January 1, 2024 through June 30, 2025 and Sites added through expansion opportunities at our existing Properties:

Location Type of Property Transaction Date Sites

3 unchanged sentences

Sites added (reconfigured) in 2025 139

Total Sites as of March 31, 2025 (1)

Total Sites as of June 30, 2025 (1)

______________________

33 unchanged sentences

Management’s Discussion and Analysis (continued)

The following table reconciles net income available for Common Stockholders to income from property operations for the quarters ended March 31, 2025 and 2024:

Quarters Ended March 31,

The following table reconciles net income available for Common Stockholders to income from property operations for the quarters and six months ended June 30, 2025 and 2024:

Quarters Ended June 30, Six Months Ended June 30,

(amounts in thousands)

2025 2024 2025 2024

Computation of Income from Property Operations:

Net income available for Common Stockholders $ 79,708 $ 78,297 $ 188,900 $ 188,202

Redeemable perpetual preferred stock dividends 8 8 8 8

Income allocated to non-controlling interests – Common OP Units 3,777 3,822 8,978 9,188

Consolidated net income 83,493 82,127 197,886 197,398

Equity in income of unconsolidated joint ventures (4,901) (283)

Equity in income/(loss) of unconsolidated joint ventures 47 (579) (4,854) (862)

(Gain)/Loss on sale of real estate and impairment, net 683 — 683 —

Gross revenues from home sales, brokered resales and ancillary services (22,798) (37,565) (43,721) (67,618)

7 unchanged sentences

Casualty-related charges/(recoveries), net (2)

(541) (6,170) (324) (21,013)

Other expenses (1)

(59) 1,387 1,819 2,479

Interest and related amortization 32,200 36,037 63,336 69,580

4 unchanged sentences

(1) Prior period amounts have been reclassified to conform to the current period presentation.

(2) Casualty-related charges/(recoveries), net for the quarter ended March 31, 2025 includes debris removal and cleanup costs related to Hurricane Milton of $0.5 million, Hurricane Helene of $0.2 million and Hurricane Ian of $0.1 million and insurance recovery revenue for Hurricane Milton and Hurricane Ian of $0.5 million and $0.1 million.

The following table presents a calculation of FFO available for Common Stock and OP Unitholders and Normalized FFO available for Common Stock and OP Unitholders for the quarters ended March 31, 2025 and 2024:

Quarters Ended March 31,

(2) Casualty-related charges/(recoveries), net for the quarter ended June 30, 2025 includes debris removal and cleanup costs related to hurricane events of $0.3 million and insurance recovery revenue of $0.8 million, including $0.6 million for reimbursement of capital expenditures.

Casualty-related charges/(recoveries), net for the six months ended June 30, 2025 includes debris removal and cleanup costs related to hurricane events of $1.1 million and insurance recovery revenue of $1.5 million, including $0.6 million for reimbursement of capital expenditures.

Quarters Ended June 30, Six Months Ended June 30,

(amounts in thousands)

2025 2024 2025 2024

Computation of FFO and Normalized FFO:

3 unchanged sentences

Depreciation on unconsolidated joint ventures 1,466 1,200 2,797 2,251

(Gain)/Loss on sale of real estate and impairment, net 683 — 683 —

FFO available for Common Stock and OP Unit holders 138,283 134,663 304,949 302,093

2 unchanged sentences

Insurance proceeds due to catastrophic weather event (1)

(593) (6,170) (593) (21,013)

Normalized FFO available for Common Stock and OP Unit holders $ 137,690 $ 128,493 $ 304,356 $ 281,224

4 unchanged sentences

Results of Operations

This section discusses the comparison of our results of operations for the quarters ended March 31, 2025 and March 31, 2024 and our operating activities, investing activities and financing activities for the quarters ended March 31, 2025 and March 31, 2024.

This section discusses the comparison of our results of operations for the quarters and six months ended June 30, 2025 and 2024 and our operating activities, investing activities and financing activities for the six months ended June 30, 2025 and 2024.

Our Core Portfolio consists of our Properties owned and operated during all of 2024 and 2025.

Our Non-Core Portfolio includes all Properties that were not owned and operated during all of 2024 and 2025, including six properties in Florida impacted by Hurricane Ian and two properties in California that were impacted by storm and flooding events.

For the comparison of our results of operations for the quarters ended March 31, 2024 and March 31, 2023 and discussion of our operating activities, investing activities and financing activities for the quarters ended March 31, 2024 and March 31, 2023, refer to Part I.

Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2024, filed with the SEC on May 1, 2024.

Comparison of the Quarter Ended March 31, 2025 to the Quarter Ended March 31, 2024

For the comparison of our results of operations for the quarters and six months ended June 30, 2024 and June 30, 2023 and discussion of our operating activities, investing activities and financing activities for the six months ended June 30, 2024 and June 30, 2023, refer to Part I.

Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2024, filed with the SEC on July 30, 2024.

Comparison of the Quarter Ended June 30, 2025 to the Quarter Ended June 30, 2024

Income from Property Operations

1 unchanged sentence

Core Portfolio Total Portfolio

Quarters Ended March 31, Quarters Ended March 31,

Quarters Ended June 30, Quarters Ended June 30,

(amounts in thousands) 2025 2024 Variance %

31 unchanged sentences

The difference between the sum of the total portfolio income items and Rental income on the Consolidated Statements of Income and Comprehensive Income is bad debt expense, which is presented in Property operating and maintenance expense in this table.

(2) Beginning in the first quarter of 2025, membership upgrade product offerings include two- to four-year term subscription products.

Prices for two-year products range between $4,000 to $8,000 and between approximately $7,000 to $14,000 for the four-year product, which results in approximately $2,500-$3,000 of earned revenue on an annual basis.

(3) Membership upgrade revenue is net of deferrals of $0.9 million and $3.6 million for the quarters ended March 31, 2025 and March 31, 2024, respectively.

(2) Beginning in the first quarter of 2025, membership upgrade product offerings include two- to four-year term subscription products, which are recognized in Annual membership subscriptions.

Prices for two-year products range between $4,000 to $8,000 and between approximately $7,000 to $14,000 for the four-year product, which results in approximately $2,500 to $3,000 of earned revenue on an annual basis.

(3) Membership upgrade revenue is net of deferrals of $3.1 million and $4.7 million for the quarters ended June 30, 2025 and 2024, respectively.

(4) Includes bad debt expense for all periods presented.

(5) Membership sales and marketing expense is net of sales commission deferrals of $0.3 million and $0.4 million for the quarters ended March 31, 2025 and March 31, 2024, respectively.

(5) Membership sales and marketing expense is net of sales commission deferrals of $0.9 million for the quarters ended June 30, 2025 and 2024.

(6) See Part I.

Management’s Discussion and Analysis—Non-GAAP Financial Measures for definitions and reconciliations of these Non-GAAP measures to Net Income available for Common Shareholders.

Total portfolio income from property operations for the quarter ended March 31, 2025, increased $5.9 million, or 3.1%, from the quarter ended March 31, 2024, driven by an increase of $7.1 million, or 3.8%, from our Core Portfolio, offset by a decrease of $1.2 million from our Non-Core Portfolio.

The increase in Income from property operations from our Core Portfolio was primarily due to higher property operating revenues, primarily in MH base rental income along with an increase

Total Portfolio Income from property operations for the quarter ended June 30, 2025 increased $9.7 million, or 5.8%, from the quarter ended June 30, 2024 driven by an increase of $10.3 million, or 6.3%, from our Core Portfolio, offset by a decrease of $0.6 million from our Non-Core Portfolio.

The increase in Income from property operations from our Core Portfolio was primarily due to higher Property operating revenues, primarily in MH base rental income and Utility and other income.

Property operating expenses for the quarter ended June 30, 2025 were comparable to the same period in 2024.

Management’s Discussion and Analysis (continued)

in Utility and other income, partially offset by a decrease in Membership upgrade revenue driven by a cessation of upfront membership upgrade product offerings, during the first quarter of 2025.

The increase in Property operating revenues was partially offset by an increase in property operating expenses, primarily an increase in Repairs and maintenance and Insurance and other, partially offset by a decrease in Membership sales and marketing expenses.

Property Operating Revenues

MH base rental income in our Core Portfolio for the quarter ended March 31, 2025 increased $9.6 million, or 5.5%, from the quarter ended March 31, 2024, which reflects 5.7% growth from rate increases offset by a decrease of 0.2% in occupancy.

The average monthly base rental income per Site in our Core Portfolio increased to approximately $895 for the quarter ended March 31, 2025 from approximately $847 for the quarter ended March 31, 2024.

The average occupancy for our Core Portfolio was 94.4% and 94.9% for the quarters ended March 31, 2025 and March 31, 2024, respectively.

MH base rental income in our Core Portfolio for the quarter ended June 30, 2025 increased $9.7 million, or 5.5%, from the quarter ended June 30, 2024, which reflects 5.8% growth from rate increases offset by a decrease of 0.3% in occupancy.

The average monthly base rental income per Site in our Core Portfolio increased to approximately $904 for the quarter ended June 30, 2025 from approximately $854 for the quarter ended June 30, 2024.

The average occupancy for our Core Portfolio was 94.3% and 94.9% for the quarters ended June 30, 2025 and 2024, respectively.

RV and marina base rental income is comprised of the following:

Core Portfolio Total Portfolio

Quarters Ended March 31, Quarters Ended March 31,

Quarters Ended June 30, Quarters Ended June 30,

(amounts in thousands) 2025 2024 Variance %

4 unchanged sentences

RV and marina base rental income $ 101,586 $ 100,839 $ 747 0.7 % $ 106,123 $ 103,363 $ 2,760 2.7 %

RV and marina base rental income in our Core Portfolio for the quarter ended March 31, 2025 increased $0.2 million, or 0.2%, from the quarter ended March 31, 2024, driven by an increase in Annual RV and marina base rental income.

The increase in Annual RV and marina base rental income of 4.1% was partially offset by decreases in Seasonal and Transient RV and marina base rental income of 5.3% and 9.1%, respectively, for the quarter ended March 31, 2025, compared to the quarter ended March 31, 2024, due to returning competitor supply following a period of weather-related disruption in addition to a return to normalized demand.

Utility and other income in our Core Portfolio for the quarter ended March 31, 2025 increased $1.2 million, or 3.9%, from the quarter ended March 31, 2024.

The increase was primarily due to a $0.9 million and $0.6 million increase in utility income and pass-through income, respectively, partially offset by a $0.3 million decrease in other property income.

The utility recovery rate (utility income divided by utility expenses) for 2025 and 2024 was approximately 48% and 47%, respectively.

RV and marina base rental income in our Core Portfolio for the quarter ended June 30, 2025 increased $0.7 million, or 0.7%, from the quarter ended June 30, 2024 driven by an increase in Annual RV and marina base rental income.

The increase in Annual RV and marina base rental income of 3.7% was partially offset by decreases in Seasonal and Transient RV and marina base rental income of 6.5% and 8.2%, respectively, for the quarter ended June 30, 2025 compared to the quarter ended June 30, 2024.

The decreases in Seasonal and Transient RV and marina base rental income were primarily due to returning supply following a period of weather-related disruption and a moderation in demand due in part to cooler weather and elevated levels of precipitation in the Northern and South Central United States that led to fewer transient stays.

Utility and other income in our Core Portfolio for the quarter ended June 30, 2025 increased $1.5 million, or 4.9%, from the quarter ended June 30, 2024.

The increase was primarily due to a $1.0 million and $0.4 million increase in utility income and pass-through income, respectively.

The utility recovery rate (utility income divided by utility expenses) for the quarters ended June 30, 2025 and 2024 was approximately 49% and 46%, respectively.

Property Operating Expenses

Property operating expenses, excluding property management, in our Core Portfolio for the quarter ended March 31, 2025 increased $2.1 million, or 1.5%, from the quarter ended March 31, 2024, driven by increases in Repair and maintenance expenses of $1.4 million, Insurance and other of $1.2 million and Utilities expense of $0.8 million, partially offset by a decrease in Membership sales and marketing of $1.4 million.

The increase in Repair and maintenance expenses is primarily due to higher contract repairs, lawn and common area maintenance and pool expenses.

The increase in Insurance and other is primarily due to higher insurance premiums following our property and casualty insurance renewal in the second quarter of 2024.

The increase in Utilities expense is due to an increase in water, electric and trash expenses.

Property operating expenses, excluding property management, in our Core Portfolio for the quarter ended June 30, 2025 were in line with the quarter ended June 30, 2024, driven by increases in Repairs and maintenance expenses of $2.0 million, Real estate taxes of $1.5 million, and Utilities expense of $0.2 million, partially offset by a decrease in Membership sales and marketing of $2.1 million, Insurance and other of $1.2 million, and Rental home operating and maintenance of $0.3 million.

The increase in Repairs and maintenance expenses is primarily due to higher lawn and common area maintenance expense, contract repairs and extraordinary repairs and maintenance expenses.

The increase in Real estate taxes was primarily driven by higher real estate taxes in Florida.

The increase in Utilities expense is due to increases in trash, water and electric expense.

The decrease in Membership sales and marketing expense was driven by a decrease in allowances for credit losses related to financed membership products that are no longer being offered beginning in the first quarter of 2025.

The decrease in Insurance and other expenses was primarily driven by a decrease in administrative, insurance and rental home expense.

Management’s Discussion and Analysis (continued)

1 unchanged sentence

The following table summarizes certain financial and statistical data for our Home Sales and Other Operations:

Quarters Ended March 31,

Quarters Ended June 30,

(amounts in thousands, except home sales volumes) 2025 2024 Variance %

10 unchanged sentences

Brokered home resales 126 152 (26) (17.1) %

Gross revenues from new home sales decreased $8.3 million and Cost of new home sales decreased $6.8 million during the quarter ended March 31, 2025, compared to the quarter ended March 31, 2024, driven by the Florida and Arizona markets primarily due to the stabilization of occupancy at certain properties which resulted in fewer homes being available for sale this quarter as compared to March 31, 2024, disruption due to Hurricanes Milton and Helene and a decrease in home sales in Arizona as compared to the first quarter of 2024.

Gross revenues from new home sales decreased $13.3 million and Cost of new home sales decreased $10.7 million during the quarter ended June 30, 2025 compared to the quarter ended June 30, 2024 as a result of a moderation in demand, primarily in the Florida market, resulting in fewer homes being sold, and a change in overall sales mix, resulting in a higher volume of lower priced homes being sold, during the quarter ended June 30, 2025 as compared to the quarter ended June 30, 2024.

Rental Operations

The following table summarizes certain financial and statistical data for our MH Rental Operations:

Quarters Ended March 31,

Quarters Ended June 30,

(amounts in thousands, except rental unit volumes)

13 unchanged sentences

(1) Consists of Site rental income and home rental income.

Approximately $5.0 million and $5.6 million for the quarters ended March 31, 2025 and March 31, 2024, respectively, of Site rental income is included in MH base rental income in the Core Portfolio Income from Property Operations table.

Approximately $5.2 million for the quarters ended June 30, 2025 and 2024 of Site rental income is included in MH base rental income in the Core Portfolio Income from Property Operations table.

The remainder of home rental income is included in Rental home income in our Core Portfolio Income from Property Operations table.

(2) Presented in Depreciation and amortization in the Consolidated Statements of Income and Comprehensive Income.

Rental operations revenues were $0.7 million, or 7.3%, lower during the quarter ended March 31, 2025, compared to the quarter ended March 31, 2024, primarily due to a decrease in the number of occupied rentals.

Rental operations revenues were $0.2 million, or 1.8%, higher during the quarter ended June 30, 2025 compared to the quarter ended June 30, 2024 primarily due to increases in rate.

Management’s Discussion and Analysis (continued)

1 unchanged sentence

The following table summarizes Other income and expenses, net:

Quarters Ended March 31,

Quarters Ended June 30,

(amounts in thousands, expenses shown as negative)

5 unchanged sentences

Other expenses 59 (1,387) 1,446 104.3 %

Interest and related amortization (32,200) (36,037) 3,837 10.6 %

Total other income and expenses, net $ (90,959) $ (92,703) $ 1,744 1.9 %

Total Other income and expenses, net decreased $1.7 million for the quarter ended June 30, 2025 compared to the quarter ended June 30, 2024 primarily due to lower Interest and related amortization and Other expenses, partially offset by higher General and administrative expense and Depreciation and amortization.

Casualty-related charges/(recoveries), net

During the quarters ended June 30, 2025 and 2024, we recognized expenses of approximately $0.3 million and $0.7 million, respectively, related to debris removal and cleanup costs from hurricane events, with insurance recovery revenue accruals of approximately $0.2 million and $0.7 million related to the expenses incurred during the same periods.

During the quarters ended June 30, 2025 and 2024, we also recognized excess insurance recovery revenue of approximately $0.6 million and $6.2 million, respectively, for reimbursement of capital expenditures related to Hurricane Ian.

The debris and cleanup costs and offsetting recovery accrual and reimbursement of capital expenditures are reflected in Casualty-related charges/(recoveries), net on the Consolidated Statements of Income and Comprehensive Income.

Equity in income of unconsolidated joint ventures

Equity in income of unconsolidated joint ventures was $0.6 million lower during the quarter ended June 30, 2025 compared to the quarter ended June 30, 2024 primarily due to lower joint venture income and higher depreciation on joint ventures.

Management’s Discussion and Analysis (continued)

Comparison of the Six Months Ended June 30, 2025 to the Six Months Ended June 30, 2024

Income from Property Operations

The following table summarizes certain financial and statistical data for the Core Portfolio and the total portfolio for the six months ended June 30, 2025 and 2024:

Core Portfolio Total Portfolio

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

(amounts in thousands) 2025 2024 Variance %

Change 2025 2024 Variance %

MH base rental income (1)

$ 370,717 $ 351,468 $ 19,249 5.5 % $ 371,086 $ 351,807 $ 19,279 5.5 %

Rental home income (1)

6,911 6,879 32 0.5 % 6,933 6,903 30 0.4 %

RV and marina base rental income (1)

217,697 216,734 963 0.4 % 227,688 223,530 4,158 1.9 %

Annual membership subscriptions 32,916 32,550 366 1.1 % 33,244 32,584 660 2.0 %

Membership upgrade revenue (2)(3)

6,105 7,986 (1,881) (23.6) % 6,172 7,997 (1,825) (22.8) %

Utility and other income (1)

65,287 62,549 2,738 4.4 % 69,977 69,458 519 0.7 %

Property operating revenues 699,633 678,166 21,467 3.2 % 715,100 692,279 22,821 3.3 %

Utilities expense 77,625 76,708 917 1.2 % 79,451 77,798 1,653 2.1 %

Payroll 58,409 58,682 (273) (0.5) % 60,086 59,808 278 0.5 %

Repairs & maintenance 50,856 47,500 3,356 7.1 % 52,384 48,541 3,843 7.9 %

Insurance and other (1)(4)

52,593 52,596 (3) — % 55,202 54,366 836 1.5 %

Real estate taxes 42,250 40,180 2,070 5.2 % 43,488 40,886 2,602 6.4 %

Rental home operating and maintenance 2,446 2,927 (481) (16.4) % 2,451 2,941 (490) (16.7) %

Membership sales and marketing (5)

7,916 11,404 (3,488) (30.6) % 7,993 11,423 (3,430) (30.0) %

Property operating expenses, excluding property management 292,095 289,997 2,098 0.7 % 301,055 295,763 5,292 1.8 %

Income from property operations, excluding property management (6)

407,538 388,169 19,369 5.0 % 414,045 396,516 17,529 4.4 %

Property management 41,153 39,147 2,006 5.1 % 41,153 39,146 2,007 5.1 %

Income from property operations (6)

$ 366,385 $ 349,022 $ 17,363 5.0 % $ 372,892 $ 357,370 $ 15,522 4.3 %

__________________________

(1) Rental income consists of the following total portfolio income items:

1) MH base rental income, 2) Rental home income, 3) RV and marina base rental income and 4) Utility income, which is calculated by subtracting Other income on the Consolidated Statements of Income and Comprehensive Income from Utility and other income in this table.

(2) Beginning in the first quarter of 2025, membership upgrade product offerings include two- to four-year term subscription products, which are recognized in Annual membership subscriptions.

(3) Membership upgrade revenue is net of deferrals of $4.0 million and $8.3 million for the six months ended June 30, 2025 and 2024, respectively.

(4) Includes bad debt expense for all periods presented.

(5) Membership sales and marketing expense is net of sales commission deferrals of $1.1 million and $1.3 million the six months ended June 30, 2025 and 2024, respectively.

(6) See Part I.

Management’s Discussion and Analysis—Non-GAAP Financial Measures for definitions and reconciliation of these Non-GAAP measures to Net Income available for Common Shareholders.

Total Portfolio Income from property operations for the six months ended June 30, 2025 increased $15.5 million, or 4.3%, from the same period in 2024 driven by an increase of $17.4 million, or 5.0%, from our Core Portfolio, offset by a decrease of $1.9 million from our Non-Core Portfolio.

The increase in Income from property operations from our Core Portfolio was primarily due to higher Property operating revenues, primarily in MH base rental income and Utility and other income, partially offset by an increase in Repairs and maintenance and Real estate taxes.

Property Operating Revenues

MH base rental income in our Core Portfolio for the six months ended June 30, 2025 increased $19.2 million, or 5.5%, from the same period in 2024, which reflects 5.7% growth from rate increases and a decline in occupancy of 0.2%.

The average monthly base rental income per Site in our Core Portfolio increased to approximately $899 for the six months ended June 30, 2025 from approximately $851 for the six months ended June 30, 2024.

The average occupancy for the Core Portfolio was 94.4% and 94.9% for the six months ended June 30, 2025 and 2024, respectively.

Management’s Discussion and Analysis (continued)

RV and marina base rental income is comprised of the following:

Core Portfolio Total Portfolio

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

(amounts in thousands)

2025 2024 Variance %

Change 2025 2024 Variance %

Annual $ 153,673 $ 147,890 $ 5,783 3.9 % $ 158,176 $ 152,048 $ 6,128 4.0 %

Seasonal 33,992 35,998 (2,006) (5.6) % 36,328 37,510 (1,182) (3.2) %

Transient 30,032 32,846 (2,814) (8.6) % 33,184 33,972 (788) (2.3) %

RV and marina base rental income $ 217,697 $ 216,734 $ 963 0.4 % $ 227,688 $ 223,530 $ 4,158 1.9 %

RV and marina base rental income in our Core Portfolio for the six months ended June 30, 2025 increased $1.0 million, or 0.4%, from the same period in 2024 due to an increase in Annual RV and marina base rental income of 3.9%, partially offset by decreases in Seasonal and Transient RV and marina base rental income of 5.6% and 8.6%, respectively, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024.

The decreases in Seasonal and Transient RV and marina base rental income were primarily driven by returning competitor supply following a period of weather-related disruption, a return to normalized demand and cooler weather and elevated levels of precipitation in the Northern and South Central United States that contributed to fewer stays in the second quarter.

Utility and other income in our Core Portfolio for the six months ended June 30, 2025 increased $2.7 million, or 4.4%, from the same period in 2024.

The increase was primarily due to an increase in utility income and pass-through income of $1.8 million and $1.0 million, respectively.

The utility recovery rate (utility income divided by utility expenses) for the six months ended June 30, 2025 and 2024 was approximately 48% and 46%, respectively.

Property Operating Expenses

Property operating expenses, excluding property management, in our Core Portfolio for the six months ended June 30, 2025 increased $2.1 million, or 0.7%, from the same period in 2024 driven by increases in Repairs and maintenance expenses, Real estate taxes, and Utilities expense of $3.4 million, $2.1 million, and $0.9 million, respectively, partially offset by decreases in Membership sales and marketing expenses, Rental home operating and maintenance, and Payroll of $3.5 million, $0.5 million, and $0.3 million, respectively.

The increase in Repairs and maintenance expenses was primarily driven by increases in lawn and common area maintenance expenses, contract repairs and extraordinary repairs and maintenance expenses, partially offset by a decrease in maintenance and housekeeping supplies.

The increase in Real estate taxes was primarily due to an increase in real estate taxes in our Florida portfolio.

The increase in Utilities expense was due to increases in water, trash and electric expense, partially offset by a decrease in cable and sewer expense.

The decrease in Membership sales and marketing expense was primarily driven by a decrease in allowances for credit losses related to financed membership products that beginning in the first quarter of 2025 are no longer being offered.

The decrease in Rental home operating and maintenance expense was primarily driven by a decrease in rental home repairs and maintenance expenses.

The decrease in Payroll expenses was primarily driven by reduced temporary labor and overtime costs.

Home Sales and Other

The following table summarizes certain financial and statistical data for Home Sales and Other Operations:

Management’s Discussion and Analysis (continued)

Six Months Ended June 30,

(amounts in thousands, except home sales volumes)

2025 2024 Variance %

Gross revenues from new home sales $ 18,873 $ 40,406 $ (21,533) (53.3) %

Cost of new home sales 17,490 35,048 (17,558) (50.1) %

Gross revenues from used home sales 1,535 2,078 (543) (26.1) %

Cost of used home sales 1,762 1,644 118 7.2 %

Gross revenue from brokered resales and ancillary services 23,313 25,134 (1,821) (7.2) %

Cost of brokered resales and ancillary services 10,916 12,925 (2,009) (15.5) %

Home selling and ancillary operating expenses 13,156 13,619 (463) (3.4) %

Home sales volumes

New home sales 234 446 (212) (47.5) %

Used home sales 142 113 29 25.7 %

Brokered home resales 224 261 (37) (14.2) %

Gross revenues from new home sales decreased $21.5 million and Cost of new home sales decreased $17.6 million during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 driven by a moderation in demand, primarily in the Florida and Arizona markets, which resulted in fewer homes being sold during the six months ended June 30, 2025, a change in overall sales mix, resulting in a higher volume of lower priced homes being sold, and disruption due to Hurricanes Milton and Helene.

Rental Operations

The following table summarizes certain financial and statistical data for MH Rental Operations:

Six Months Ended June 30,

(amounts in thousands, except rental unit volumes)

2025 2024 Variance %

Rental operations revenue (1)

$ 17,143 $ 17,655 $ (512) (2.9) %

Rental home operating and maintenance expenses 2,446 2,926 (480) (16.4) %

Depreciation on rental homes (2)

5,123 5,060 63 1.2 %

Gross investment in new manufactured home rental units $ 227,739 $ 227,569 $ 170 0.1 %

Gross investment in used manufactured home rental units $ 10,010 $ 11,521 $ (1,511) (13.1) %

Net investment in new manufactured home rental units $ 188,686 $ 187,382 $ 1,304 0.7 %

Net investment in used manufactured home rental units $ 6,513 $ 7,124 $ (611) (8.6) %

Number of occupied rentals – new, end of period 1,816 1,790 26 1.5 %

Number of occupied rentals – used, end of period 189 226 (37) (16.4) %

______________________

(1) Consists of Site rental income and home rental income in our Core Portfolio.

Approximately $10.2 million and $10.8 million of Site rental income for the six months ended June 30, 2025 and 2024, respectively, are included in MH base rental income within the Core Portfolio Income from Property Operations table.

The remainder of home rental income is included in Rental home income within the Core Portfolio Income from Property Operations table.

(2) Presented in Depreciation and amortization in the Consolidated Statements of Income and Comprehensive Income.

Rental operations revenues were $0.5 million, or 2.9%, lower during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 primarily due to a net decrease in the number of occupied rentals.

Management’s Discussion and Analysis (continued)

Miscellaneous Other Income and Expenses

The following table summarizes Other income and expenses, net:

Six Months Ended June 30,

(amounts in thousands, expenses shown as negative)

2025 2024 Variance %

Depreciation and amortization $ (103,591) $ (102,452) $ (1,139) (1.1) %

Interest income 4,440 4,588 (148) (3.2) %

Income from other investments, net 4,102 4,668 (566) (12.1) %

General and administrative (19,694) (20,974) 1,280 6.1 %

Other expenses (1)

(1,819) (2,479) 660 26.6 %

Interest and related amortization (63,336) (69,580) 6,244 9.0 %

2 unchanged sentences

(1) Prior period amounts have been reclassified to conform to the current period presentation.

Total other income and expenses, net decreased $4.6 million for the quarter ended March 31, 2025, compared to the quarter ended March 31, 2024, primarily due to lower General and administrative expenses and Interest and related amortization as a result of debt repayment.

Total Other income and expenses, net decreased $6.3 million during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 primarily due to lower Interest and related amortization and General and administrative expenses, partially offset by higher Depreciation and amortization.

Casualty-related charges/(recoveries), net

During the quarters ended March 31, 2025 and March 31, 2024, we recognized expenses of approximately $0.8 million and $0.5 million, respectively, related to debris removal and cleanup costs related to Hurricane Ian, Hurricane Helene, and Hurricane Milton.

We recognized an offsetting insurance recovery revenue accrual of approximately $0.6 million and $0.5 million during the quarters ended March 31, 2025 and March 31, 2024, respectively, for Hurricane Milton and Hurricane Ian.

During the quarter ended March 31, 2024, we also recognized excess insurance recovery revenue of approximately $14.8 million for reimbursement of capital expenditures related to Hurricane Ian.

During the six months ended June 30, 2025 and 2024, we recognized expenses of approximately $1.1 million and $1.2 million, respectively, related to debris removal and cleanup costs from hurricane events, with insurance recovery revenue accruals of $0.8 million and $1.2 million related to the expenses incurred during the same periods.

During the six months ended June 30, 2025 and 2024, we also recognized insurance recovery revenue in excess of expenses for Hurricane Ian of $0.6 million and $21.0 million, respectively, within Casualty-related charges/(recoveries), net.

Equity in income of unconsolidated joint ventures

Equity in income of unconsolidated joint ventures was $4.6 million higher during the quarter ended March 31, 2025, compared to the quarter ended March 31, 2024, primarily due to a distribution from an unconsolidated joint venture that refinanced a secured loan and distributed proceeds, of which $6.2 million exceeded our basis in the joint venture.

Equity in income of unconsolidated joint ventures was $4.0 million higher during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 primarily due to a distribution from an unconsolidated joint venture that refinanced a secured loan and distributed proceeds, of which $6.2 million exceeded our basis in the joint venture.

Management’s Discussion and Analysis (continued)

Liquidity and Capital Resources

9 unchanged sentences

On November 1, 2024, we entered into a new 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.

As of March 31, 2025, the full capacity of our ATM equity offering program remained available for issuance.

Management's Discussion and Analysis (continued)

As of March 31, 2025, we had available liquidity in the form of approximately 408.9 million shares of authorized and unissued common stock, par value $0.01 per share, and 10.0 million shares of authorized and unissued preferred stock registered for sale under the Securities Act of 1933, as amended.

As of June 30, 2025, the full capacity of our ATM equity offering program remained available for issuance.

As of June 30, 2025, we had available liquidity in the form of approximately 408.8 million shares of authorized and unissued common stock, par value $0.01 per share, and 10.0 million shares of authorized and unissued preferred stock registered for sale under the Securities Act of 1933, as amended.

We also utilize interest rate swaps to add stability to our interest expense and to manage our exposure to interest rate movements.

5 unchanged sentences

We expect to meet our short-term liquidity requirements, including principal payments, capital improvements and dividend distributions for the next twelve months, generally through available cash, net cash provided by operating activities, issuances of equity under our ATM equity offering program and our LOC.

As of March 31, 2025, our LOC had a borrowing capacity of $436.9 million.

As of June 30, 2025, our LOC had a borrowing capacity of $409.9 million.

We expect to meet certain long-term liquidity requirements, such as scheduled debt maturities, property acquisitions and capital improvements, using long-term collateralized and uncollateralized borrowings including the existing LOC and the issuance of debt securities or the issuance of equity including under our ATM equity offering program.

The following table summarizes our cash flows activity:

For the quarters ended March 31,

For the six months ended June 30,

(amounts in thousands) 2025 2024

4 unchanged sentences

Operating Activities

Net cash provided by operating activities decreased $5.4 million to $193.4 million for the quarter ended March 31, 2025 from $198.7 million for the quarter ended March 31, 2024.

The decrease in net cash provided by operating activities was primarily due to increases in cash outflows related to accounts payable and other liabilities and Manufactured homes, net, partially offset by an increase in insurance proceeds.

Net cash provided by operating activities decreased $17.2 million to $324.7 million for the six months ended June 30, 2025 from $341.9 million for the six months ended June 30, 2024.

The decrease in net cash provided by operating activities was primarily due to increases in cash outflows related to manufactured homes, net and accounts payable and other liabilities, partially offset by an increase in business insurance proceeds.

Management’s Discussion and Analysis (continued)

The following table summarizes our purchase and sale activity of manufactured homes:

For the quarters ended March 31,

For the six months ended June 30,

(amounts in thousands)

3 unchanged sentences

Investing Activities

Net cash used in investing activities decreased $9.0 million to $42.3 million for the quarter ended March 31, 2025 from $51.3 million for the quarter ended March 31, 2024.

The decrease was primarily due to a decrease in capital expenditures of $9.5 million.

Management's Discussion and Analysis (continued)

Net cash used in investing activities increased $52.3 million to $156.9 million for the six months ended June 30, 2025 from $104.6 million for the six months ended June 30, 2024.

The increase was primarily driven by the $56.1 million term loan to RVC.

Capital Improvements

The following table summarizes capital improvements:

For the quarters ended March 31,

For the six months ended June 30,

(amounts in thousands) 2025 2024

2 unchanged sentences

Improvements and renovations (2)

16,336 15,173

Property upgrades and development (3)

7 unchanged sentences

(2) Includes enhancements to amenities such as buildings, common areas, swimming pools and replacement of furniture and site amenities.

(3) Includes $7.4 million and $5.6 million of restoration and improvement capital expenditures related to hurricane activity for the quarters ended March 31, 2025 and March 31, 2024, respectively.

(3) Includes $13.9 million and $10.4 million of restoration and improvement capital expenditures related to hurricane activity for the six months ended June 30, 2025 and 2024, respectively.

(4) Includes capital expenditures to improve the infrastructure required to set manufactured homes.

Financing Activities

Net cash used in financing activities decreased $1.9 million to $128.2 million for the quarter ended March 31, 2025 from $130.1 million for the quarter ended March 31, 2024.

Net cash used in financing activities decreased $72.2 million to $159.4 million for the six months ended June 30, 2025 from $231.6 million for the six months ended June 30, 2024.

The decrease was primarily due to lower net debt repayments of $92.5 million, partially offset by increases in distributions to common stock and OP unit holders of $17.8 million.

4 unchanged sentences

Off-Balance Sheet Arrangements

As of March 31, 2025, we have no off-balance sheet arrangements.

As of June 30, 2025, we have no off-balance sheet arrangements.

Critical Accounting Policies and Estimates

1 unchanged sentence

Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2024 Form 10-K for a discussion of our critical accounting policies.

There have been no significant changes to our critical accounting policies and estimates during the quarter ended March 31, 2025.

There have been no significant changes to our critical accounting policies and estimates during the quarter ended June 30, 2025.

Management’s Discussion and Analysis (continued)

Forward-Looking Statements

7 unchanged sentences

• our ability to manage counterparty risk;

Management's Discussion and Analysis (continued)

• our ability to renew our insurance policies at existing rates and on consistent terms;

26 unchanged sentences

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis