What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-02-23 compared with 2022-02-25 · 316 added, 381 removed, 2037 unchanged (25% of the section changed)

37 unchanged sentences

Consolidated Balance Sheets:

As of December 31, 2021 and 2020 F- 6

As of December 31, 2022 and 2021

Consolidated Statements of Income:

Years ended December 31, 2021, 2020, and 2019 F- 7

Years ended December 31, 2022, 2021, and 2020

Consolidated Statements of Comprehensive Income:

Years ended December 31, 2021, 2020, and 2019 F- 8

Years ended December 31, 2022, 2021, and 2020

Consolidated Statements of Equity:

Years ended December 31, 2021, 2020, and 2019 F- 9

Years ended December 31, 2022, 2021, and 2020

Consolidated Statements of Cash Flows:

Years ended December 31, 2021, 2020, and 2019 F- 11

Years ended December 31, 2022, 2021, and 2020

Notes to Consolidated Financial Statements F- 20

2 unchanged sentences

Consolidated Balance Sheets:

As of December 31, 2021 and 2020 F- 13

As of December 31, 2022 and 2021

Consolidated Statements of Income:

Years ended December 31, 2021, 2020, and 2019 F- 14

Years ended December 31, 2022, 2021, and 2020

Consolidated Statements of Comprehensive Income:

Years ended December 31, 2021, 2020, and 2019 F- 15

Years ended December 31, 2022, 2021, and 2020

Consolidated Statements of Capital:

Years ended December 31, 2021, 2020, and 2019 F- 16

Years ended December 31, 2022, 2021, and 2020

Consolidated Statements of Cash Flows:

Years ended December 31, 2021, 2020, and 2019 F- 18

Years ended December 31, 2022, 2021, and 2020

Notes to Consolidated Financial Statements F- 20

(3) Financial Statement Schedule – Schedule III – Real Estate and Accumulated Depreciation as of December 31, 2021 F- 58

(3) Financial Statement Schedule – Schedule III – Real Estate and Accumulated Depreciation as of December 31, 2022

(4) See the Exhibit Index immediately preceding the signature page and certifications for a list of exhibits filed or incorporated by reference as part of this report.

5 unchanged sentences

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Essex Property Trust, Inc.

and subsidiaries (the Company) as of December 31, 2021 and 2020, the related consolidated statements of income, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2021, and the related notes and financial statement schedule III (collectively, the consolidated financial statements).

We have audited the accompanying consolidated balance sheets of Essex Property Trust, Inc and subsidiaries (the Company) as of December 31, 2022 and 2021, the related consolidated statements of income, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2022, and the related notes and financial statement schedule III (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2022, in conformity with U.S.

17 unchanged sentences

Evaluation of events or changes in circumstances that indicate rental properties may be impaired

As discussed in Note 2 to the consolidated financial statements, the Company evaluates the carrying amount of rental properties for impairment whenever events or changes in circumstances indicate that the carrying amount of a rental property may not be fully recoverable.

The Company had $10.8 billion in rental properties as of December 31, 2022.

We identified the evaluation of events or changes in circumstances that indicate rental properties may be impaired as a critical audit matter.

Specifically, a high degree of subjective and complex auditor judgment was required to evaluate the intent regarding the expected period the Company will receive cash flows from the rental property.

Changes to shorten the expected period the Company will receive cash flows from the rental property could indicate a potential impairment.

Specifically, subjective auditor judgment was required to evaluate the length of the period the Company expects to receive cash flows from the rental property.

Changes to shorten the period the Company expects to receive cash flows from the rental property could indicate a potential impairment.

The following are the primary procedures we performed to address this critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s process to evaluate events or

changes in circumstances that would indicate rental properties may be impaired.

This included controls over the process for determining the expected period the Company will receive cash flows from the rental property.

We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s process to evaluate events or changes in circumstances that would indicate rental properties may be impaired.

This included controls over the process for determining the length of the period the Company expects to receive cash flows from the rental property.

We evaluated the Company’s assessment by (1) inquiring with the Company about events or changes in circumstances considered by the Company, (2) considering certain factors related to the current economic environment, and (3) reading board of director’s minutes and external communications with investors and analysts.

56 unchanged sentences

Evaluation of events or changes in circumstances that indicate rental properties may be impaired

As discussed in Note 2 to the consolidated financial statements, the Operating Partnership evaluates the carrying amount of rental properties for impairment whenever events or changes in circumstances indicate that the carrying amount of a rental property may not be fully recoverable.

The Operating Partnership had $10.8 billion in rental properties as of December 31, 2022.

We identified the evaluation of events or changes in circumstances that indicate rental properties may be impaired as a critical audit matter.

Specifically, a high degree of subjective and complex auditor judgment was required to evaluate the intent regarding the expected period the Operating Partnership will receive cash flows from the rental property.

Changes to shorten the expected period the Operating Partnership will receive cash flows from the rental property could indicate a potential impairment.

Specifically, subjective auditor judgment was required to evaluate the length of the period the Operating Partnership expects to receive cash flows from the rental property.

Changes to shorten the period the Operating Partnership expects to receive cash flows from the rental property could indicate a potential impairment.

The following are the primary procedures we performed to address this critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal controls over the Operating Partnership’s process to evaluate

events or changes in circumstances that would indicate rental properties may be impaired.

This included controls over the process for determining the expected period the Operating Partnership will receive cash flows from the rental property.

We evaluated the design and tested the operating effectiveness of certain internal controls over the Operating Partnership’s process to evaluate events or changes in circumstances that would indicate rental properties may be impaired.

This included controls over the process for determining the length of the period the Operating Partnership expects to receive cash flows from the rental property.

We evaluated the Operating Partnership’s assessment by (1) inquiring with the Operating Partnership about events or changes in circumstances considered by the Operating Partnership, (2) considering certain factors related to the current economic environment, and (3) reading board of director’s minutes and external communications with investors and analysts.

15 unchanged sentences

Co-investments 1,127,491 1,177,802

Real estate held for sale — 57,938

11,966,442 12,272,437

3 unchanged sentences

112,743 191,829

Notes and other receivables, net of allowance for credit losses of $ 0.8 million as of both December 31, 2021 and December 31, 2020 (includes related party receivables of $ 176.9 million and $ 4.7 million as of December 31, 2021 and December 31, 2020, respectively)

Notes and other receivables, net of allowance for credit losses of $ 0.3 million and $ 0.8 million as of December 31, 2022 and December 31, 2021 (includes related party receivables of $ 7.0 million and $ 176.9 million as of December 31, 2022 and December 31, 2021, respectively)

103,045 341,033

9 unchanged sentences

Dividends payable 149,166 143,213

Operating lease liabilities 70,675 74,037

Liabilities associated with real estate held for sale — 29,845

Distributions in excess of investments in co-investments 42,532 35,545

Operating lease liabilities 68,696 70,675

Other liabilities 43,441 39,969

7 unchanged sentences

Distributions in excess of accumulated earnings ( 1,080,176 ) ( 916,833 )

Accumulated other comprehensive loss, net ( 5,552 ) ( 14,729 )

Accumulated other comprehensive income (loss), net 46,466 ( 5,552 )

Total stockholders' equity 5,716,372 5,993,603

20 unchanged sentences

1,106,001 1,053,554 1,069,274

Gain (loss) on sale of real estate and land 142,993 64,967 ( 3,164 )

Gain on sale of real estate and land 94,416 142,993 64,967

Earnings from operations 595,229 529,995 491,441

1 unchanged sentence

Total return swap income 7,907 10,774 10,733

Interest and other income 98,744 40,999 46,298

Interest and other (loss) income ( 19,040 ) 98,744 40,999

Equity income from co-investments 26,030 111,721 66,512

Deferred tax expense on unrealized gain on unconsolidated co-investment ( 15,668 ) ( 1,531 ) ( 1,457 )

(Loss) gain on early retirement of debt, net ( 19,010 ) ( 22,883 ) 3,717

Deferred tax benefit (expense) on unconsolidated co-investments 10,236 ( 15,668 ) ( 1,531 )

Loss on early retirement of debt, net ( 2 ) ( 19,010 ) ( 22,883 )

Gain on remeasurement of co-investment 17,423 2,260 234,694

34 unchanged sentences

comprehensive

loss, net Noncontrolling

income (loss), net Noncontrolling

interest Total

2 unchanged sentences

Net income — — — 568,870 — 30,462 599,332

Reversal of unrealized gains upon the sale of marketable debt securities — — — — ( 31 ) ( 1 ) ( 32 )

Cash flow hedge losses reclassified to earnings — — — — 3,225 113 3,338

16 unchanged sentences

Net income 488,554 27,137 515,691

Cash flow hedge losses reclassified to earnings — — — — 3,225 113 3,338

Change in fair value of derivatives and amortization of swap settlements — — — — 8,859 311 9,170

5 unchanged sentences

Retirement of common stock, net ( 40 ) — ( 9,172 ) — — — ( 9,172 )

Cumulative effect upon adoption of ASU No.

2016-13 — — — ( 190 ) — — ( 190 )

Changes in the redemption value of redeemable noncontrolling interest — — ( 7,489 ) — — 599 ( 6,890 )

Changes in noncontrolling interest from acquisition — — — — — 1,349 1,349

Contributions from noncontrolling interest — — — — — 1,900 1,900

Distributions to noncontrolling interest — — — — — ( 29,341 ) ( 29,341 )

4 unchanged sentences

Net income — — — 408,315 — 24,670 432,985

Reversal of unrealized gains upon the sale of marketable debt securities — — — — ( 557 ) ( 20 ) ( 577 )

Change in fair value of derivatives and amortization of swap settlements — — — — 52,351 1,807 54,158

29 unchanged sentences

Provision for credit losses 381 141 687

Unrealized gains on equity securities recognized through income ( 33,104 ) ( 12,515 ) ( 5,710 )

Unrealized losses (gains) on equity securities recognized through income 57,983 ( 33,104 ) ( 12,515 )

Company's share of gain on the sales of co-investments — — ( 2,225 )

3 unchanged sentences

Impairment loss — — 1,825

(Gain) loss on the sale of real estate and land ( 142,993 ) ( 64,967 ) 3,164

Gain on the sale of real estate and land ( 94,416 ) ( 142,993 ) ( 64,967 )

Equity-based compensation 7,206 7,308 8,157

Loss (gain) on early retirement of debt, net 19,010 22,883 ( 3,717 )

Loss on early retirement of debt, net 2 19,010 22,883

Gain on remeasurement of co-investment ( 17,423 ) ( 2,260 ) ( 234,694 )

19 unchanged sentences

Non-operating distributions from co-investments 175,624 154,120 71,946

Net cash used in investing activities ( 397,397 ) ( 416,900 ) ( 527,691 )

Net cash provided by (used in) investing activities 145,958 ( 397,397 ) ( 416,900 )

Cash flows from financing activities:

24 unchanged sentences

Supplemental disclosure of noncash investing and financing activities:

Issuance of DownREIT units in connection with acquisition of real estate $ — $ — $ 65,472

Transfers between real estate under development and rental properties, net $ 100,737 $ 328,393 $ 253,039

Transfer from real estate under development to co-investments $ 2,276 $ 3,068 $ 1,739

Reclassifications to (from) redeemable noncontrolling interest from additional paid in capital and noncontrolling interest $ 6,890 $ ( 4,299 ) $ 2,008

Initial recognition of operating lease right-of-use assets $ — $ — $ 77,645

Initial recognition of operating lease liabilities $ — $ — $ 79,693

Reclassifications (from) to redeemable noncontrolling interest from additional paid in capital and noncontrolling interest $ ( 7,038 ) $ 6,890 $ ( 4,299 )

Debt assumed in connection with acquisition $ 21,303 $ — $ —

13 unchanged sentences

Co-investments 1,127,491 1,177,802

Real estate held for sale — 57,938

11,966,442 12,272,437

3 unchanged sentences

112,743 191,829

103,045 341,033

9 unchanged sentences

Distributions payable 149,166 143,213

Operating lease liabilities 70,675 74,037

Liabilities associated with real estate held for sale — 29,845

Distributions in excess of investments in co-investments 42,532 35,545

Operating lease liabilities 68,696 70,675

Other liabilities 43,441 39,969

9 unchanged sentences

51,454 56,502

Accumulated other comprehensive loss ( 1,804 ) ( 11,303 )

Accumulated other comprehensive income (loss) 52,010 ( 1,804 )

Total partners' capital 5,773,370 6,053,853

20 unchanged sentences

1,106,001 1,053,554 1,069,274

Gain (loss) on sale of real estate and land 142,993 64,967 ( 3,164 )

Gain on sale of real estate and land 94,416 142,993 64,967

Earnings from operations 595,229 529,995 491,441

1 unchanged sentence

Total return swap income 7,907 10,774 10,733

Interest and other income 98,744 40,999 46,298

Interest and other (loss) income ( 19,040 ) 98,744 40,999

Equity income from co-investments 26,030 111,721 66,512

Deferred tax expense on unrealized gain on unconsolidated co-investment ( 15,668 ) ( 1,531 ) ( 1,457 )

(Loss) gain on early retirement of debt, net ( 19,010 ) ( 22,883 ) 3,717

Deferred tax benefit (expense) on unconsolidated co-investments 10,236 ( 15,668 ) ( 1,531 )

Loss on early retirement of debt, net ( 2 ) ( 19,010 ) ( 22,883 )

Gain on remeasurement of co-investment 17,423 2,260 234,694

31 unchanged sentences

comprehensive

income (loss), net

General Partner Limited Partners Noncontrolling

4 unchanged sentences

Net income — 568,870 — 19,912 — 10,550 599,332

Reversal of unrealized gains upon the sale of marketable debt securities — — — — ( 32 ) — ( 32 )

Cash flow hedge losses reclassified to earnings — — — — 3,338 — 3,338

16 unchanged sentences

Net income — 488,554 — 17,191 $ — 9,946 515,691

Cash flow hedge losses reclassified to earnings — — — — 3,338 — 3,338

Change in fair value of derivatives and amortization of swap settlements — — — — 9,170 — 9,170

5 unchanged sentences

Retirement of common units, net ( 40 ) ( 9,172 ) — — — — ( 9,172 )

Cumulative effect upon adoption of ASU No.

2016-13 — ( 190 ) — — — — ( 190 )

Changes in the redemption value of redeemable noncontrolling interest — ( 7,489 ) — 152 — 447 ( 6,890 )

Changes in noncontrolling interest from acquisition — — — — — 1,349 1,349

Contributions from noncontrolling interest — — — — — 1,900 1,900

Distributions to noncontrolling interest — — — — — ( 10,215 ) ( 10,215 )

4 unchanged sentences

Net income — 408,315 — 14,297 — 10,373 432,985

Reversal of unrealized gains upon the sale of marketable

debt securities — — — — ( 577 ) — ( 577 )

Change in fair value of derivatives and amortization of swap settlements — — — — 54,158 — 54,158

Change in fair value of marketable debt securities, net — — — — 233 — 233

Issuance of common units under:

Issuance of common stock under:

General partner's stock based compensation, net 89 17,309 — — — — 17,309

2 unchanged sentences

Retirement of common units, net ( 740 ) ( 189,726 ) — — — — ( 189,726 )

Changes in the redemption value of redeemable noncontrolling interest — ( 7,489 ) — 152 — 447 ( 6,890 )

Changes in redemption value of redeemable noncontrolling interest — 6,230 — 386 — 422 7,038

Contributions from noncontrolling interest — — — — — 125 125

51 unchanged sentences

Non-operating distributions from co-investments 175,624 154,120 71,946

Net cash used in investing activities ( 397,397 ) ( 416,900 ) ( 527,691 )

Net cash provided by (used in) investing activities 145,958 ( 397,397 ) ( 416,900 )

Cash flows from financing activities:

24 unchanged sentences

Supplemental disclosure of noncash investing and financing activities:

Issuance of DownREIT units in connection with acquisition of real estate $ — $ — $ 65,472

Transfers between real estate under development and rental properties, net $ 100,737 $ 328,393 $ 253,039

Transfer from real estate under development to co-investments $ 2,276 $ 3,068 $ 1,739

Reclassifications to (from) redeemable noncontrolling interest from general and limited partner capital and noncontrolling interest $ 6,890 $ ( 4,299 ) $ 2,008

Initial recognition of operating lease right-of-use assets $ — $ — $ 77,645

Initial recognition of operating lease liabilities $ — $ — $ 79,693

Reclassifications (from) to redeemable noncontrolling interest from general and limited partner capital and noncontrolling interest $ ( 7,038 ) $ 6,890 $ ( 4,299 )

Debt assumed in connection with acquisition $ 21,303 $ — $ —

15 unchanged sentences

The Company has reserved shares of common stock for such conversions.

As of December 31, 2021, the Company owned or had ownership interests in 252 operating apartment communities, comprising 61,911 apartment homes, excluding the Company's ownership interests in preferred interest co-investments, loan investments, three operating commercial building, and a development pipeline comprised of one consolidated project and one unconsolidated joint venture project.

As of December 31, 2022, the Company owned or had ownership interests in 252 operating apartment communities, comprising 62,147 apartment homes, excluding the Company's ownership interests in preferred interest co-investments, loan investments, three operating commercial buildings, and a development pipeline comprised of one unconsolidated joint venture project.

The operating apartment communities are located in Southern California (primarily Los Angeles, Orange, San Diego, and Ventura counties), Northern California (the San Francisco Bay Area) and the Seattle metropolitan areas.

15 unchanged sentences

In January 2021, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") No.

2021-01 "Reference Rate Reform (Topic 848):

Scope." The amendments in ASU No.

2021-01 provide optional expedients to the current guidance on contract modifications and hedge accounting from the expected market transition from LIBOR and other interbank offered rates to alternative reference rates.

The guidance generally can be applied to applicable contract modifications through December 31, 2022.

The Company adopted this new guidance in January 2021 on a prospective basis.

2020-06 "Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40):

Accounting for Convertible Instruments and Contracts in an Entity's Own Equity." The amendments in ASU 2020-06 require the use of the if-converted method for calculating diluted earnings per share ("EPS") for all convertible instruments.

For instruments that may be settled in cash or shares, and are not classified as a liability, the guidance requires entities to include the effect of potential share settlement in the diluted EPS calculation, if the effect is more dilutive.

The Company adopted this guidance on January 1, 2022 on a prospective basis.

This adoption did not have a material impact on the Company's consolidated results of operations or financial position.

Effective January 1, 2022, we adopted ASU 2021-10, "Government Assistance (Topic 832), Disclosures by Business Entities About Government Assistance", which requires entities to provide disclosures on material government assistance transactions for annual reporting periods.

The disclosures include information around the nature of the assistance, the related accounting policies used to account for government assistance, the effect of government assistance on the entity’s financial statements and any significant terms and conditions of the agreements, including commitments and contingencies.

In August 2020, the FASB issued ASU No.

2020-06 “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40):

Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity.” The amendments in ASU No.

2020-06 modifies the if-converted method of calculating diluted EPS.

For instruments that may be settled in cash or shares, and are not classified as liability, the guidance requires entities to include the effect of potential share settlement in the diluted EPS calculation, if the effect is more dilutive.

2020-06 is effective for the Company on January 1, 2022 and will be applied on a prospective basis.

The Company does not expect this adoption to have a material impact on its consolidated results of operations or financial position.

In December 2022, the FASB issued ASU No.

2022-06 "Reference Rate Reform (Topic 848) - Deferral of the Sunset Date of Topic 848".

The amendments in ASU 2022-06 defer the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which entities will no longer be permitted to apply the optional expedients in Topic 848 related to the accounting for contract modifications and hedging transactions as a result of the global markets’ transition away from the use of LIBOR and other interbank offered rates to alternative reference rates.

The Company adopted this guidance upon issuance, its effective date.

This adoption did not have a material impact on the Company's consolidated results of operations or financial position.

(d) Real Estate Rental Properties

8 unchanged sentences

Real estate structures 30 years

The Company capitalizes all costs incurred with the predevelopment, development or redevelopment of real estate assets or are associated with the construction or expansion of real property.

Such capitalized costs include land, land improvements, allocated costs of the Company’s project management staff, construction costs, as well as interest and related loan fees, property taxes and insurance.

Capitalization begins for predevelopment, development, and redevelopment projects when activity commences.

Capitalization ends when the apartment home is completed and the property is available for a new tenant or if the development activities cease.

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

The Company capitalizes all costs incurred with the predevelopment, development or redevelopment of real estate assets or are associated with the construction or expansion of real property.

Capitalization begins for predevelopment, development, and redevelopment projects when activity commences.

Capitalization ends when the apartment home is completed and the property is available for a new tenant or if the development activities cease.

The Company allocates the purchase price of real estate on a fair value basis to land and building including personal property, and identifiable intangible assets, such as the value of above, below and in-place leases.

10 unchanged sentences

Communities held for sale are carried at the lower of cost or fair value less estimated costs to sell.

As of December 31, 2021, no properties were classified as held for sale.

As of December 31, 2020, two properties were classified as held for sale.

The Company did no t record an impairment charge for the year ended December 31, 2021.

As of December 31, 2022 and December 31, 2021, no properties were classified as held for sale.

The Company did no t record an impairment charge for the years ended December 31, 2022 and December 31, 2021.

The Company recorded an impairment charge of $ 1.8 million for the year ended December 31, 2020 related to one of the Company's consolidated properties as a result of a change in the Company's intent to hold the property for its remaining useful life.

The Company recorded an impairment charge of $ 7.1 million for the year ended December 31, 2019 on a parcel of land that was part of a consolidated co-investment with Canada Pension Plan Investment Board ("CPPIB" or "CPP").

The impairment charge resulted from the Company's acquisition of CPPIB's 45 % interest in the co-investment.

The impairment analysis over the parcel’s fair value was determined using internally developed models based on market assumptions.

In the normal course of business, the Company will receive purchase offers for its communities, either solicited or unsolicited.

8 unchanged sentences

The significant accounting policies of the Company’s co-investment entities are consistent with those of the Company in all material respects.

Upon the acquisition of a controlling interest of a co-investment, the co-investment entity is consolidated and a gain or loss is recognized upon the remeasurement of co-investments in the consolidated statement of income equal to the amount by which the fair value of the Company's previously owned co-investment interest exceeds its carrying value.

A majority of the co-investments, excluding most preferred equity investments, compensate the Company for its asset management services and some of these investments may provide promote income if certain financial return benchmarks are achieved.

Asset management

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

fees are recognized when earned, and promote fees are recognized when the earnings events have occurred and the amount is determinable and collectible.

the fair value of the Company's previously owned co-investment interest exceeds its carrying value.

Asset management fees are recognized when earned, and promote fees are recognized when the earnings events have occurred and the amount is determinable and collectible.

Any promote fees are reflected in equity income from co-investments.

The Company recorded an other-than-temporary impairment charge of $ 11.5 million for the year ended December 31, 2019 on an unconsolidated co-investment with CPPIB which held Agora, a 49 -unit apartment home community located in Walnut Creek, CA.

The other-than-temporary impairment charge resulted from the Company's acquisition of CPPIB's 45 % interest in the co-investment.

The impairment analysis over the co-investments fair value was determined using internally developed models based on market assumptions.

The impairment is reflected in equity income from co-investments on the consolidated statements of income.

The Company evaluates its investments in co-investments for impairment and records a loss if the carrying value is greater than the fair value of the investment and the impairment is other-than-temporary.

The Company recorded a $ 2.1 million impairment loss from an unconsolidated co-investment for the year ended December 31, 2022 as a result of an other-than-temporary decrease in the fair value of the underlying investment.

No other-than-temporary impairment charges were recorded for the years ended December 31, 2021 or 2020.

21 unchanged sentences

The Company reports its equity securities and available for sale debt securities at fair value, based on quoted market prices (Level 1 for the common stock and investment funds, Level 2 for the unsecured debt and Level 3, as defined by the FASB standard for fair value measurements as discussed later in Note 2).

As of December 31, 2021 and 2020, $ 0.8 million and $ 2.5 million, respectively, of equity securities presented within common stock and stock funds in the tables below represent

As of December 31, 2022 and 2021, $ 0.2 million and

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

investments measured at fair value, using net asset value as a practical expedient, and are not categorized in the fair value hierarchy.

$ 0.8 million, respectively, of equity securities presented within common stock and stock funds in the tables below represent investments measured at fair value, using net asset value as a practical expedient, and are not categorized in the fair value hierarchy.

Any unrealized gain or loss in debt securities classified as available for sale is recorded as other comprehensive income.

1 unchanged sentence

Unrealized gains and losses in equity securities, realized gains and losses in debt securities, interest income, and amortization of purchase discounts are included in interest and other income on the consolidated statements of income.

As of December 31, 2021 and 2020, equity securities and available for sale debt securities consisted primarily of investment-grade unsecured debt, and common stock and stock funds.

As of December 31, 2022 and 2021, equity securities and available for sale debt securities consisted primarily of investment funds-debt securities, common stock, preferred stock and stock funds, and investment-grade unsecured debt.

As of December 31, 2022 and 2021, marketable securities consist of the following ($ in thousands):

December 31, 2022

(Loss) Gain Carrying

Loss Carrying

Equity securities:

Investment funds - debt securities $ 43,155 $ ( 6,771 ) $ 36,384

Common stock and stock funds 79,155 49,592 128,747

Debt securities:

Available for sale

Investment-grade unsecured debt 1,051 341 1,392

Common stock, preferred stock, and stock funds 78,481 ( 2,122 ) 76,359

Total - Marketable securities $ 121,636 $ ( 8,893 ) $ 112,743

December 31, 2021

Gain Carrying

(Loss) Gain Carrying

Equity securities:

8 unchanged sentences

For the years ended December 31, 2022, 2021 and 2020, these sales resulted in gains of $ 12.4 million, $ 3.4 million, and $ 2.1 million, respectively.

For the years ended December 31, 2021 and 2020, the portion of equity security unrealized gains recognized in income totaled $ 33.1 million and $ 12.5 million in gains, respectively, and were included in interest and other income on the Company's consolidated statements of income and comprehensive income.

For the years ended December 31, 2022 and 2021, the portion of equity security unrealized losses or gains that were recognized in income totaled $ 58.0 million in losses and $ 33.1 million in gains, respectively, and were included in interest and other income on the Company's consolidated statements of income and comprehensive income.

ESSEX PROPERTY TRUST, INC.

17 unchanged sentences

The Company initially analyzes each mezzanine loan individually to classify the credit risk of the loan.

On a periodic basis the Company evaluates and performs site visits of the development projects associated with the mezzanine loans to confirm whether they are on budget and whether there are any delays in development that could impact the Company's assessment of credit loss.

On a periodic basis the Company evaluates financial information on the project, its sponsors, and its guarantors and additionally performs site visits of the development projects associated with the mezzanine loans to confirm whether they are on budget and whether there are any delays in development that could impact the Company's assessment of credit loss.

All bridge loans that the Company issues are, by their nature, short-term and meant only to provide time for the Company’s joint ventures to obtain long-term funding for newly acquired communities.

11 unchanged sentences

Indirect project costs consist primarily of personnel costs associated with construction administration and development, including accounting, legal fees, and various corporate and community onsite costs that clearly relate to projects under development.

Those costs, inclusive of capitalized interest, as well as capitalized development and redevelopment fees totaled $ 23.6 million, $ 31.4 million and $ 42.1 million for the years ended December 31, 2021, 2020 and 2019, respectively, most of which relates to development projects.

Those costs, inclusive of capitalized interest, as well as capitalized development and redevelopment fees totaled $ 20.4 million, $ 23.6 million and $ 31.4 million for the years ended December 31, 2022, 2021 and 2020, respectively.

The Company capitalizes leasing costs associated with the lease-up of development communities and amortizes the costs over the life of the leases.

2 unchanged sentences

The Company values its financial instruments based on the fair value hierarchy of valuation techniques described in the FASB’s accounting standard for fair value measurements.

Level 1 inputs are unadjusted, quoted prices in active markets for identical

Level 1 inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

Level 2 inputs include quoted prices for similar assets and liabilities in active markets and inputs other than quoted prices observable for the asset or liability.

Level 3 inputs are unobservable inputs for the

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

assets or liabilities at the measurement date.

Level 2 inputs include quoted prices for similar assets and liabilities in active markets and inputs other than quoted prices observable for the asset or liability.

Level 3 inputs are unobservable inputs for the asset or liability.

The Company uses Level 1 inputs for the fair values of its cash equivalents and its marketable securities except for unsecured bonds and mortgage backed securities.

asset or liability.

The Company uses Level 1 inputs for the fair values of its cash equivalents and its marketable securities except for unsecured bonds.

The Company uses Level 2 inputs for its investments in unsecured debt, notes receivable, notes payable, and derivative assets/liabilities.

3 unchanged sentences

Management believes that the carrying amounts of the outstanding balances under its lines of credit, and notes and other receivables approximate fair value as of December 31, 2022 and 2021, because interest rates, yields and other terms for these instruments are consistent with interest rates, yields and other terms currently available for similar instruments.

Management has estimated that the fair value of fixed rate debt with a carrying value of $ 5.7 billion and $ 5.5 billion at December 31, 2021 and 2020, respectively, to be $ 6.0 billion at both December 31, 2021 and 2020.

Management has estimated that the fair value of fixed rate debt with a carrying value of $ 5.7 billion at both December 31, 2022 and 2021, to be $ 5.2 billion and $ 6.0 billion at December 31, 2022 and 2021, respectively.

Management has estimated the fair value of the Company’s $ 274.2 million and $ 564.9 million of variable rate debt at December 31, 2022 and 2021, respectively, to be $ 273.2 million and $ 561.7 million at December 31, 2022 and 2021, respectively, based on the terms of existing mortgage notes payable, unsecured debt, and variable rate demand notes compared to those available in the marketplace.

17 unchanged sentences

No provision for federal income taxes, other than the taxable REIT subsidiaries discussed below, has been made in the accompanying consolidated financial statements for each of the years in the three-year period ended December 31, 2022 as Essex has elected to be and believes it qualifies under the IRC as a REIT and has made distributions during the periods in amounts to preclude Essex from paying federal income tax.

In order to maintain compliance with REIT tax rules, the Company utilizes taxable REIT subsidiaries for various revenue generating or investment activities.

The taxable REIT subsidiaries are consolidated by the Company.

In general, the activities and tax related provisions, assets and liabilities are not material.

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

In order to maintain compliance with REIT tax rules, the Company utilizes taxable REIT subsidiaries for various revenue generating or investment activities.

The taxable REIT subsidiaries are consolidated by the Company.

In general, the activities and tax related provisions, assets and liabilities are not material.

As a partnership, the Operating Partnership is not subject to federal or state income taxes, except that in order to maintain Essex's compliance with REIT tax rules that are applicable to Essex, the Operating Partnership utilizes taxable REIT subsidiaries for various revenue generating or investment activities.

23 unchanged sentences

Balance at December 31, 2022 $ 46,439 $ 27 $ 46,466

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2021, 2020, and 2019

Changes in Accumulated Other Comprehensive Loss, by Component

10 unchanged sentences

Balance at December 31, 2022 $ 51,982 $ 28 $ 52,010

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2022, 2021, and 2020

Amounts reclassified from accumulated other comprehensive loss in connection with derivatives are recorded in interest expense on the consolidated statements of income.

16 unchanged sentences

(r) Variable Interest Entities

In accordance with accounting standards for consolidation of VIEs, the Company consolidated the Operating Partnership, 18 DownREIT entities (comprising nine communities), and six co-investments as of December 31, 2021.

The Company consolidated the Operating Partnership, 17 DownREIT entities (comprising nine communities), and five co-investments as of December 31, 2020.

The Company consolidates these entities because it is deemed the primary beneficiary.

3 unchanged sentences

The Company's financial risk in each VIE is limited to its equity investment in the VIE.

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2021, 2020, and 2019

The DownREIT VIEs collectively own nine apartment communities in which the Company is the general partner or manager of the DownREIT entity, the Operating Partnership is a special limited partner or member, and the other limited partners or members were granted rights of redemption for their interests.

4 unchanged sentences

The carrying value of redeemable noncontrolling interest in the accompanying balance sheets was $ 27.2 million and $ 34.7 million as of December 31, 2022 and 2021, respectively.

Of these amounts, $ 7.7 million and $ 11.9 million as of December 31, 2021 and 2020, respectively, represent units of limited partners' or members' interests in DownREIT VIEs as to which it is outside of the Company’s control to redeem the DownREIT units with Company common stock and may potentially be redeemed for cash, and are presented at either their redemption value or historical cost, depending on the limited partner's or members' right to redeem their units as of the balance sheet date.

The carrying value of DownREIT units as to which it is within the control of the Company to redeem the units with its common stock was $ 97.4 million as of both December 31, 2021 and 2020, and is classified within noncontrolling interests in the accompanying consolidated balance sheets.

Of these amounts, $ 9.2 million and $ 7.7 million as of December 31, 2022 and 2021, respectively, represent units of limited partners' or members' interests in DownREIT VIEs as to which it is outside of the Company’s control to redeem the DownREIT units with Company common stock and may potentially be redeemed for cash, and are presented at either their redemption value or

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2022, 2021, and 2020

historical cost, depending on the limited partner's or members' right to redeem their units as of the balance sheet date.

The carrying value of DownREIT units as to which it is within the control of the Company to redeem the units with its common stock was $ 97.0 million and $ 97.4 million as of December 31, 2022 and 2021, respectively, and are classified within noncontrolling interests in the accompanying consolidated balance sheets.

Interest holders in VIEs consolidated by the Company are allocated a priority of net income equal to the cash payments made to those interest holders or distributions from cash flow.

1 unchanged sentence

As of December 31, 2022 and 2021, the Company did not have any other VIEs of which it was deemed to be the primary beneficiary and did not have any VIEs of which it was not deemed to be the primary beneficiary.

(s) Government Assistance

The Employee Retention Credit, as originally enacted by the Coronavirus Aid, Relief and Economic Security Act in March 2020, is a refundable tax credit against certain employment taxes equal to 50% of the qualified wages an eligible employer pays to employees after March 12, 2020 and before January 1, 2021.

The purpose of the Employee Retention Credit was to encourage employers to keep employees on their payroll, even if they were not working during the covered period because of the effects of the COVID-19 pandemic.

In December 2020, the Employee Retention Credit was amended and extended by the Taxpayer Certainty and Disaster Tax Relief Act in which eligible employers may claim a refundable tax credit against certain employment taxes equal to 70% of the qualified wages an eligible employer pays to employees after December 31, 2020 through June 30, 2021.

The Company adopted a policy to recognize a receivable when earned and to offset the credit against related expenses.

Accordingly, the Company recorded Employee Retention Credit of $ 4.1 million and $ 4.2 million and zero for the years ended December 31, 2022, 2021 and 2020, respectively, and is reflected in general and administrative expenses, property operating, excluding real estate taxes, expenses and equity income from co-investments in the consolidated statements of operations.

(3) Real Estate Investments

1 unchanged sentence

The table below summarizes acquisition activity for the year ended December 31, 2022 ($ in millions):

For the year ended December 31, 2021, the Company purchased two communities consisting of 268 apartment homes and two commercial properties for approximately $ 165.4 million.

For the year ended December 31, 2022, the Company purchased two communities consisting of 211 apartment homes for approximately $ 32.9 million.

Property Name Location Apartment Homes Essex Ownership Percentage Quarter in 2022 Purchase Price

The Village at Toluca Lake (1)

Burbank, CA 145 100 % Q2 $ 31.8

7 South Linden (2)

South San Francisco, CA — 100 % Q3 33.5

Third & Broad (3)

Seattle, WA — 100 % Q3 52.5

Canvas Seattle, WA 123 100 % Q4 47.6

Regency Palm Court and Windsor Court (1)

Los Angeles, CA 211 100 % Q3 $ 32.9

Total 2022 211 $ 32.9

(1) In June 2021, the Company purchased its joint venture partner's 50.0 % membership interest in the BEX III, LLC co-investment that owned The Village at Toluca Lake based on a property valuation of $ 63.5 million.

In conjunction with the acquisition, $ 29.5 million of mortgage debt that encumbered the property was paid off.

(2) The commercial property is fully-leased to two commercial tenants.

The Company is currently pursuing entitlements to construct an apartment community on the property.

(3) The Company will hold the fully-leased commercial property for future apartment development.

(1) In July 2022, the Company acquired its joint venture partner's 49.8 % minority interest in two apartment communities, consisting of 211 apartment homes located in Los Angeles, CA, for a contract price of $ 32.9 million.

As a result of this acquisition, the Company realized a gain on remeasurement of co-investment of $ 17.4 million upon consolidation.

The consolidated fair value of the acquisitions listed above was included on the Company's consolidated balance sheet as follows:

$ 14.1 million was included in land and land improvements, $ 52.7 million was included in buildings and improvements, $ 0.3 million was included in prepaid expenses and other assets.

ESSEX PROPERTY TRUST, INC.

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December 31, 2022, 2021, and 2020

The consolidated fair value of the acquisitions listed above was included on the Company's consolidated balance sheet were as follows:

$ 103.3 million was included in land and land improvements, $ 90.2 million was included in buildings and improvements, $ 5.4 million was included in prepaid expenses and other assets, within the Company's consolidated balance sheets.

For the year ended December 31, 2020, the Company purchased CPPIB's 45.0 % interest in each of a land parcel and six communities totaling 2,020 apartment homes, valued at $ 1.0 billion on a gross basis, for approximately $ 463.4 million.

For the year ended December 31, 2021, the Company purchased one apartment community consisting of 123 apartment homes and two commercial properties for approximately $ 133.6 million.

Additionally, in June 2021, the Company purchased its joint venture partner's 50.0 % membership interest in the BEX III, LLC's ("BEX III") co-investment that owned an apartment community consisting of 145 apartment homes, based on a property valuation of $ 63.5 million, for approximately $ 31.8 million.

In conjunction with the acquisition, $ 29.5 million of mortgage debt that encumbered the property was paid off.

As a result of this acquisition, the Company realized a gain on remeasurement of its existing co-investment of $ 2.3 million.

Furthermore, the Company recognized $ 6.5 million in promote income as a result of the transaction, which is included in equity income from co-investments on the consolidated statements of income.

The consolidated fair value of this acquisition was included on the Company's consolidated balance sheet as follows:

The consolidated fair value of these acquisitions was included on the Company's consolidated balance sheet as follows:

2 unchanged sentences

Property Name Location Apartment Homes Ownership Quarter in 2022 Sales Price

Hidden Valley Simi Valley, CA 324 EPLP Q1 $ 105.0 (1)

Park 20 San Mateo, CA 197 EPLP Q1 113.0 (2)

Axis 2300 Irvine, CA 115 EPLP Q1 57.5 (3)

Devonshire Apartments Hemet, CA 276 EPLP Q3 54.5 (4)

Anavia Anaheim, CA 250 EPLP Q4 $ 160.0 (1)

Total 2022 250 $ 160.0

(1) The Company recognized a $ 94.4 million gain on sale.

In conjunction with the sale, the Company repaid $ 29.7 million of mortgage debt that encumbered the property.

(2) The Company recognized an immaterial gain on sale.

(3) The Company recognized a $ 30.8 million gain on sale.

(4) The Company recognized a $ 42.9 million gain on sale.

For the year ended December 31, 2021, the Company sold four apartment communities consisting of 912 apartment homes for $ 330.0 million, resulting in gains of $ 143.0 million.

For the year ended December 31, 2019, the Company sold two land parcels for $ 23.3 million and recorded an immaterial gain on the sale of one land parcel and a loss of $ 3.2 million on the other land parcel.

As of December 31, 2021, the Company had no assets classified as held for sale.

As of December 31, 2020, the Company had two communities totaling 439 apartment homes that were classified as held for sale.

(d) Co-investments

In conjunction with the sales, the Company repaid $ 29.7 million of mortgage debt that encumbered one of the properties.

For the year ended December 31, 2020, the Company sold four apartment communities consisting of 670 apartment homes for $ 343.5 million, resulting in gains of $ 65.0 million.

The Company has joint ventures which are accounted for under the equity method.

The co-investments’ accounting policies are similar to the Company’s accounting policies.

The co-investments own, operate, and develop apartment communities.

In September 2021, the Company formed a new joint venture entity, Wesco VI, LLC ("Wesco VI") with an institutional partner.

Each partner has a 50.0 % ownership interest in the joint venture and an initial equity commitment of $ 150.0 million.

The joint venture is unconsolidated for financial reporting purposes.

Also, in September 2021, Wesco VI acquired Martha Lake Apartments, a 155 -unit apartment home community located in Lynwood, WA, for a total contract price of $ 53.0 million.

The property is encumbered by a $ 29.2 million related party bridge loan from the Company, with an interest rate of 2.15 % and was

The co-investments typically own, operate, and develop apartment communities.

Additionally, the Company has invested in six technology co-investments and as of December 31, 2022 the co-investment balance of these investments was $ 39.4 million and the aggregate commitment was $ 87.0 million.

In January 2022, Wesco VI, LLC (“Wesco VI”), one of the Company's joint ventures with an institutional partner, acquired

Vela, a 379 -unit apartment home community located in Woodland Hills, CA, for a total contract price of $ 183.0 million.

property was encumbered by a $ 100.7 million related party bridge loan from the Company, with an interest rate of 2.64 % that was paid off in January 2022 and replaced by permanent secured debt with an institutional lender.

See Note 6, Related Party Transactions, for additional details.

In March 2022, the Wesco III, LLC ("Wesco III") operating agreement was amended to extend the venture.

As part of the amendment, the Company earned $ 17.1 million in promote interest.

In April 2022, the Wesco IV, LLC ("Wesco IV") joint venture operating agreement was amended to extend the venture.

As part of the amendment, the Company and the joint venture partner agreed that the Company earned a promote interest of approximately $ 37.5 million.

The Company agreed to contribute the earned promote interest to the joint venture, resulting in an increase in the Company's ownership interest in Wesco IV to 65.1 %.

ESSEX PROPERTY TRUST, INC.

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December 31, 2022, 2021, and 2020

scheduled to mature in December 2021.

In December 2021, the scheduled maturity date for the related party bridge loan was extended to March 2022.

See Note 6, Related Party Transactions, for additional details.

In October 2021, Wesco VI acquired Monterra in Mill Creek, a 139 -unit apartment home community located in Mill Creek, WA, for a total contract price of $ 55.0 million.

The property was encumbered by a $ 30.3 million related party bridge loan from the Company, with an interest rate of 2.30 % and a maturity date of January 2022.

In December 2021, the maturity date of the related party bridge loan was extended to April 2022.

See Note 6, Related Party Transactions, for additional details.

In November 2021, the Company purchased a managing interest in a single asset entity owning a 179 -unit apartment home community located in Vista, CA for a total contract price of $ 44.0 million, at the Company's pro rata share.

The property was encumbered by a $ 48.4 million related party bridge loan from the Company, with an interest rate of 2.36 % and a maturity date of February 2022.

See Note 6, Related Party Transactions, for additional details.

In November 2021, Wesco VI acquired The Rexford, a 203 -unit apartment home community located in Fremont, CA, for a total contract price of $ 112.5 million.

The property was encumbered by a $ 61.9 million related party bridge loan from the Company, with an interest rate of 2.36 % and a maturity date of February 2022.

See Note 6, Related Party Transactions, for additional details.

In November 2021, the Company converted $ 11.0 million of its existing preferred equity investment in Silver, a 268 -unit apartment home community located in San Jose, CA into a 58.0 % equity ownership interest in the property.

The Company will retain its remaining $ 13.5 million preferred equity investment in the property at a preferred return of 8.0 %.

The property is encumbered by $ 100.0 million of mortgage debt at a rate of 3.15 %.

Based on a consolidation analysis, the Company continues to account for its investment in this limited liability company under the equity method.

The carrying values of the Company’s co-investments as of December 31, 2022 and 2021 are as follows ($ in thousands, except in parenthetical):

4 unchanged sentences

54 % $ 178,552 $ 168,198

BEXAEW, BEX II, BEX III (3) , BEX IV and 500 Folsom (4)

50 % 270,550 152,309

BEXAEW, BEX II, BEX IV and 500 Folsom 50 % 238,537 270,550

52 % 74,742 126,503

5 unchanged sentences

(1) Weighted average Company ownership percentages are as of December 31, 2022.

(2) As of December 31, 2022, the Company's investments in Wesco I, Wesco III, and Wesco IV were classified as a liability of $ 41.7 million due to distributions received in excess of the Company's investment.

As of December 31, 2021, the Company's investment in Wesco I was classified as a liability of $ 35.3 million due to distributions received in excess of the Company's investment.

(3) In June 2021, the Company purchased the additional 50 % interest in BEX III.

(4) 500 Folsom had not stabilized as of December 31, 2020.

Its carrying value was included in the development co-investments balance as of December 31, 2020.

(3) As of December 31, 2022, the Company's investments in Expo and Century Towers were classified as a liability of $ 0.8 million due to distributions received in excess of the Company's investment.

As of December 31, 2021, the Company's investment in Expo was classified as a liability of $ 0.2 million due to distributions received in excess of the Company's investment.

21 unchanged sentences

Net operating income 232,899 174,657 191,942

Gain on sale of real estate — — 112,918

Interest expense ( 100,913 ) ( 65,172 ) ( 78,962 )

11 unchanged sentences

Predevelopment and Development Co-investments

As of December 31, 2021 and 2020, the Company, through several joint ventures, owned 264 and 1,070 apartment homes in predevelopment and development communities, respectively.

As of both December 31, 2022 and 2021, the Company, through several joint ventures, owned 264 apartment homes in predevelopment and development communities.

The Company’s book value of these co-investments was $ 13.0 million and $ 11.1 million at December 31, 2022 and 2021, respectively.

In 2020, the Company entered into a joint venture to develop Scripps Mesa Apartments, a multifamily community comprised of 264 apartment homes located in San Diego, CA.

The Company has a 51 % ownership interest in the development which has a projected total cost of $ 102.0 million.

Construction began in the third quarter of 2020.

The property is projected to commence

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

initial occupancy in the fourth quarter of 2022 and is projected to be fully stabilized in the third quarter of 2023.

In 2020, the Company entered into a joint venture to develop LIVIA (fka Scripps Mesa Apartments), a multifamily community comprised of 264 apartment homes located in San Diego, CA.

The Company has a 51 % ownership interest in the development which has a projected total cost of $ 102.0 million.

Construction began in the third quarter of 2020.

The property is projected to commence initial occupancy in the second quarter of 2023 and is projected to be fully stabilized in the first quarter of 2024.

The Company has a $ 5.9 million preferred equity investment in the project, which accrues an annualized preferred return of 10.0 % until it is redeemed.

2 unchanged sentences

The Company’s book value of these preferred equity investments was $ 580.1 million and $ 565.9 million at December 31, 2022 and 2021, respectively, and is included in the co-investments line in the accompanying consolidated balance sheets.

During 2022, the Company made commitments to fund $ 84.9 million of preferred equity investment in seven real estate ventures, including one with a related party.

See Note 6, Related Party Transactions, for additional details.

The investments have initial preferred returns ranging from 8.8 % - 10.8 %, with maturities ranging from January 2026 to September 2032.

As of December 31, 2022, the Company had fully funded $ 84.9 million of the commitments.

During 2021, the Company made commitments to fund $ 67.2 million of preferred equity investment in four real estate ventures.

The investments have initial preferred returns ranging from 10.0 % - 12.5 %, with maturities ranging from January 2026 to December 2026.

As of December 31, 2021, the Company had funded $ 51.3 million of the $ 67.2 million commitments.

As of December 31, 2022, the Company had fully funded $ 67.2 million of the commitments.

During 2020, the Company made commitments to fund $ 191.3 million of preferred equity investment in seven preferred equity investments.

10 unchanged sentences

The remaining committed amount is expected to be funded when requested by the sponsors.

In March 2021, the Company received cash of $ 10.0 million for the full redemption of a preferred equity investment in a joint venture that holds property located in Southern California.

In March 2021, the Company received cash of $ 110.2 million, including an early redemption fee of $ 3.5 million for the full redemption of a preferred equity investment in a joint venture that holds property located in Southern California.

In August 2021, the Company received cash of $ 21.6 million for the partial redemption of a preferred equity investment in a joint venture that holds property located in Northern California.

In November 2021, the Company received $ 18.3 million, for the partial redemption of a preferred equity investment in a joint venture that holds property located in Southern California.

During 2022, the Company received cash proceeds of $ 132.6 million, including an early redemption fee of $ 0.9 million, for the full redemption of three preferred equity investments and partial redemption of two preferred equity investments in joint ventures that hold properties located in California.

The Company recorded a $ 2.1 million impairment loss from a preferred equity investment in an unconsolidated co-investment for the year ended December 31, 2022.

In November 2021, the Company converted $ 11.0 million of its existing preferred equity investment in Silver, a 268 -unit apartment home community located in San Jose, CA, into a 58.0 % common equity interest in the property.

1 unchanged sentence

The property is encumbered by $ 100.0 million of mortgage debt at a rate of 3.15 %.

(e) Real Estate under Development

(d) Real Estate under Development

The Company defines development projects as new communities that are being constructed, or are newly constructed and are in a phase of lease-up and have not yet reached stabilized operations.

As of December 31, 2021, the Company's development pipeline was comprised of one consolidated project under development, one unconsolidated joint venture project under development and various predevelopment projects, aggregating 371 apartment homes, with total incurred costs of $ 156.0 million.

As of December 31, 2022, the Company's development pipeline was comprised of one unconsolidated joint venture project under development aggregating 264 apartment homes and various predevelopment projects, with total incurred costs of $ 102.0 million.

ESSEX PROPERTY TRUST, INC.

42 unchanged sentences

Total rental and other property revenues reflect concessions on a straight-line basis in accordance with U.S.

Deferred Revenues and Remaining Performance Obligations

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

Deferred Revenues and Remaining Performance Obligations

When cash payments are received or due in advance of the Company’s performance of contracts with customers, deferred revenue is recorded.

14 unchanged sentences

Notes and other receivables consist of the following as of December 31, 2022 and 2021 ($ in thousands):

Note receivable, secured, bearing interest at 9.90 %, due November 2021 (Originated November 2018) (1)

Notes receivable, secured, bearing interest at 10.50 %, due February 2023 (Originated March 2020)

17,051 15,299

Note receivable, secured, bearing interest at 11.00 %, due October 2023 (Originated April 2020) (2)

Notes receivable, secured, weighted average interest rate of 10.10 % as of December 31, 2022 and 10.50 % as of December 31, 2021, due February 2023

(Originated March 2020) (1)

Note receivable, secured, bearing interest at 9.00 %, due December 2023 (Originated November 2020) (2)

87,365 79,827

Note receivable, secured, bearing interest at 11.50 %, due November 2024 (Originated November 2020)

2 unchanged sentences

Related party note receivable, secured, bearing interest at 2.30 %, due April 2022 (Originated October 2021) (4) (7)

Note receivable, secured, bearing interest at 11.00 %, due October 2025 (Originated October 2021)

Related party note receivable, secured, bearing interest at 2.36 %, due February 2022 (Originated November 2021) (5) (7)

Related party note receivable, secured, bearing interest at 2.36 %, due February 2022 (Originated November 2021) (6) (7)

Note receivable, secured, bearing interest at 12.00 %, due August 2024 (Originated August 2022)

Notes and other receivables from affiliates (7) (8)

4 unchanged sentences

Total notes and other receivables $ 103,045 $ 341,033

(1) In November 2021, the Company received cash of $ 15.7 million, including an early redemption fee of $ 0.2 million, from the payoff of this note receivable.

(2) In June 2021, the Company received cash of $ 36.5 million, including an early redemption fee of $ 4.7 million, from the payoff of this note receivable.

(3) See Note 6, Related Party Transactions, for additional details.

(4) These amounts consist of short-term loans outstanding and due from various joint ventures as of December 31, 2021 and December 31, 2020, respectively.

(1) In December 2022, the Company received cash of $ 15.0 million to payoff the principal of this note receivable.

(2) In November 2022, the Company received cash of $ 89.3 million to payoff the principal of this note receivable.

Additionally, the Company received an early redemption fee of $ 0.8 million from the payoff.

(3) In January 2022, the Company received cash of $ 29.2 million to payoff the principal of this note receivable.

(4) In January 2022, the Company received cash of $ 30.3 million to payoff the principal of this note receivable.

(5) In January 2022, the Company received cash of $ 61.9 million to payoff the principal of this note receivable.

(6) In January 2022, the Company received cash of $ 48.4 million to payoff the principal of this note receivable.

(7) See Note 6, Related Party Transactions, for additional details.

(8) These amounts consist of short-term loans outstanding and due from various joint ventures as of December 31, 2022 and 2021, respectively.

(9) These amounts are receivables from lease concessions recorded on a straight-line basis for the Company's operating properties.

20 unchanged sentences

George Marcus, is the Chairman of the Marcus & Millichap Company ("MMC"), which is a parent company of a diversified group of real estate service, investment, and development firms.

Marcus is also the Co-Chairman of Marcus & Millichap, Inc.

("MMI"), and Mr.

Marcus owns a controlling interest in MMI, a national brokerage firm listed on the NYSE that underwent its initial public offering in 2013.

Marcus is also the Chairman of and owns a controlling interest in Marcus & Millichap, Inc.

("MMI"), a national brokerage firm listed on the NYSE that underwent its initial public offering in 2013.

For the year ended December 31, 2022 and 2021, there were no brokerage commission fees paid by the Company to MMC and its affiliates related to real estate transactions.

6 unchanged sentences

As of December 31, 2022 and 2021, $ 7.0 million and $ 6.6 million, respectively, of short-term loans remained outstanding due from joint venture affiliates and are classified within notes and other receivables in the accompanying consolidated balance sheets.

In November 2016, the Company provided a $ 6.6 million mezzanine loan to a limited liability company in which MMC holds a significant ownership interest through subsidiaries.

The mezzanine loan was classified within notes and other receivables in the accompanying consolidated balance sheets and was paid off in October 2019.

In August 2022, the Company funded an $ 11.2 million preferred equity investment in an entity whose sponsor includes and affiliate of MMC.

The entity owns three multifamily communities located in Azusa, CA.

The investment initially accrues interest based on a 9.5 % preferred return and is scheduled to mature in August 2027.

In February 2022, the Company provided a $ 32.8 million related party bridge loan to BEX II in connection with the payoff of a debt related to one of its properties located in Southern California.

The note receivable was scheduled to mature in March 2022, but was subsequently paid off in April 2022.

In January 2022, the Company provided a $ 100.7 million related party bridge loan to Wesco VI in connection with the acquisition of Vela.

The note receivable accrued interest at 2.64 % and was scheduled to mature in February 2022, but was paid off in January 2022.

Additionally, the Company received cash of $ 121.3 million in January 2022 for the payoff of the remaining related party bridge loans to Wesco VI.

In November 2021, the Company provided a $ 48.4 million related party bridge loan in connection with the purchase of an interest in a single asset entity owning an apartment home community in Vista, CA.

The note receivable accrues interest at 2.36 % and is scheduled to mature in February 2022.

The bridge loan is classified within notes and other receivables in the accompanying consolidated balance sheets and had an outstanding balance of $ 48.6 million as of December 31, 2021.

The note receivable accrued interest at 2.36 % and was scheduled to mature in February 2022 but was paid off in January 2022.

The bridge loan is classified within notes and other receivables in the accompanying consolidated balance sheets.

In November 2021, the Company provided a $ 61.9 million related party bridge loan to Wesco VI in connection with the acquisition of The Rexford.

The note receivable accrues interest at 2.36 % and is scheduled to mature in February 2022.

The bridge loan is classified within notes and other receivables in the accompanying consolidated balance sheets and had an outstanding balance of $ 62.1 million as of December 31, 2021.

In October 2021, the Company provided a $ 30.3 million related party bridge to Wesco VI in connection with the acquisition of Monterra in Mill Creek.

The note receivable accrues interest at 2.30 % and is scheduled to mature in April 2022.

The bridge loan is classified within notes and other receivables in the accompanying consolidated balance sheets and had an outstanding balance of $ 30.4 million as of December 31, 2021.

In September 2021, the Company provided a $ 29.2 million related party bridge loan to Wesco VI in connection with the acquisition of Martha Lake Apartments.

The note receivable accrues interest at 2.15 % and was scheduled to mature in

The note receivable accrued interest at 2.36 % and was scheduled to mature in February 2022, but

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

December 2021.

In December 2021, the maturity date of the note receivable was extended to March 2022.

The bridge loan is classified within notes and other receivables in the accompanying consolidated balance sheets and had an outstanding balance of $ 29.3 million as of December 31, 2021.

was paid off in January 2022.

The bridge loan is classified within notes and other receivables in the accompanying consolidated balance sheets.

In October 2021, the Company provided a $ 30.3 million related party bridge loan to Wesco VI in connection with the acquisition of Monterra in Mill Creek.

The note receivable accrued interest at 2.30 % and was scheduled to mature in April 2022, but was paid off in January 2022.

The bridge loan is classified within notes and other receivables in the accompanying consolidated balance sheets.

In September 2021, the Company provided a $ 29.2 million related party bridge loan to Wesco VI in connection with the acquisition of Martha Lake Apartments.

The note receivable accrued interest at 2.15 % and was scheduled to mature in December 2021.

In December 2021, the maturity date of the note receivable was extended to March 2022, and in January 2022, the note receivable was paid off.

The bridge loan is classified within notes and other receivables in the accompanying consolidated balance sheets.

In March 2021, the Company provided a $ 52.5 million related party bridge loan to Wesco I in connection with the payoff of a debt related to one of its properties located in Southern California.

2 unchanged sentences

The note receivable accrued interest at LIBOR plus 1.30 % and was scheduled to mature in February 2020, but was paid off in January 2020.

In August 2019, the Company provided an $ 89.0 million related party bridge loan to Wesco V in connection with the acquisition of The Courtyards at 65th Street.

The note receivable accrued interest at LIBOR plus 1.30 % and was paid off in November 2019.

In August 2019, the Company provided a $ 44.4 million related party bridge loan to BEX IV in connection with the acquisition of 777 Hamilton.

The note receivable accrued interest at 3.25 %.

In November 2019, the term of the bridge loan was extended to February 2020, but was paid off in December 2019.

In June 2019, the Company acquired Brio, a 300 -unit apartment home community located in Walnut Creek, CA.

3 unchanged sentences

In February 2019, the Company funded a $ 24.5 million preferred equity investment in an entity whose sponsor is an affiliate of MMC, which owns a multifamily development community located in Mountain View, CA.

The investment has an initial preferred return of 11.0 % and is scheduled to mature in February 2024.

The investment initially accrued interest based on an 11.0 % preferred return which was reduced to 9.0 % upon completion and lease-up of the project.

The investment is scheduled to mature in February 2024.

In October 2018, the Company funded a $ 18.6 million preferred equity investment in an entity whose sponsor is an affiliate of MMC.

The entity wholly owns a 268 apartment home community development located in Burlingame, CA.

This investment accrues interest based on an initial 12.0 % preferred return.

The investment initially accrued interest based on a 12.0 % preferred return which was reduced to 9.0 % upon completion and lease-up of the project.

The investment is scheduled to mature in April 2024.

4 unchanged sentences

In November 2021, the Company received cash of $ 18.3 million, for the partial redemption of this preferred equity investment, and the maturity of the remaining commitment was extended to December 2028.

As of December 31, 2021, the Company had a remaining commitment of $ 13.0 million.

As of December 31, 2022, the Company had a remaining commitment of $ 13.0 million and continues to accrue interest on a 9.0 % preferred return.

The remaining committed amount is expected to be funded if and when requested by the sponsors.

3 unchanged sentences

As a result of this transaction, the Company consolidates the property, based on a consolidation analysis performed by the Company.

In 2015, the Company made preferred equity investments totaling $ 20.0 million in three entities affiliated with MMC that own apartment communities in California.

The Company earned a 9.5 % preferred return on each such investment.

One $ 5.0 million investment, which was scheduled to mature in 2022, was fully redeemed in 2017.

Another $ 5.0 million investment, which was scheduled to mature in 2022, was fully redeemed in 2018.

The remaining investment was fully redeemed in February 2019.

ESSEX PROPERTY TRUST, INC.

10 unchanged sentences

In Years as of December 31, 2022

Unsecured bonds private placement - fixed rate $ — $ 199,950 N/A

Term loan - variable rate — 549,380 N/A

Bonds public offering - fixed rate 5,307,196 4,858,655 8.7

Term loan - variable rate, net (1)

$ ( 1,611 ) $ — N/A

Bonds public offering - fixed rate, net 5,313,779 5,307,196 7.7

Unsecured debt, net (2)

4 unchanged sentences

Weighted average interest rate on fixed rate unsecured bonds private placement and bonds public offering 3.3 % 3.3 %

Weighted average interest rate on variable rate term loan — % 1.7 %

Weighted average interest rate on lines of credit 4.4 % 1.0 %

(1) In October 2022, the Operating Partnership obtained a $ 300.0 million unsecured term loan priced at Adjusted SOFR plus 0.85 %.

The loan has been swapped to an all-in fixed rate of 4.2 % and matures in October 2024 with three 12-month extension options, exercisable at the Company's option.

The loan includes a six-month delayed draw feature.

There was $ 1.6 million of unamortized debt issuance costs as of December 31, 2022.

(2) Includes unamortized discount, net of premiums, of $ 7.9 million and $ 9.9 million and unamortized debt issuance costs of $ 29.9 million and $ 32.9 million as of December 31, 2022 and 2021, respectively.

1 unchanged sentence

These debt issuance costs are included in prepaid expenses and other assets on the consolidated balance sheets.

As of December 31, 2021, the Company's $ 1.2 billion credit facility had an interest rate of LIBOR plus 0.775 %, which is based on a tiered rate structure tied to the Company's credit ratings and a scheduled maturity date of September 2025 with three six-month extensions, exercisable at the Company's option.

As of December 31, 2021, the Company's $ 35.0 million working capital unsecured line of credit had an interest rate of LIBOR plus 0.775 %, which is based on a tiered rate structure tied to the Company's credit ratings, and a scheduled maturity date of February 2023.

As of December 31, 2021 the Company had no amount of private placement unsecured bonds outstanding.

As of December 31, 2020, the Company had $ 200.0 million of private placement unsecured bonds outstanding at an average effective interest rate of 4.4 %.

The following is a summary of the Company’s unsecured private placement bonds as of December 31, 2021 and 2020 ($ in thousands):

Maturity 2021 2020 Coupon

Senior unsecured private placement notes April 2021 $ — $ 100,000 4.27 %

Senior unsecured private placement notes June 2021 — 50,000 4.30 %

Senior unsecured private placement notes August 2021 — 50,000 4.37 %

$ — $ 200,000

As of December 31, 2021 and 2020, the Company's unsecured term loans had no amount outstanding and $ 550.0 million, respectively, at an average interest rate of none and 1.7 %, respectively.

These loans are included in the line "Term loan -

In July 2022, the Company's $ 1.2 billion credit facility was amended such that the scheduled maturity date was extended to January 2027 with two 6-month extension options, exercisable at the Company's option.

The underlying interest rate on the line is based on a tiered rate structure tied to the Company's corporate ratings and is at the Adjusted Secured Overnight Financing Rate ("SOFR") plus 0.75 %.

As of December 31, 2021, this credit facility had an interest rate of LIBOR plus 0.775 %, which is based on a tiered rate structure tied to the Company's credit ratings and a scheduled maturity date of September 2025 with three six-month extensions, exercisable at the Company's option.

In July 2022, the Company's $ 35.0 million working capital unsecured line of credit was amended such that the scheduled maturity date was extended to July 2024.

The underlying interest rate on this line is based on a tiered rate structure tied to the Company's corporate ratings and is at the Adjusted SOFR plus 0.75 %.

As of December 31, 2021, the Company's working capital unsecured line of credit had an interest rate of LIBOR plus 0.775 %, which is based on a tiered rate structure tied to the Company's credit ratings, and had a scheduled maturity date of February 2023.

In March 2021, the Operating Partnership issued $ 450.0 million of senior unsecured notes due on March 1, 2028 with a coupon rate of 1.700 % per annum (the "2028 Notes"), which are payable on March 1 and September 1 of each year, beginning on September 1, 2021.

The 2028 Notes were offered to investors at a price of 99.423 % of par value.

The 2028 Notes are general unsecured senior obligations of the Operating Partnership, rank equally in right of payment with all other senior unsecured indebtedness of the Operating Partnership and are unconditionally guaranteed by Essex.

The Company used the net proceeds of this offering to repay upcoming debt maturities, including all or a portion of certain unsecured term loans, and for general corporate and working capital purposes.

These bonds are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2022, and 2021, the carrying value of the 2028 Notes, net of discount and debt issuance costs, was $ 445.4 million and $ 444.4 million.

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

variable rate" in the table above, and as of December 31, 2021 and 2020, the carrying value, net of debt issuance costs, was no amount outstanding and $ 549.4 million, respectively.

The 2028 Notes were offered to investors at a price of 99.423 % of par value.

These bonds are included in the line "Bonds public offering-fixed rate" in the table above, the carrying value of the 2028 Notes, net of discount and debt issuance costs, was $ 444.4 million.

In June 2021, the Operating Partnership issued $ 300.0 million of senior unsecured notes due on June 15, 2031 with a coupon rate of 2.550 % per annum (the "2031 Notes"), which are payable on June 15 and December 15 of each year, beginning on December 15, 2021.

2 unchanged sentences

The Company used the net proceeds of this offering to repay upcoming debt maturities, including to fund the redemption of $ 300.0 million aggregate principal amount (plus the make-whole amount and accrued and unpaid interest) of its outstanding 3.375 % senior unsecured notes due January 2023, and for other general corporate and working capital purposes.

These bonds are included in the line "Bonds public offering-fixed rate" in the table above, the carrying value of the 2031 Notes, net of discount and debt issuance costs, was $ 295.7 million.

These bonds are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2022, and 2021, the carrying value of the 2031 Notes, net of discount and debt issuance costs, was $ 296.2 million and $ 295.7 million.

In February 2020, the Operating Partnership issued $ 500.0 million of senior unsecured notes due on March 15, 2032, with a coupon rate of 2.650 % (the "2032 Notes"), which are payable on March 15 and September 15 of each year, beginning on September 15, 2020.

6 unchanged sentences

These bonds are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2022, and 2021, the carrying value of the 2032 Notes, net of premiums and debt issuance costs, was $ 650.8 million and $ 650.6 million respectively.

In April 2020, the Company obtained a $ 200.0 million unsecured term loan with a one-year maturity and two 12 -month extension options, exercisable at the Company’s option.

The unsecured term loan bears a variable interest rate of LIBOR plus 1.20 % and the proceeds were used to repay all remaining consolidated debt maturing in 2020.

In August 2020, the Operating Partnership issued $ 600.0 million of senior unsecured notes, consisting of $ 300.0 million aggregate principal amount due on January 15, 2031 with a coupon rate of 1.650 % (the “2031 Notes”) and $ 300.0 million aggregate principal amount due on September 1, 2050 with a coupon rate of 2.650 % (the “2050 Notes” and together with the 2031 Notes, the “Notes”).

5 unchanged sentences

its outstanding 3.625 % senior unsecured notes due August 2022, and for other general corporate and working capital purposes.

These bonds are included in the line "Bonds public offering-fixed rate" in the table above, the carrying value of the 2031 Notes

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2021, 2020, and 2019

and 2050 Notes, net of discount and debt issuance costs was $ 295.1 million and $ 295.8 million respectively as of December 31, 2021, and $ 294.5 million and $ 295.7 million respectively as of December 31, 2020.

These bonds are included in the line "Bonds public offering-fixed rate" in the table above, the carrying value of the 2031 Notes and 2050 Notes, net of discount and debt issuance costs was $ 295.5 million and $ 295.8 million respectively as of December 31, 2022, and $ 295.1 million and $ 295.8 million respectively as of December 31, 2021.

In August 2019, the Operating Partnership issued $ 400.0 million of senior unsecured notes due on January 15, 2030, with a coupon rate of 3.000 % per annum (the "2030 Notes"), which are payable on January 15 and July 15 of each year, beginning on January 15, 2020.

5 unchanged sentences

These bonds are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2022, and 2021, the carrying value of the 2030 Notes, net of discount and debt issuance costs, was $ 544.7 million and $ 543.9 million, respectively.

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2022, 2021, and 2020

In February 2019, the Operating Partnership issued $ 350.0 million of senior unsecured notes due on March 1, 2029, with a coupon rate of 4.000 % per annum (the "2029 Notes"), which are payable on March 1 and September 1 of each year, beginning on September 1, 2019.

17 unchanged sentences

These bonds are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2022 and 2021, the carrying value of the 2026 Notes, net of discount and debt issuance costs was $ 447.8 million and $ 447.1 million, respectively.

In March 2015, the Operating Partnership issued $ 500.0 million of senior unsecured notes due on April 1, 2025 with a coupon rate of 3.5 % per annum and are payable on April 1 st and October 1 st of each year, beginning October 1, 2015 (the "2025

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

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AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2021, 2020, and 2019

The 2025 Notes were offered to investors at a price of 99.747 % of par value.

4 unchanged sentences

and 3.375 % senior notes due 2023 (together the "BRE Notes").

These notes are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2021, the BRE Notes had no amount outstanding.

As of December 31, 2020, the carrying value of the BRE Notes, plus unamortized premium was $ 296.8 million.

These notes are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2022 and 2021, the BRE Notes had no amount outstanding.

In March 2017, the Company paid off $ 300.0 million of 5.500 % senior notes, at maturity.

3 unchanged sentences

The 2024 Notes were offered to investors at a price of 99.234 % of par value.

The 2024 Notes are general unsecured senior obligations of the Operating Partnership, rank equally in right of payment with all other senior unsecured indebtedness of the Operating Partnership and are fully and unconditionally guaranteed by Essex Property Trust, Inc.

The 2024 Notes are general unsecured

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2022, 2021, and 2020

senior obligations of the Operating Partnership, rank equally in right of payment with all other senior unsecured indebtedness of the Operating Partnership and are fully and unconditionally guaranteed by Essex Property Trust, Inc.

These bonds are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2022 and 2021, the carrying value of the 2024 Notes, net of discount and debt issuance costs was $ 399.1 million and $ 398.5 million, respectively.

5 unchanged sentences

Maturity 2022 2021 Coupon

Senior notes January 2023 $ — $ 300,000 3.375 %

Senior notes May 2023 $ 300,000 $ 300,000 3.250 %

12 unchanged sentences

$ 5,350,000 $ 5,350,000

The aggregate scheduled principal payments of unsecured debt payable, excluding lines of credit, at December 31, 2022 are as follows ($ in thousands):

2023 $ 300,000

Thereafter 3,350,000

As of December 31, 2022, the Company had two unsecured lines of credit aggregating $ 1.24 billion, including a $ 1.2 billion unsecured line of credit and a $ 35.0 million working capital unsecured line of credit.

As of December 31, 2022, there was $ 40.0 million outstanding on the $ 1.2 billion unsecured line of credit.

In July 2022, this credit facility was amended such that the scheduled maturity date was extended to January 2027 with two 6-month extension options, exercisable at the Company's option.

The underlying interest rate on the line is based on a tiered rate structure tied to the Company's corporate ratings and is at the Adjusted Secured Overnight Financing Rate ("SOFR") plus 0.75 %.

As of December 31, 2021, there was $ 340.0 million outstanding on the line with an interest rate based on a tiered rate structure tied to

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

The aggregate scheduled principal payments of unsecured debt payable, excluding lines of credit, at December 31, 2021 are as follows ($ in thousands):

Thereafter 3,700,000

As of December 31, 2021, the Company had two unsecured lines of credit aggregating $ 1.24 billion, including a $ 1.2 billion unsecured line of credit and a $ 35.0 million working capital unsecured line of credit.

As of December 31, 2021, there was $ 340.0 million outstanding on the $ 1.2 billion unsecured line of credit.

As of December 31, 2020, there was no amount outstanding on this line.

The interest rate is based on a tiered rate structure tied to the Company's credit ratings and was LIBOR plus 0.775 % as of December 31, 2021.

The $ 1.2 billion unsecured line of credit has a scheduled maturity date in September 2025 with three 6-month extensions, exercisable at the Company's option.

the Company's credit ratings and was LIBOR plus 0.775 %.

This line of credit had a scheduled maturity date in September 2025 with three 6-month extensions, exercisable at the Company's option as of December 31, 2021.

As of December 31, 2022, there was $ 12.1 million outstanding on the Company's $ 35.0 million working capital unsecured line of credit.

As of December 31, 2020, there was no amount outstanding on this line.

The interest rate on the amended line is based on a tiered rate structure tied to the Company's credit ratings and is currently at LIBOR plus 0.775 %.

In July 2022, the line of credit facility was amended such that the scheduled maturity date was extended to July 2024.

The underlying interest rate on this line is based on a tiered rate structure tied to the Company's corporate ratings and is at the Adjusted SOFR plus 0.75 %.

As of December 31, 2021, there was $ 1.3 million outstanding on this line with an interest rate based on a tiered rate structure tied to the Company's credit ratings and was LIBOR plus 0.775 % as of December 31, 2021.

The Company’s unsecured lines of credit and unsecured debt agreements contain debt covenants related to limitations on indebtedness and liabilities, and maintenance of minimum levels of consolidated earnings before depreciation, interest and amortization.

12 unchanged sentences

The aggregate scheduled principal payments of mortgage notes payable at December 31, 2022 are as follows ($ in thousands):

2022 $ 43,188

Thereafter 202,269

(1) Variable rate mortgage notes payable, including $ 224.4 million in bonds that have been converted to variable rate through total return swap contracts, consists of multifamily housing mortgage revenue bonds secured by deeds of trust on rental properties and guaranteed by collateral pledge agreements, payable monthly at a variable rate as defined in the Loan Agreement (approximately 1.1 % at December 2021 and 1.2 % at December 2020) including credit enhancement and

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2021, 2020, and 2019

underwriting fees.

(1) Variable rate mortgage notes payable, including $ 223.6 million in bonds that have been converted to variable rate through total return swap contracts, consists of multifamily housing mortgage revenue bonds secured by deeds of trust on rental properties and guaranteed by collateral pledge agreements, payable monthly at a variable rate as defined in the Loan Agreement (approximately 3.5 % at December 2022 and 1.1 % at December 2021) including credit enhancement and underwriting fees.

Among the terms imposed on the properties, which are security for the bonds, is a requirement that 20 % of the apartment homes are subject to tenant income criteria.

6 unchanged sentences

Repayment of debt before the scheduled maturity date could result in prepayment penalties.

The prepayment penalty on the majority of the Company’s mortgage notes payable are computed by the greater of (a) 1 % of the amount of the principal being prepaid or (b) the present value of the principal being prepaid multiplied by the difference between the interest rate of the mortgage note and the stated yield rate on a U.S.

The prepayment penalty on the majority of the Company’s mortgage notes payable are computed by the greater of (a) 1 % of the amount of the principal being prepaid or (b) the present

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2022, 2021, and 2020

value of the principal being prepaid multiplied by the difference between the interest rate of the mortgage note and the stated yield rate on a U.S.

treasury security which generally has an equivalent remaining term as the mortgage note.

6 unchanged sentences

The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements.

In September 2022, the Company entered into one forward starting interest rate swap, with settlement payments commencing in May 2023, related to the $ 300.0 million unsecured term loan entered into in October 2022.

The term loan is priced at Adjusted SOFR plus 0.85 % and has been swapped to an all-in fixed rate of 4.2 %.

The term loan matures in October 2024 with three 12-month extension options, each exercisable at the Company's option and the swap has a termination date of October 2026.

The term loan includes a 6-month delayed draw feature and had no balance drawn as of December 31, 2022.

In November 2016, the Company replaced its $ 225.0 million term loan with a $ 350.0 million five-year term loan with a delayed draw feature that carries a variable interest rate of LIBOR plus 95 basis points.

2 unchanged sentences

As of December 31, 2022 and 2021, the Company had no interest rate caps.

As of December 31, 2021 and 2020, the aggregate carrying value of the interest rate swap contracts were a liability of zero and an asset of $ 2.4 million, respectively.

As of December 31, 2021 and 2020, the swap contracts were presented in the consolidated balance sheets as a liability of zero and $ 2.4 million, respectively, and were included in other liabilities on the consolidated balance sheets.

The Company had no interest rate caps on the balance sheets as of December 31, 2021 and 2020.

Hedge ineffectiveness related to cash flow hedges, which is included in interest expense on the consolidated statements of income, was zero , zero , and a loss of $ 0.2 million for the years ended December 31, 2021, 2020, and 2019 respectively.

As of December 31, 2022 and 2021, the aggregate carrying value of the interest rate swap contracts were an asset of $ 5.6 million and zero , respectively.

As of December 31, 2022 and 2021, the swap contracts were presented in the consolidated balance sheets as an asset of $ 5.6 million and zero , respectively, and were included in prepaid expenses and other assets on the consolidated balance sheets.

Hedge ineffectiveness related to cash flow hedges, which is included in interest expense on the consolidated statements of income, was zero for the years ended December 31, 2022, 2021, and 2020 respectively.

The Company has four total return swap contracts, with an aggregate notional amount of $ 223.6 million, that effectively convert $ 223.6 million of mortgage notes payable to a floating interest rate based on the Securities Industry and Financial Markets Association Municipal Swap Index ("SIFMA") plus a spread.

2 unchanged sentences

These derivatives do not qualify for hedge accounting and had a carrying and fair value of zero at both December 31, 2022 and 2021, respectively.

These total return swaps are scheduled to mature between November 2022 and December 2024.

These total return swaps are scheduled to mature between December 2024 and November 2033.

The realized gains of $ 7.9 million, $ 10.8 million, and $ 10.7 million as of December 31, 2022, 2021, and 2020, respectively, were reported on the consolidated statements of income as total return swap income.

(10) Lease Agreements - Company as Lessor

As of December 31, 2022, the Company is a lessor of apartment homes at all of its consolidated operating and lease-up communities, three commercial buildings, and commercial portions of mixed use communities.

The apartment homes are rented under short-term leases (generally, lease terms of 9 to 12 months) while commercial lease terms typically range from 5 to 20 years.

All such leases are classified as operating leases.

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

(10) Lease Agreements - Company as Lessor

As of December 31, 2021, the Company is a lessor of apartment homes at all of its consolidated operating and lease-up communities, three commercial buildings, and commercial portions of mixed use communities.

The apartment homes are rented under short-term leases (generally, lease terms of 9 to 12 months) while commercial lease terms typically range from 5 to 20 years.

All such leases are classified as operating leases.

Although the majority of the Company’s apartment home and commercial leasing income is derived from fixed lease payments, some lease agreements also allow for variable payments.

13 unchanged sentences

Thereafter 28,820

Practical Expedients

The Company has elected to account for operating lease (e.g., fixed payments including rent) and non-lease components (e.g., utility reimbursements and common-area maintenance costs) as a single combined lease component under ASC 842 "Leases" as the lease components are the predominant elements of the combined components.

The Company accounts for operating lease (e.g., fixed payments including rent) and non-lease components (e.g., utility reimbursements and common-area maintenance costs) as a single combined lease component under ASC 842 "Leases" as the lease components are the predominant elements of the combined components.

(11) Lease Agreements - Company as Lessee

2 unchanged sentences

The corporate office leases occasionally contain renewal options of approximately five years while certain ground leases contain renewal options that can extend the lease term from approximately 10 to 39 years.

A majority of the Company’s ground leases and the parking lease are subject to changes in the Consumer Price Index ("CPI").

Furthermore, certain of the Company’s ground leases include rental payments based on a percentage of gross or net income.

While lease liabilities are not remeasured as a result of changes in the CPI or percentage of gross or net income, such changes are treated as variable lease payments and recognized in the period in which the obligation for those payments was incurred.

The Company’s lease agreements do not contain any residual value guarantees or restrictive covenants.

ESSEX PROPERTY TRUST, INC.

4 unchanged sentences

December 31, 2022, 2021, and 2020

A majority of the Company’s ground leases and the parking lease are subject to changes in the Consumer Price Index ("CPI").

Furthermore, certain of the Company’s ground leases include rental payments based on a percentage of gross or net income.

The Company’s lease agreements do not contain any residual value guarantees or restrictive covenants.

Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date.

20 unchanged sentences

Present value of lease liabilities $ 68,696

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2021, 2020, and 2019

Lease term and discount rate information for leases at December 31, 2022 and 2021 are as follows:

4 unchanged sentences

Operating Leases 5.01 % 5.01 %

ESSEX PROPERTY TRUST, INC.

AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2022, 2021, and 2020

Practical Expedients

7 unchanged sentences

The use of a forward sale agreement would allow the Company to lock in a share price on the sale of shares of its common stock at the time the agreement is executed, but defer receipt of the proceeds from the sale of shares until a later date should the Company elect to settle such forward sale agreement, in whole or in part, in shares of its common stock.

The 2021 ATM Program replaces the Company's prior equity distribution agreement entered into in September 2018 ("the "2018 ATM Program") which was terminated upon the establishment of the 2021 ATM Program.

For the year ended December 31, 2021, the Company did not sell any shares of its common stock through the 2021 ATM Program or through the 2018 ATM Program.

The 2021 ATM Program replaced the Company's prior equity distribution agreement entered into in September 2018 ("the "2018 ATM Program") which was terminated upon the establishment of the 2021 ATM Program.

For the year ended December 31, 2022, the Company did not sell any shares of its common stock through the 2021 ATM Program.

For the year ended December 31, 2019, the Company issued 228,271 shares of common stock through the 2018 ATM Program at an average price of $ 321.56 per share for proceeds of $ 73.4 million.

For the years ended December 31, 2021 and December 31, 2020, the Company did not sell any shares of its common stock through the 2021 ATM Program or the 2018 ATM Program.

As of December 31, 2022, there are no outstanding forward sale agreements, and $ 900.0 million of shares remain available to be sold under the 2021 ATM Program.

8 unchanged sentences

LTIP units represent an interest in the Operating Partnership for services rendered or to be rendered by the LTIP unitholder in its capacity as a partner, or in anticipation of becoming a partner, in the Operating Partnership.

Upon the occurrence of specified

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AND SUBSIDIARIES

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AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2021, 2020, and 2019

events, LTIP units may over time achieve full parity with common units of the Operating Partnership for all purposes.

Upon the occurrence of specified events, LTIP units may over time achieve full parity with common units of the Operating Partnership for all purposes.

Upon achieving full parity, LTIP units will be exchanged for an equal number of the OP Units.

61 unchanged sentences

The average fair value of stock options granted for the years ended December 31, 2022, 2021 and 2020 was $ 23.39 , $ 24.68 and $ 20.69 , respectively.

Certain stock options granted in 2021, 2020, and 2019 included a $ 100 cap, $ 100 cap, and, $ 125 cap on the appreciation of the market price over the exercise price.

Certain stock options granted in 2022, 2021, and 2020 included a $ 100 cap on the appreciation of the market price over the exercise price.

The fair value of stock options was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants:

64 unchanged sentences

Z-1 Unitholders are entitled to receive distributions, on vested units, that are now equal to dividends distributed to common stockholders.

Equity-based compensation costs for LTIP and Z Units under the fair value method totaled approximately zero , zero and $ 0.9 million for the years ended December 31, 2021, 2020 and 2019, respectively.

Equity-based compensation costs related to LTIP Units attributable to recipients who are direct and incremental to these projects was capitalized to real estate under development and totaled approximately zero , zero , and $ 0.2 million, for the years ended December 31, 2021, 2020, and 2019, respectively.

Equity-based compensation costs for LTIP and Z Units under the fair value method totaled approximately zero for the years ended December 31, 2022, 2021 and 2020.

Equity-based compensation costs related to LTIP Units attributable to recipients who are direct and incremental to these projects was capitalized to real estate under development and totaled approximately zero for the years ended December 31, 2022, 2021, and 2020.

The intrinsic value of the vested and unvested LTIP Units totaled $ 22.5 million as of December 31, 2022.

11 unchanged sentences

Granted — — —

Vested 1,890 ( 1,890 ) —

Converted — — —

47 unchanged sentences

Impairment loss — — ( 1,825 )

Gain (loss) on sale of real estate and land 142,993 64,967 ( 3,164 )

Gain on sale of real estate and land 94,416 142,993 64,967

Interest expense ( 204,798 ) ( 203,125 ) ( 220,633 )

Total return swap income 7,907 10,774 10,733

Interest and other income 98,744 40,999 46,298

Interest and other (loss) income ( 19,040 ) 98,744 40,999

Equity income from co-investments 26,030 111,721 66,512

Deferred tax expense on unrealized gain on unconsolidated co-investment ( 15,668 ) ( 1,531 ) ( 1,457 )

(Loss) gain on early retirement of debt, net ( 19,010 ) ( 22,883 ) 3,717

Deferred tax benefit (expense) on unconsolidated co-investments 10,236 ( 15,668 ) ( 1,531 )

Loss on early retirement of debt, net ( 2 ) ( 19,010 ) ( 22,883 )

Gain on remeasurement of co-investment 17,423 2,260 234,694

15 unchanged sentences

Co-investments 1,127,491 1,177,802

Real estate held for sale — 57,938

Cash and cash equivalents, including restricted cash 42,681 58,638

49 unchanged sentences

The Company believes that, with respect to such matters that it is currently a party to, the ultimate disposition of any such matter will not result in a material adverse effect on the Company’s financial condition, results of operations or cash flows.

(18) Subsequent Events

In January 2022, Wesco VI acquired Vela on Ox, a 379 -unit apartment home community located in Woodland Hills, CA for a total contract price of $ 183.0 million.

The property was encumbered by a $ 100.7 million bridge loan from the Company, with an interest rate of 2.64 % and was paid off in January 2022.

In January 2022, the Company received cash of $ 121.3 million to pay off the outstanding principal balance of related party bridge loans to Wesco VI.

Subsequent to year end, the Company received cash of $ 87.9 million for the full redemption of two preferred equity investments in joint ventures that hold property in Southern California and $ 17.6 million for the partial redemption of a preferred equity investment in a joint venture that holds property in Northern California.

ESSEX PROPERTY TRUST, INC.

13 unchanged sentences

Brio 300 Walnut Creek, CA 93,602 16,885 151,741 4,423 16,885 156,164 173,049 ( 20,332 ) 2015 Jun-19 3-30

Form 15 242 San Diego, CA 40,865 24,510 72,221 12,459 25,540 83,650 109,190 ( 17,211 ) 2014 Mar-16 3-30

Fountain Park 705 Playa Vista, CA 82,577 25,073 94,980 44,493 25,203 139,343 164,546 ( 92,190 ) 2002 Feb-04 3-30

16 unchanged sentences

Alpine Village 301 Alpine, CA — 4,967 19,728 11,728 4,982 31,441 36,423 ( 21,352 ) 1971 Dec-02 3-30

Anavia 250 Anaheim, CA — 15,925 63,712 10,627 15,925 74,339 90,264 ( 28,240 ) 2009 Dec-10 3-30

Annaliese 56 Seattle, WA — 4,727 14,229 1,110 4,726 15,340 20,066 ( 5,346 ) 2009 Jan-13 3-30

8 unchanged sentences

Bel Air 462 San Ramon, CA — 12,105 18,252 48,315 12,682 65,990 78,672 ( 50,470 ) 1988 Jan-95 3-30

Belcarra 296 Bellevue, WA — 21,725 92,091 5,848 21,725 97,939 119,664 ( 30,235 ) 2009 Apr-14 5-30

Bella Villagio 231 San Jose, CA — 17,247 40,343 7,214 17,247 47,557 64,804 ( 20,346 ) 2004 Sep-10 3-30

ESSEX PROPERTY TRUST, INC.

10 unchanged sentences

depreciation construction acquired (years)

Belcarra 296 Bellevue, WA — 21,725 92,091 3,756 21,725 95,847 117,572 ( 26,579 ) 2009 Apr-14 5-30

Bella Villagio 231 San Jose, CA — 17,247 40,343 5,204 17,247 45,547 62,794 ( 18,493 ) 2004 Sep-10 3-30

BellCentre 249 Bellevue, WA — 16,197 67,207 7,137 16,197 74,344 90,541 ( 24,768 ) 2001 Apr-14 5-30

29 unchanged sentences

Connolly Station 309 Dublin, CA — 19,949 123,428 4,003 19,949 127,431 147,380 ( 13,666 ) 2014 Jan-20 3-30

Corbella at Juanita Bay 169 Kirkland, WA — 5,801 17,415 4,925 5,801 22,340 28,141 ( 10,276 ) 1978 Nov-10 3-30

ESSEX PROPERTY TRUST, INC.

10 unchanged sentences

depreciation construction acquired (years)

Corbella at Juanita Bay 169 Kirkland, WA — 5,801 17,415 4,364 5,801 21,779 27,580 ( 9,249 ) 1978 Nov-10 3-30

Cortesia 308 Rancho Santa Margarita, CA — 13,912 55,649 5,145 13,912 60,794 74,706 ( 19,483 ) 1999 Apr-14 5-30

22 unchanged sentences

Forest View 192 Renton, WA — 3,731 14,530 4,842 3,731 19,372 23,103 ( 12,291 ) 1998 Oct-03 3-30

Form 15 242 San Diego, CA — 24,510 72,221 13,697 25,540 84,888 110,428 ( 20,661 ) 2014 Mar-16 3-30

Foster's Landing 490 Foster City, CA — 61,714 144,000 15,419 61,714 159,419 221,133 ( 53,500 ) 1987 Apr-14 5-30

87 unchanged sentences

Regency at Encino 75 Encino, CA — 3,184 12,737 4,959 3,184 17,696 20,880 ( 9,169 ) 1989 Dec-09 3-30

Regency Palm Court 116 Los Angeles, CA — 7,763 28,019 1,138 7,763 29,157 36,920 ( 467 ) 1987 Jul-22 3-30

Renaissance at Uptown Orange 460 Orange, CA — 27,870 111,482 10,042 27,870 121,524 149,394 ( 39,208 ) 2007 Apr-14 5-30

21 unchanged sentences

depreciation construction acquired (years)

Station Park Green - Phases I, II, and III 492 San Mateo, CA — 54,782 314,694 11,710 54,782 326,404 381,186 ( 38,705 ) 2018 Mar-18 3-30

Station Park Green 599 San Mateo, CA — 54,782 314,694 110,657 67,204 412,929 480,133 ( 58,895 ) 2018 Mar-18 3-30

Stevenson Place 200 Fremont, CA — 996 5,582 15,544 1,001 21,121 22,122 ( 17,733 ) 1975 Apr-00 3-30

20 unchanged sentences

The Trails of Redmond 423 Redmond, WA — 21,930 87,720 8,769 21,930 96,489 118,419 ( 31,532 ) 1985 Apr-14 5-30

The Village at Toluca Lake 145 Burbank, CA — 14,634 48,297 1,028 14,634 49,325 63,959 ( 946 ) 1974 Nov-17 3-30

The Village at Toluca Lake 145 Burbank, CA — 14,634 48,297 1,354 14,634 49,651 64,285 ( 2,767 ) 1974 Jun-21 3-30

The Waterford 238 San Jose, CA — 11,808 24,500 18,880 15,165 40,023 55,188 ( 29,398 ) 2000 Jun-00 3-30

30 unchanged sentences

Wilshire Promenade 149 Fullerton, CA — 3,118 7,385 13,987 3,797 20,693 24,490 ( 15,554 ) 1992 Jan-97 3-30

Windsor Court 95 Los Angeles, CA 6,383 23,420 816 6,383 24,236 30,619 ( 389 ) 1987 Jul-22 3-30

Windsor Ridge 216 Sunnyvale, CA — 4,017 10,315 17,579 4,021 27,890 31,911 ( 26,204 ) 1989 Mar-89 3-30

15 unchanged sentences

(7) A portion of land is leased pursuant to a ground lease expiring in 2028.

(8) The land is leased pursuant to a ground lease expiring in 2028.

ESSEX PROPERTY TRUST, INC.

6 unchanged sentences

(Dollars in thousands)

(8) The land is leased pursuant to a ground lease expiring in 2028.

A summary of activity for rental properties and accumulated depreciation is as follows:

8 unchanged sentences

Articles of Amendment and Restatement of Essex Property Trust, Inc., attached as Exhibit 3.2 to the Company's Current Report on Form 8-K, filed May 23, 2016, and incorporated herein by reference.

Sixth Amended and Restated Bylaws of Essex Property Trust, Inc.

(as of February 21, 2017), attached as Exhibit 3.2 to the Company's Current Report on Form 8-K, filed February 27, 2017, and incorporated herein by reference.

First Amendment to Sixth Amended and Restated Bylaws of Essex Property Trust, Inc., dated February 20, 2018, attached as Exhibit 3.2 to the Company's Current Report on Form 8-K, filed February 21, 2018, and incorporated herein by reference.

Seventh Amended and Restated Bylaws of Essex Property Trust, Inc.

( effec tive as of December 8, 2022 ), attached as Exhibit 3.

1 to the Company's Current Report on Form 8-K, filed December 13, 2022 , and incorporated herein by reference.

Certificate of Limited Partnership of Essex Portfolio, L.P.

and amendments thereto.

and amendments thereto, attached as Exhibit 3.4 to the Company's Annual Report on Form 10-K, filed February 25, 2022, and incorporated herein by reference .

Indenture, dated April 15, 2013, among Essex Portfolio, L.P., Essex Property Trust, Inc., and U.S.

23 unchanged sentences

Bank National Association, as trustee, including the form of 2.550% Senior Notes due 2031 and the guarantee thereof, attached as Exhibit 4.1 to the Company's Current Report on Form 8-K filed June 1, 2021, and incorporated herein by reference.

Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, attached as Exhibit 4.14 to the Company’s Annual Report on Form 10-K, filed February 20, 2020, and incorporated herein by reference.

Description of Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

Agreement between Essex Property Trust, Inc.

2 unchanged sentences

Essex Property Trust, Inc.

Deferred Compensation Plan, As Amended and Restated As of January 1, 2021.

Deferred Compensation Plan, As Amended and Restated As of January 1, 2021 , attached as Exhib it 10.2 to the Company's Annual Report on Form 10-K, filed February 25, 2022, an d incorporated herein by reference.

Form of Indemnification Agreement between Essex Property Trust, Inc.

21 unchanged sentences

Forms of Essex Property Trust, Inc.

Long-Term Incentive Award Agreements pursuant to the 2018 Stock Award and Incentive Compensation Plan.*

Third Amended and Restated Revolving Credit Agreement, dated as of September 30, 2021, among Essex Portfolio, L.P., PNC Bank, National Association, as Administrative Agent and L/C Issuer and other lenders party thereto , attached as E xhibit 10.1 to the Compa ny's Quarterly Report on Form 10-Q for the quarter ended Sept ember 30, 2021, and incorporated herein by reference.

Long-Term Incentive Award Agreements pursuant to the 2018 Stock Award and Incentive Compensation Plan, attached as Exhibit 10.18 to the Company's Annual Report on Form 10-K, filed February 25, 2022, and incorporated herein by reference.*

Fourth Amended and Restated Revolving Credit Agreement, dated as of Ju ly 7, 2022, among Essex Portfolio, L.P., PNC Bank, National Association, as Administrative Agent and L/C Issuer and other lenders party thereto, attached as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 202 2 , and incorporated herein by reference.

Deferred Compensation Plan for Non-Employee Directors, attached as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed May 7, 2020 and incorporated herein by reference.*

Executive Transition Services Agreement, dated as of December 22, 2020, by and between Essex Property Trust, Inc.

and John Burkart, attached as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed December 29, 2020 and incorporated herein by reference.*

Executive Transition Services Agreement, dated as of October 3, 2022, by and between Essex Property Trust, Inc.

and Michael J.

Schall, attached as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed October 3, 2022 and incorporated herein by reference.*

List of Subsidiaries of Essex Property Trust, Inc.

28 unchanged sentences

/s/ BARBARA PAK

Executive Vice President, Chief Financial Officer

Executive Vice President and Chief Financial Officer

(Authorized Officer, Principal Financial Officer)

/s/ JOHN FARIAS

Senior Vice President, Chief Accounting Officer

Senior Vice President and Chief Accounting Officer

ESSEX PORTFOLIO, L.P.

1 unchanged sentence

/s/ BARBARA PAK

Executive Vice President, Chief Financial Officer

Executive Vice President and Chief Financial Officer

(Authorized Officer, Principal Financial Officer)

/s/ JOHN FARIAS

Senior Vice President, Chief Accounting Officer

Senior Vice President and Chief Accounting Officer

KNOWN ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Michael J.

11 unchanged sentences

Director February 23, 2023

/s/ ANGELA L.

Chief Operating Officer and Sr.

Executive Vice President, and Director February 23, 2023

/s/ THOMAS E.

4 unchanged sentences

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

What changed 10-K

Item 9A. Controls and Procedures