2 unchanged sentences
As of December 31, 2024, Essex carried out an evaluation, under the supervision and with the participation of management, including Essex’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of Essex’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act).
−Removed: Based upon that evaluation, Essex’s Chief Executive Officer and Chief Financial Officer concluded that as of December 31, 2023, Essex’s disclosure controls and procedures were effective to ensure that the information required to be disclosed by Essex in the reports that Essex files or submits under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and that such disclosure controls and procedures were also effective to ensure that information required to be disclosed in the reports that Essex files or submits under the Exchange Act is accumulated and communicated to Essex’s management, including Essex’s Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
+Added: Based upon that evaluation, Essex’s Chief Executive Officer and Chief Financial Officer concluded that as of December 31, 2024, Essex’s disclosure controls and procedures were effective at a reasonable assurance level to ensure that the information required to be disclosed by Essex in the reports that Essex files or submits under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such disclosure controls and procedures were also effective to ensure that information required to be disclosed in the reports that Essex files or submits under the Exchange Act is accumulated and communicated to Essex’s management, including Essex’s Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
There were no changes in Essex’s internal control over financial reporting, that occurred during the quarter ended December 31, 2024, that have materially affected, or are reasonably likely to materially affect, Essex’s internal control over financial reporting.
5 unchanged sentences
Essex’s independent registered public accounting firm, KPMG LLP, has issued an attestation report over Essex’s internal control over financial reporting, which is included herein.
+Added: Limitations on Effectiveness of Controls
+Added: In designing and evaluating the disclosure controls and procedures and internal control over financial reporting, Essex’s management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.
+Added: In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Essex Portfolio, L.P.
As of December 31, 2024, the Operating Partnership carried out an evaluation, under the supervision and with the participation of management, including Essex’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Operating Partnership’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act).
−Removed: Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that as of December 31, 2023, the Operating Partnership’s disclosure controls and procedures were effective to ensure that the information required to be disclosed by the Operating Partnership in the reports that the Operating Partnership files or submits under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and that such disclosure controls and procedures were also effective to ensure that information required to be disclosed in the reports that the Operating Partnership files or submits under the Exchange Act is accumulated and communicated to the Operating Partnership’s management, including Essex's Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
+Added: Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that as of December 31, 2024, the Operating Partnership’s disclosure controls and procedures were effective at a reasonable assurance level to ensure that the information required to be disclosed by the Operating Partnership in the reports that the Operating Partnership files or submits under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such disclosure controls and procedures were also effective to ensure that information required to be disclosed in the reports that the Operating Partnership files or submits under the Exchange Act is accumulated and communicated to the Operating Partnership’s management, including Essex’s Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
There were no changes in the Operating Partnership’s internal control over financial reporting, that occurred during the quarter ended December 31, 2024, that have materially affected, or are reasonably likely to materially affect, the Operating Partnership’s internal control over financial reporting.
4 unchanged sentences
The Operating Partnership’s management has concluded that, as of December 31, 2024, its internal control over financial reporting was effective based on these criteria.
+Added: Limitations on Effectiveness of Controls
+Added: In designing and evaluating the disclosure controls and procedures and internal control over financial reporting, the Operating Partnership’s management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.
+Added: In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Other Information
Securities Trading Plans of Directors and Executive Officers
−Removed: During the three months ended December 31, 2023, none of our officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non Rule 10b5-1 trading arrangement ."
−Removed: Severance Plan
−Removed: On February 21 2024, the Company’s Board adopted the Amended and Restated Essex Property Trust, Inc.
−Removed: Executive Severance Plan (the “Severance Plan”) replacing the existing severance plan dating from 2013.
−Removed: The Severance Plan provides for the payment of severance and other benefits to participants in the event of a qualifying termination of employment with the Company.
−Removed: Each of the Company’s executive officers is eligible to participate in the Severance Plan.
−Removed: Under the Severance Plan, in the event of a termination of employment by the Company without cause, outside of the change in control context, an executive will be eligible to receive a lump-sum cash payment equal to the sum of (i) a number of weeks’ base salary, determined based on the executive’s number of completed years of service at the time of termination, with a maximum of 52 weeks (or 24 months’ base salary for the Chief Executive Officer (“CEO”)), plus (ii) his or her pro-rated target annual bonus for the year of termination.
−Removed: In the event of a termination of employment by the Company in the change of control context, an executive will be eligible to receive:
−Removed: (i) a lump-sum cash payment equal to 24 months’ base salary (36 months’ base salary for the CEO), plus two-times (three-times for the CEO) his or her target annual bonus for the year of termination;
−Removed: plus (ii) accelerated vesting of each outstanding equity award held by the executive as of his or her termination date (except for performance-vesting awards granted prior to the change in control, which will continue to be governed by the terms of the applicable award agreement);
−Removed: plus (iii) the extension of other in-place benefits as set forth in the Severance Plan.
−Removed: An executive’s right to receive the severance payments and benefits described above is subject to his or her delivery and non-revocation of a general release of claims in favor of the Company, and his or her continued compliance with any applicable restrictive covenants.
+Added: Except as described below, during the three months ended December 31, 2024, none of our officers or directors adopted, modified or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non Rule 10b5-1 trading arrangement .”
+Added: On November 18, 2024 , Amal Johnson , a director , modified a previously adopted “Rule 10b5-1 trading arrangement”, as such item is defined in Item 408(a) of Regulation S-K, that provides for the potential exercise of stock options and associated sale of up to 15,258 shares of common stock.
+Added: The plan had an initial adoption date of February 8, 2024 and will expire on November 20, 2026 , subject to early termination for certain specified events as set forth in the plan.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
2 unchanged sentences
The information required by this Item is incorporated herein by reference from our Proxy Statement, relating to our 2025 Annual Meeting of Stockholders, under the heading “Board and Corporate Governance Matters,” to be filed with the SEC within 120 days of December 31, 2024.
+Added: The Company has insider trading policies and procedures that govern the purchase, sale and other dispositions of its securities by directors, officers and employees.
+Added: We believe these policies and procedures are reasonably designed to promote compliance with insider trading laws, rules and regulations and applicable listing standards.
+Added: A copy of our insider trading policy is filed with this Annual Report on Form 10-K as Exhibit 19.1.
Executive Compensation
−Removed: The information required by this Item is incorporated herein by reference from our Proxy Statement, relating to our 2024 Annual Meeting of Stockholders, under the headings "Executive Compensation" and "Director Compensation," to be filed with the SEC within 120 days of December 31, 2023.
+Added: The information required by this Item is incorporated herein by reference from our Proxy Statement, relating to our 2025 Annual Meeting of Stockholders, under the headings “Named Executive Officer Compensation” and “Director Compensation,” to be filed with the SEC within 120 days of December 31, 2024.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
1 unchanged sentence
Certain Relationships and Related Transactions and Director Independence
−Removed: The information required by this Item is incorporated herein by reference from our Proxy Statement, relating to our 2024 Annual Meeting of Stockholders, under the heading "Certain Relationships and Related Persons Transactions," to be filed with the SEC within 120 days of December 31, 2023.
+Added: The information required by this Item is incorporated herein by reference from our Proxy Statement, relating to our 2025 Annual Meeting of Stockholders, under the heading “Certain Relationships and Related Person Transactions,” to be filed with the SEC within 120 days of December 31, 2024.
Principal Accounting Fees and Services
56 unchanged sentences
The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
−Removed: Evaluation of events or changes in circumstances that indicate rental properties may be impaired
−Removed: As discussed in Note 2(d) 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 be impaired.
+Added: Evaluation of events or changes in circumstances that indicate rental properties may not be recoverable
+Added: As discussed in Note 2(d) 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 value of any of the rental properties may not be recoverable.
+Added: The evaluation of impairment indicators includes an assessment of the Company’s ability to hold and its intent with regard to each asset, and each property’s remaining useful life.
As of December 31, 2024, the Company had $11.4 billion in rental properties.
−Removed: We identified the evaluation of events or changes in circumstances that indicate rental properties may be impaired as a critical audit matter.
−Removed: Specifically, subjective auditor judgment was required to evaluate the length of the period the Company expects to receive cash flows from the rental property.
−Removed: Changes to shorten the period the Company expects to receive cash flows from the rental property could indicate a potential impairment.
+Added: We identified the assessment of events or changes in circumstances that indicate the carrying value of rental properties may not be recoverable as a critical audit matter.
+Added: Specifically, subjective auditor judgment was required to evaluate the Company’s estimated holding period of rental properties.
+Added: Changes to shorten the holding period the Company expects to receive cash flows from rental properties could have had a significant impact on the determination of impairment indicators.
The following are the primary procedures we performed to address this critical audit matter.
−Removed: We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s process to evaluate events or changes in circumstances that would indicate rental properties may be impaired.
−Removed: This included controls related to the process for determining the length of the period the Company expects to receive cash flows from the rental property.
−Removed: 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.
+Added: We evaluated the design and tested the operating effectiveness of the internal control over the Company’s process to estimate the holding period for rental properties.
+Added: We assessed management’s assumptions and the likelihood that a rental property will be sold significantly before the end of its previously estimated useful life or holding period.
+Added: We assessed the Company’s intent and ability to hold each rental property by examining documents to assess the Company’s plans, if any, to dispose of individual rental properties significantly before the end of its previously estimated useful life or holding period.
+Added: We inquired of Company officials and obtained written representations regarding the status of potential plans, if any, to dispose of individual rental properties, and discussed the Company’s plans with others in the organization who are responsible for, and have the authority over, potential disposition activities.
We have served as the Company’s auditor since 1994.
54 unchanged sentences
The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
−Removed: Evaluation of events or changes in circumstances that indicate rental properties may be impaired
−Removed: As discussed in Note 2(d) 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 be impaired.
+Added: Evaluation of events or changes in circumstances that indicate rental properties may not be recoverable
+Added: As discussed in Note 2(d) 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 value of any of the rental properties may not be recoverable.
+Added: The evaluation of impairment indicators includes an assessment of the Operating Partnership’s ability to hold and its intent with regard to each asset, and each property’s remaining useful life.
As of December 31, 2024, the Operating Partnership had $11.4 billion in rental properties.
−Removed: We identified the evaluation of events or changes in circumstances that indicate rental properties may be impaired as a critical audit matter.
−Removed: 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.
−Removed: Changes to shorten the period the Operating Partnership expects to receive cash flows from the rental property could indicate a potential impairment.
+Added: We identified the assessment of events or changes in circumstances that indicate the carrying value of rental properties may not be recoverable as a critical audit matter.
+Added: Specifically, subjective auditor judgment was required to evaluate the Operating Partnership’s estimated holding period of rental properties.
+Added: Changes to shorten the holding period the Operating Partnership expects to receive cash flows from rental properties could have had a significant impact on the determination of impairment indicators.
The following are the primary procedures we performed to address this critical audit matter.
−Removed: We evaluated the design and tested the operating effectiveness of certain internal controls related to the Operating Partnership’s process to evaluate events or changes in circumstances that would indicate rental properties may be impaired.
−Removed: This included controls related to the process for determining the length of the period the Operating Partnership expects to receive cash flows from the rental property.
−Removed: 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.
+Added: We evaluated the design and tested the operating effectiveness of the internal control over the Operating Partnership’s process to estimate the holding period for rental properties.
+Added: We assessed management’s assumptions and the likelihood that a rental property will be sold significantly before the end of its previously estimated useful life or holding period.
+Added: We assessed the Operating Partnership’s intent and ability to hold each rental property by examining documents to assess the Operating Partnership’s plans, if any, to dispose of individual rental properties significantly before the end of its previously estimated useful life or holding period.
+Added: We inquired of Operating Partnership officials and obtained written representations regarding the status of potential plans, if any, to dispose of individual rental properties, and discussed the Operating Partnership’s plans with others in the organization who are responsible for, and have the authority over, potential disposition activities.
We have served as the Operating Partnership’s auditor since 2013.
5 unchanged sentences
December 31, 2024 and 2023
−Removed: (Dollars in thousands, except share amounts)
+Added: (In thousands, except parenthetical and share amounts)
+Added: Real estate investments:
Rental properties:
9 unchanged sentences
Cash and cash equivalents-restricted 9,051 8,585
−Removed: Marketable securities, net of allowance for credit losses of zero as of both December 31, 2023 and December 31, 2022
−Removed: 87,795 112,743
−Removed: Notes and other receivables, net of allowance for credit losses of $ 0.7 million and $ 0.3 million as of December 31, 2023 and December 31, 2022 (includes related party receivables of $ 6.1 million and $ 7.0 million as of December 31, 2023 and December 31, 2022, respectively)
+Added: Marketable securities 69,794 87,795
+Added: Notes and other receivables, net of allowance for credit losses of $ 0.5 million and $ 0.7 million as of December 31, 2024 and December 31, 2023, respectively
206,706 174,621
13 unchanged sentences
Total liabilities 7,176,120 6,735,244
−Removed: Commitments and contingencies
+Added: Commitments and contingencies (Note 17)
Redeemable noncontrolling interest 30,849 32,205
14 unchanged sentences
Years ended December 31, 2024, 2023 and 2022
−Removed: (Dollars in thousands, except per share and share amounts)
+Added: (In thousands, except share and per share amounts)
2024 2023 2022
16 unchanged sentences
Equity income from co-investments 48,206 10,561 26,030
−Removed: Tax (expense) benefit on unconsolidated co-investments ( 697 ) 10,236 ( 15,668 )
+Added: Tax benefit (expense) on unconsolidated co-investments 929 ( 697 ) 10,236
Loss on early retirement of debt, net — — ( 2 )
−Removed: Gain on remeasurement of co-investment — 17,423 2,260
+Added: Gain on remeasurement of co-investments 210,555 — 17,423
Net income 811,306 430,708 432,985
11 unchanged sentences
Years ended December 31, 2024, 2023 and 2022
−Removed: (Dollars in thousands)
+Added: (In thousands)
2024 2023 2022
Net income $ 811,306 $ 430,708 $ 432,985
−Removed: Other comprehensive income (loss):
+Added: Other comprehensive (loss) income:
Change in fair value of derivatives and amortization of swap settlements ( 9,217 ) ( 13,364 ) 54,158
10 unchanged sentences
Years ended December 31, 2024, 2023 and 2022
−Removed: (Dollars and shares in thousands)
+Added: (In thousands, except per share amounts)
Common stock Additional
7 unchanged sentences
Net income — — — 408,315 — 24,670 432,985
+Added: 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
13 unchanged sentences
Net income — — — 405,825 — 24,883 430,708
−Removed: 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 — — — — ( 12,910 ) ( 454 ) ( 13,364 )
−Removed: Change in fair value of marketable debt securities, net — — — — 224 9 233
Issuance of common stock under:
4 unchanged sentences
Changes in the redemption value of redeemable noncontrolling interest — — ( 5,150 ) — — 95 ( 5,055 )
−Removed: Contributions from noncontrolling interest — — — — — 125 125
Distributions to noncontrolling interest — — — — — ( 31,939 ) ( 31,939 )
9 unchanged sentences
Equity based compensation costs — — 7,408 — — 263 7,671
−Removed: Retirement of common stock, net ( 437 ) — ( 95,657 ) — — — ( 95,657 )
Changes in the redemption value of redeemable noncontrolling interest — — 373 — — 462 835
+Added: Issuance of OP units to noncontrolling interest — — — — — 24,930 24,930
Distributions to noncontrolling interest — — — — — ( 81,812 ) ( 81,812 )
8 unchanged sentences
Years ended December 31, 2024, 2023 and 2022
−Removed: (Dollars in thousands)
+Added: (In thousands)
2024 2023 2022
15 unchanged sentences
Loss on early retirement of debt, net — — 2
−Removed: Gain on remeasurement of co-investment — ( 17,423 ) ( 2,260 )
+Added: Gain on remeasurement of co-investments
+Added: ( 210,555 ) — ( 17,423 )
Changes in operating assets and liabilities:
26 unchanged sentences
Additions to deferred charges ( 9,568 ) ( 1,736 ) ( 2,638 )
−Removed: Payments related to debt prepayment penalties — — ( 18,342 )
Net proceeds from issuance of common stock ( 296 ) ( 347 ) ( 314 )
8 unchanged sentences
Net increase (decrease) in unrestricted and restricted cash and cash equivalents ( 324,488 ) 357,653 ( 15,957 )
−Removed: Unrestricted and restricted cash and cash equivalents at beginning of period 42,681 58,638 84,041
−Removed: Unrestricted and restricted cash and cash equivalents at end of period $ 400,334 $ 42,681 $ 58,638
+Added: Unrestricted and restricted cash and cash equivalents at beginning of year 400,334 42,681 58,638
+Added: Unrestricted and restricted cash and cash equivalents at end of year $ 75,846 $ 400,334 $ 42,681
Supplemental disclosure of cash flow information:
4 unchanged sentences
Supplemental disclosure of noncash investing and financing activities:
+Added: Issuance of Operating Partnership units in connection with acquisition $ 24,930 $ — $ —
+Added: Redemption of preferred equity investments upon acquisition of co-investments $ 44,670 $ — $ —
Transfers between real estate under development and rental properties, net $ 514 $ 1,497 $ 100,737
2 unchanged sentences
Debt assumed in connection with acquisition $ 95,000 $ — $ 21,303
+Added: Debt financed by seller in connection with acquisition $ 11,000 $ — $ —
See accompanying notes to consolidated financial statements
3 unchanged sentences
December 31, 2024 and 2023
−Removed: (Dollars in thousands, except per unit amounts)
+Added: (In thousands, except parenthetical and unit amounts)
+Added: Real estate investments:
Rental properties:
9 unchanged sentences
Cash and cash equivalents-restricted 9,051 8,585
−Removed: Marketable securities, net of allowance for credit losses of zero as of both December 31, 2023 and December 31, 2022
−Removed: 87,795 112,743
−Removed: Notes and other receivables, net of allowance for credit losses of $ 0.7 million and $ 0.3 million as of December 31, 2023 and December 31, 2022 (includes related party receivables of $ 6.1 million and $ 7.0 million as of December 31, 2023 and December 31, 2022, respectively)
+Added: Marketable securities 69,794 87,795
+Added: Notes and other receivables, net of allowance for credit losses of $ 0.5 million and $ 0.7 million as of December 31, 2024 and December 31, 2023, respectively
206,706 174,621
13 unchanged sentences
Total liabilities 7,176,120 6,735,244
−Removed: Commitments and contingencies
+Added: Commitments and contingencies (Note 17)
Redeemable noncontrolling interest 30,849 32,205
16 unchanged sentences
Years ended December 31, 2024, 2023 and 2022
−Removed: (Dollars in thousands, except per unit and unit amounts)
+Added: (In thousands, except unit and per unit amounts)
2024 2023 2022
16 unchanged sentences
Equity income from co-investments 48,206 10,561 26,030
−Removed: Tax (expense) benefit on unconsolidated co-investments ( 697 ) 10,236 ( 15,668 )
+Added: Tax benefit (expense) on unconsolidated co-investments 929 ( 697 ) 10,236
Loss on early retirement of debt, net — — ( 2 )
−Removed: Gain on remeasurement of co-investment — 17,423 2,260
+Added: Gain on remeasurement of co-investments 210,555 — 17,423
Net income 811,306 430,708 432,985
11 unchanged sentences
Years Ended December 31, 2024, 2023 and 2022
−Removed: (Dollars in thousands)
+Added: (In thousands)
2024 2023 2022
Net income $ 811,306 $ 430,708 $ 432,985
−Removed: Other comprehensive income (loss):
+Added: Other comprehensive (loss) income:
Change in fair value of derivatives and amortization of swap settlements ( 9,217 ) ( 13,364 ) 54,158
10 unchanged sentences
Years ended December 31, 2024, 2023 and 2022
−Removed: (Dollars and units in thousands)
+Added: (In thousands, except per unit amounts)
comprehensive
6 unchanged sentences
Net income — 408,315 — 14,297 — 10,373 432,985
+Added: Reversal of unrealized gains upon the sale of marketable
+Added: debt securities — — — — ( 577 ) — ( 577 )
Change in fair value of derivatives and amortization of swap settlements — — — — 54,158 — 54,158
13 unchanged sentences
Net income — 405,825 — 14,284 — 10,599 430,708
−Removed: Reversal of unrealized gains upon the sale of marketable
−Removed: debt securities — — — — ( 577 ) — ( 577 )
Change in fair value of derivatives and amortization of swap settlements — — — — ( 13,364 ) — ( 13,364 )
−Removed: Change in fair value of marketable debt securities, net — — — — 233 — 233
Issuance of common stock under:
3 unchanged sentences
Retirement of common units, net ( 437 ) ( 95,657 ) — — — — ( 95,657 )
−Removed: Changes in redemption value of redeemable noncontrolling interest — 6,230 — 386 — 422 7,038
−Removed: Contributions from noncontrolling interest — — — — — 125 125
+Added: Changes in the redemption value of redeemable noncontrolling interest — ( 5,150 ) — 75 — 20 ( 5,055 )
Distributions to noncontrolling interest — — — — — ( 11,060 ) ( 11,060 )
9 unchanged sentences
Equity based compensation costs — 7,408 — 263 — — 7,671
−Removed: Retirement of common units, net ( 437 ) ( 95,657 ) — — — — ( 95,657 )
−Removed: Changes in redemption value of redeemable noncontrolling interest — ( 5,150 ) — 75 — 20 ( 5,055 )
+Added: Changes in the redemption value of redeemable noncontrolling interest — 373 — 99 — 363 835
+Added: Issuance of OP units to noncontrolling interest — — 82 24,930 — — 24,930
Distributions to noncontrolling interest — — — — — ( 59,317 ) ( 59,317 )
8 unchanged sentences
Years ended December 31, 2024, 2023 and 2022
−Removed: (Dollars in thousands)
+Added: (In thousands)
2024 2023 2022
15 unchanged sentences
Loss on early retirement of debt, net — — 2
−Removed: Gain on remeasurement of co-investment — ( 17,423 ) ( 2,260 )
+Added: Gain on remeasurement of co-investments ( 210,555 ) — ( 17,423 )
Changes in operating assets and liabilities:
26 unchanged sentences
Additions to deferred charges ( 9,568 ) ( 1,736 ) ( 2,638 )
−Removed: Payments related to debt prepayment penalties — — ( 18,342 )
Net proceeds from issuance of common units ( 296 ) ( 347 ) ( 314 )
8 unchanged sentences
Net increase (decrease) in unrestricted and restricted cash and cash equivalents ( 324,488 ) 357,653 ( 15,957 )
−Removed: Unrestricted and restricted cash and cash equivalents at beginning of period 42,681 58,638 84,041
−Removed: Unrestricted and restricted cash and cash equivalents at end of period $ 400,334 $ 42,681 $ 58,638
+Added: Unrestricted and restricted cash and cash equivalents at beginning of year 400,334 42,681 58,638
+Added: Unrestricted and restricted cash and cash equivalents at end of year $ 75,846 $ 400,334 $ 42,681
Supplemental disclosure of cash flow information:
4 unchanged sentences
Supplemental disclosure of noncash investing and financing activities:
+Added: Issuance of Operating Partnership units in connection with acquisition $ 24,930 $ — $ —
+Added: Redemption of preferred equity investments upon acquisition of co-investments $ 44,670 $ — $ —
Transfers between real estate under development and rental properties, net $ 514 $ 1,497 $ 100,737
2 unchanged sentences
Debt assumed in connection with acquisition $ 95,000 $ — $ 21,303
+Added: Debt financed by seller in connection with acquisition $ 11,000 $ — $ —
See accompanying notes to consolidated financial statements
12 unchanged sentences
The limited partners may convert their Operating Partnership units into an equivalent number of shares of Essex common stock.
−Removed: Total Operating Partnership limited partnership units ("OP Units," and the holders of such OP Units, "Unitholders") outstanding were 2,258,812 and 2,272,496 as of December 31, 2023 and 2022, respectively, and the redemption value of the units, based on the closing price of the Company’s common stock, totaled approximately $ 560.0 million and $ 481.6 million, as of December 31, 2023 and 2022, respectively.
+Added: Total Operating Partnership limited partnership units (“OP Units,” and the holders of such OP Units, “Unitholders”) outstanding were 2,331,251 and 2,258,812 as of December 31, 2024 and 2023, respectively, and the redemption value of the OP Units, based on the closing price of the Company’s common stock, totaled $ 665.4 million and $ 560.0 million, as of December 31, 2024 and 2023, respectively.
The Company has reserved shares of common stock for such conversions.
−Removed: As of December 31, 2023, the Company owned or had ownership interests in 252 operating apartment communities, comprising 61,997 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.
+Added: As of December 31, 2024, the Company owned or had ownership interests in 255 operating apartment communities, comprising 62,157 apartment homes, excluding the Company’s ownership interests in preferred equity co-investments, loan investments, and two operating commercial buildings.
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.
10 unchanged sentences
In the opinion of management, all adjustments necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been included and are normal and recurring in nature.
−Removed: All significant inter-company accounts and transactions have been eliminated.
−Removed: Noncontrolling interest includes the 3.4 % limited partner interests in the Operating Partnership not held by the Company at both December 31, 2023 and 2022.
−Removed: These percentages include the Operating Partnership’s vested long-term incentive plan units (see Note 14).
−Removed: (b) Recent Accounting Pronouncements
+Added: All significant intercompany accounts and transactions have been eliminated in the consolidated financial statements.
+Added: Noncontrolling interest includes the 3.5 % and 3.4 % limited partner interests in the Operating Partnership not held by the Company as of December 31, 2024 and 2023, respectively.
+Added: These percentages include the Operating Partnership’s vested long-term incentive plan units (see Note 14, Equity Based Compensation Plans).
+Added: (b) Recently Adopted Accounting Pronouncements
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.
1 unchanged sentence
Improvements to Reportable Segment Disclosures.” Among other new disclosure requirements, ASU 2023-07 requires companies to disclose significant segment expenses that are regularly provided to the chief operating decision maker.
−Removed: ASU 2023-07 will be effective for the Company's 2024 annual reporting.
−Removed: ASU 2023-07 must be applied retrospectively to all prior periods presented in the financial statements.
−Removed: The Company does not expect the adoption to have a material impact on its consolidated results of operations and financial position.
+Added: The Company adopted ASU 2023-07 effective January 1, 2024 using retrospective approach.
+Added: The adoption of this guidance did not have a material impact on its consolidated financial statements and financial position.
+Added: (c) Recent Accounting Pronouncements
+Added: In November 2024, the FASB issued ASU No.
+Added: 2024-03 “Income Statement —Reporting Comprehensive Income —Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: Disaggregation of Income Statement Expenses”, and in January 2025, the FASB issued ASU No.
+Added: 2025-01 “Income Statement —Reporting Comprehensive Income —Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: Clarifying the Effective Date.” ASU 2024-03 requires disaggregated information for specified categories of expenses, including inventory purchases, employee compensation, depreciation, amortization, and depletion, to be presented in certain expense captions on the face of the income statement.
+Added: ASU 2024-03, as clarified by ASU 2025-01, is effective for annual periods beginning January 1, 2027 and interim periods beginning January 1, 2028.
+Added: Early adoption is permitted.
+Added: The new standards may be applied either prospectively, to financial statements issued after the effective date, or retrospectively, to all prior periods presented.
+Added: The Company is currently evaluating the impact of this standard on its consolidated results of operations and financial position.
In August 2023, the FASB issued ASU No.
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The Company does not expect the adoption to have a material impact on its consolidated results of operations and financial position.
−Removed: (c) Real Estate Rental Properties
+Added: (d) Real Estate Rental Properties
Significant expenditures, which improve or extend the life of an asset and have a useful life of greater than one year , are capitalized.
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Expenditures for maintenance and repairs are charged to expense as incurred.
+Added: ESSEX PROPERTY TRUST, INC.
+Added: AND SUBSIDIARIES
+Added: ESSEX PORTFOLIO, L.P.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2024, 2023, and 2022
The depreciable life of various categories of fixed assets is as follows:
9 unchanged sentences
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.
−Removed: In making estimates of relative fair values for purposes of allocating purchase price, the Company utilizes a number of sources, including independent land and
−Removed: ESSEX PROPERTY TRUST, INC.
−Removed: AND SUBSIDIARIES
−Removed: ESSEX PORTFOLIO, L.P.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: December 31, 2023, 2022, and 2021
−Removed: building appraisals which consider comparable market transactions, its own analysis of recently acquired or developed comparable properties in our portfolio for land comparables and building replacement costs, and other publicly available market data.
+Added: In making estimates of relative fair values for purposes of allocating purchase price, the Company utilizes a number of sources, including independent land and building appraisals which consider comparable market transactions, its own analysis of recently acquired or developed comparable properties in our portfolio for land comparables and building replacement costs, and other publicly available market data.
In calculating the fair value of identified intangible assets of an acquired property, the in-place leases are valued based on in-place rent rates and amortized over the average remaining term of all acquired leases.
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The value of acquired in-place leases are amortized to expense over the average remaining term of the leases acquired.
−Removed: The net carrying value of acquired in-place leases is $ 6.1 million and $ 7.4 million as of December 31, 2023 and 2022, respectively, and are included in prepaid expenses and other assets on the Company's consolidated balance sheets.
+Added: The net carrying value of acquired in-place leases was $ 7.7 million and $ 6.1 million as of December 31, 2024 and 2023, respectively, and are included in prepaid expenses and other assets on the Company’s consolidated balance sheets.
The Company periodically assesses the carrying value of its consolidated real estate investments for indicators of impairment.
The judgments regarding the existence of impairment indicators are based on monitoring investment market conditions and performance compared to budget for operating properties including the net operating income for the most recent 12 month period, monitoring estimated costs for properties under development, the Company’s ability to hold and its intent with regard to each asset, and each property’s remaining useful life.
−Removed: Whenever events or changes in circumstances indicate that the carrying amount of a property held for investment may not be fully recoverable, the carrying amount is evaluated.
+Added: Whenever events or changes in circumstances indicate that the carrying amount of a property held for investment may not be recoverable, the carrying amount is evaluated.
If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount (including intangible assets) of a property held for investment, then the Company will recognize an impairment loss equal to the excess of the carrying amount over the fair value of the property.
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Evaluating solicited or unsolicited offers generally does not cause properties to be classified as held for sale.
−Removed: (d) Co-investments
+Added: (e) Co-investments
The Company owns investments in joint ventures in which it has significant influence, but its ownership interest does not meet the criteria for consolidation in accordance with U.S.
−Removed: Therefore, the Company accounts for co-investments using the equity method of accounting.
−Removed: Under the equity method of accounting, the investment is carried at the cost of assets contributed, plus the Company’s equity in earnings less distributions received and the Company’s share of losses.
−Removed: The significant accounting policies of the Company’s co-investment entities are consistent with those of the Company in all material respects.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: Any promote fees are reflected in equity income from co-investments.
−Removed: 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.
+Added: Therefore, the Company accounts for co-investments using the
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: (e) Revenues and Gains on Sale of Real Estate and Land
+Added: equity method of accounting.
+Added: Under the equity method of accounting, the investment is carried at the cost of assets contributed, plus the Company’s equity in earnings, less distributions received and the Company’s share of losses.
+Added: The significant accounting policies of the Company’s co-investment entities are consistent with those of the Company in all material respects.
+Added: 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 co-investment exceeds the Company’s carrying value of the co-investment.
+Added: 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.
+Added: 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.
+Added: Any promote fees are reflected in equity income from co-investments.
+Added: 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.
+Added: (f) Revenues and Gains on Sale of Real Estate and Land
Revenues from tenants renting or leasing apartment homes are recorded when due from tenants and are recognized monthly as they are earned, which generally approximates a straight-line basis, else, adjustments are made to conform to a straight-line basis.
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The Company recognizes any gains on sales of real estate when it transfers control of a property and when it is probable that the Company will collect substantially all of the related consideration.
−Removed: (f) Cash, Cash Equivalents and Restricted Cash
−Removed: Highly liquid investments, including certificates of deposits, generally with original maturities of three months or less when purchased are classified as cash equivalents.
+Added: (g) Cash, Cash Equivalents and Restricted Cash
+Added: Highly liquid investments generally with original maturities of three months or less when purchased are classified as cash equivalents.
Restricted cash balances relate primarily to reserve requirements for capital replacement at certain communities in connection with the Company’s mortgage debt.
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Total unrestricted and restricted cash and cash equivalents shown in the consolidated statements of cash flows $ 75,846 $ 400,334 $ 42,681
−Removed: (g) Marketable Securities
−Removed: 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 and Level 2 for the unsecured debt, as defined by the FASB standard for fair value measurements as discussed later in Note 2).
−Removed: As of December 31, 2023 and 2022, $ 0.1 million and $ 0.2 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.
−Removed: Any realized and unrealized gains and losses in equity securities and interest income are included in interest and other income on the consolidated statements of income.
−Removed: There were no other than temporary impairment charges for the years ended December 31, 2023, 2022, and 2021.
−Removed: As of December 31, 2023 and 2022, equity securities consisted primarily of investment funds-debt securities, common stock, preferred stock and stock funds.
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: As of December 31, 2023 and 2022, marketable securities consist of the following ($ in thousands):
+Added: (h) Marketable Securities
+Added: The Company reports its available for sale equity securities at fair value, based on quoted market prices (Level 1 for the common stock and investment funds and Level 2 for the unsecured debt, as defined by the FASB standard for fair value measurements).
+Added: As of both December 31, 2024 and 2023, less than $ 0.1 million of equity securities presented within common stock, preferred stock, and stock funds in the tables below represented investments measured at fair value, using net asset value as a practical expedient, and were not categorized in the fair value hierarchy.
+Added: Any realized and unrealized gains and losses in equity securities and interest income are included in interest and other income in the consolidated statements of income.
+Added: There were no other-than-temporary impairment charges for the years ended December 31, 2024, 2023 and 2022.
+Added: As of December 31, 2024 and 2023, equity securities consisted primarily of investment funds-debt securities, common stock, preferred stock and stock funds.
+Added: As of December 31, 2024 and 2023, marketable securities consisted of the following ($ in thousands):
December 31, 2024
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December 31, 2023
−Removed: Unrealized Loss Carrying
+Added: Unrealized Gain (Loss) Carrying
Equity securities:
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Total - Marketable securities $ 77,788 $ 10,007 $ 87,795
−Removed: (h) Notes Receivable
+Added: (i) Notes Receivable
Notes receivable relate to real estate financing arrangements including mezzanine and bridge loans.
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All cash receipts on impaired notes are applied to reduce the principal amount of such notes until the principal has been recovered and, thereafter, are recognized as interest income.
−Removed: As of December 31, 2023 and 2022, no notes were impaired.
In the normal course of business, the Company originates and holds two types of loans:
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current financial information, credit documentation, public information, and previous experience with the borrower.
−Removed: The Company initially analyzes each mezzanine loan individually to classify the credit risk of the loan.
−Removed: 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.
−Removed: 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.
−Removed: As the Company is a partner in the joint ventures that are borrowing such funds and has performed a detailed review of each community as part of the acquisition process, there is little to no credit risk associated with such loans.
−Removed: As such, the Company does not review credit quality indicators for bridge loans on an ongoing basis.
+Added: The Company initially analyzes each mezzanine loan individually to classify the
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
+Added: credit risk of the loan.
+Added: 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.
+Added: 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.
+Added: As the Company is a partner in the joint ventures that are borrowing such funds and has performed a detailed review of each community as part of the acquisition process, there is little to no credit risk associated with such loans.
+Added: As such, the Company does not review credit quality indicators for bridge loans on an ongoing basis.
The Company estimates the allowance for credit losses for each loan type using relevant available information from internal and external sources, relating to past events, current conditions, and reasonable forecasts.
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For example, in the case of mezzanine loans, adjustments may be made due to differences in track record and experience of the mezzanine loan sponsor as well as the percent of equity that the sponsor has contributed to the project.
−Removed: (i) Capitalization Policy
+Added: (j) Capitalization Policy
The Company capitalizes all direct and certain indirect costs, including interest, employee compensation costs, real estate taxes and insurance, incurred during development and redevelopment activities.
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The amounts capitalized are immaterial for all periods presented.
−Removed: (j) Fair Value of Financial Instruments
+Added: (k) Fair Value of Financial Instruments
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.
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The Company uses Level 1 inputs for the fair values of its cash equivalents and its marketable securities.
−Removed: The Company uses Level 2 inputs for its notes receivable, notes payable, and derivative assets/liabilities.
+Added: The Company uses Level 2 inputs for its notes receivable, notes payable, and derivative balances.
These inputs include interest rates for similar financial instruments.
−Removed: The Company’s valuation methodology for derivatives is described in Note 9.
+Added: The Company’s valuation methodology for derivatives is described in Note 9, Derivative Instruments and Hedging Activities.
The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability.
Management estimates 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, 2024 and 2023, because interest rates, yields, and other terms for these instruments are consistent with interest rates, yields, and other terms currently available for similar instruments.
−Removed: Management has estimated that the fair value of fixed rate debt with a carrying value of $ 5.7 billion at both December 31, 2023 and 2022, to be $ 5.3 billion and $ 5.2 billion at December 31, 2023 and 2022, respectively.
−Removed: Management has estimated the fair value of the Company’s $ 520.0 million and $ 274.2 million of variable rate debt at December 31, 2023 and 2022, respectively, to be $ 519.0 million and $ 273.2 million at December 31, 2023 and 2022, respectively, based on the terms of existing mortgage notes payable, unsecured debt, and variable rate demand notes compared to those available in the marketplace.
−Removed: Management estimates that the carrying amounts of cash and cash equivalents, restricted cash, accounts payable and accrued liabilities, construction payables, other liabilities and dividends payable approximate fair value as of December 31, 2023 and 2022 due to the short-term maturity of these instruments.
−Removed: Marketable securities are carried at fair value as of December 31, 2023 and 2022.
−Removed: (k) Interest Rate Protection, Swap, and Forward Contracts
−Removed: The Company uses interest rate swaps, interest rate caps, and total return swap contracts to manage interest rate risks.
−Removed: The Company’s objective in using derivatives is to add stability to interest expense and to manage its exposure to interest rate movements or other identified risks.
−Removed: To accomplish this objective, the Company uses interest rate swaps as part of its cash flow hedging strategy.
−Removed: The Company records all derivatives on its consolidated balance sheets at fair value.
−Removed: The accounting for changes in the fair value of derivatives depends on the intended use of the derivative and the resulting designation.
−Removed: Derivatives used to hedge the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest
+Added: Management has estimated that the fair value of the Company’s fixed rate debt with a carrying value of $ 5.8 billion and $ 5.7 billion as of December 31, 2024 and 2023, respectively, was approximately $ 5.5 billion and $ 5.3 billion, respectively.
+Added: Management has estimated that the fair value of the Company’s $ 752.3 million and $ 520.0 million of variable rate debt as of December 31, 2024 and 2023, respectively, was approximately $ 749.4 million and $ 519.0 million, respectively, based on the terms of existing mortgage notes payable, unsecured debt, and lines of credit compared to those available in the marketplace.
+Added: Management estimates that the carrying amounts of cash and cash equivalents, restricted cash, accounts payable and accrued liabilities,
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: rate risk, are considered fair value hedges.
+Added: construction payables, other liabilities and dividends payable approximate fair value as of December 31, 2024 and 2023 due to the short-term maturity of these instruments.
+Added: Marketable securities are carried at fair value as of December 31, 2024 and 2023.
+Added: (l) Interest Rate Protection, Swap, and Forward Contracts
+Added: The Company uses interest rate swaps, interest rate caps, and total return swap contracts to manage interest rate risks.
+Added: The Company’s objective in using derivatives is to add stability to interest expense and to manage its exposure to interest rate movements or other identified risks.
+Added: To accomplish this objective, the Company uses interest rate swaps as part of its cash flow hedging strategy.
+Added: The Company records all derivatives on its consolidated balance sheets at fair value.
+Added: The accounting for changes in the fair value of derivatives depends on the intended use of the derivative and the resulting designation.
+Added: Derivatives used to hedge the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges.
Derivatives used to hedge the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges.
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For derivatives not designated for accounting purposes as cash flow hedges, changes in fair value are recognized in earnings.
−Removed: All of the Company’s interest rate swaps are considered cash flow hedges.
−Removed: (l) Income Taxes
+Added: The Company’s interest rate swap is considered a cash flow hedge.
+Added: (m) Income Taxes
Generally in any year in which Essex qualifies as a real estate investment trust (“REIT”) under the Internal Revenue Code (the “IRC”), it is not subject to federal income tax on that portion of its income that it distributes to stockholders.
−Removed: 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, 2023 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.
+Added: No provision for federal income taxes, other than with respect to 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, 2024 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.
−Removed: The taxable REIT subsidiaries are consolidated by the Company.
+Added: A domestic taxable REIT subsidiary is subject to federal income tax as a regular C corporation.
+Added: The taxable REIT subsidiaries are consolidated by the Company for financial reporting purposes.
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.
−Removed: The taxable REIT subsidiaries are consolidated by the Operating Partnership.
−Removed: The status of cash dividends distributed for the years ended December 31, 2023, 2022, and 2021 related to common stock are classified for tax purposes as follows:
+Added: The taxable REIT subsidiaries are consolidated by the Operating Partnership for financial reporting purposes.
+Added: ESSEX PROPERTY TRUST, INC.
+Added: AND SUBSIDIARIES
+Added: ESSEX PORTFOLIO, L.P.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2024, 2023, and 2022
+Added: Cash dividends distributed for the years ended December 31, 2024, 2023 and 2022 related to common stock were classified for federal income tax purposes as follows:
+Added: Year Ended December 31,
2024 2023 2022
3 unchanged sentences
100.00 % 100.00 % 100.00 %
−Removed: (m) Equity-based Compensation
+Added: (n) Equity-based Compensation
The cost of share- and unit-based compensation awards is measured at the grant date based on the estimated fair value of the awards.
The estimated fair value of stock options and restricted stock granted by the Company are being amortized over the vesting period.
−Removed: The estimated grant date fair values of the long-term incentive plan units (discussed in Note 14) are being amortized over the expected service periods.
−Removed: ESSEX PROPERTY TRUST, INC.
−Removed: AND SUBSIDIARIES
−Removed: ESSEX PORTFOLIO, L.P.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: December 31, 2023, 2022, and 2021
−Removed: (n) Changes in Accumulated Other Comprehensive Income, by Component
−Removed: Changes in Accumulated Other Comprehensive Income, Net, by Component
+Added: The estimated grant date fair values of the long-term incentive plan units (discussed in Note 14, Equity Based Compensation Plans) are being amortized over the expected service periods.
+Added: (o) Changes in Accumulated Other Comprehensive Income, Net by Component
Essex Property Trust, Inc.
7 unchanged sentences
Balance at December 31, 2024 $ 24,655
−Removed: Changes in Accumulated Other Comprehensive Income, by Component
Essex Portfolio, L.P.
7 unchanged sentences
Balance at December 31, 2024 $ 29,429
−Removed: Amounts reclassified from accumulated other comprehensive loss in connection with derivatives are recorded in interest expense on the consolidated statements of income.
−Removed: (o) Redeemable Noncontrolling Interest
−Removed: The carrying value of redeemable noncontrolling interest in the accompanying balance sheets was $ 32.2 million and $ 27.2 million as of December 31, 2023 and 2022, respectively.
+Added: Amounts reclassified from accumulated other comprehensive loss in connection with derivatives are recorded in interest expense in the consolidated statements of income.
+Added: (p) Redeemable Noncontrolling Interest
+Added: The carrying value of redeemable noncontrolling interest in the accompanying consolidated balance sheets was $ 30.8 million and $ 32.2 million as of December 31, 2024 and 2023, respectively.
The limited partners may redeem their noncontrolling interests for cash in certain circumstances.
−Removed: The changes in the redemption value of redeemable noncontrolling interests for the years ended December 31, 2023, 2022, and 2021 are as follows:
−Removed: 2023 2022 2021
−Removed: Balance at January 1, $ 27,150 $ 34,666 $ 32,239
−Removed: Reclassifications due to change in redemption value and other 5,055 ( 7,038 ) 6,890
−Removed: Redemptions — ( 478 ) ( 4,463 )
−Removed: Balance at December 31, $ 32,205 $ 27,150 $ 34,666
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: (p) Accounting Estimates
+Added: The changes in the redemption value of redeemable noncontrolling interest for the years ended December 31, 2024, 2023 and 2022 were as follows:
+Added: 2024 2023 2022
+Added: Balance at January 1, $ 32,205 $ 27,150 $ 34,666
+Added: Reclassifications due to change in redemption value and other ( 835 ) 5,055 ( 7,038 )
+Added: Redemptions ( 521 ) — ( 478 )
+Added: Balance at December 31, $ 30,849 $ 32,205 $ 27,150
+Added: (q) Accounting Estimates
The preparation of consolidated financial statements, in accordance with U.S.
GAAP, requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures of contingent assets and liabilities.
−Removed: On an ongoing basis, the Company evaluates its estimates, including those related to acquiring, developing and assessing the carrying values of its real estate portfolio, its investments in and advances to joint ventures and affiliates, and its notes receivable, and its qualification as a REIT.
+Added: On an ongoing basis, the Company evaluates its estimates, including those related to acquiring, developing and assessing the carrying values of its real estate portfolio, its investments in and advances to joint ventures and affiliates, its notes receivable, and its qualification as a REIT.
The Company bases its estimates on historical experience, current market conditions, and on various other assumptions that are believed to be reasonable under the circumstances.
Actual results may vary from those estimates and those estimates could be different under different assumptions or conditions.
−Removed: (q) Variable Interest Entities
−Removed: 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, 2023 and 2022.
−Removed: The Company consolidates these entities because it is deemed the primary beneficiary.
−Removed: The Company has no assets or liabilities other than its investment in the Operating Partnership.
−Removed: The consolidated total assets and liabilities related to the above consolidated co-investments and DownREIT entities, net of intercompany eliminations, were approximately $ 956.7 million and $ 324.5 million, respectively, as of December 31, 2023, and $ 939.4 million and $ 324.3 million, respectively, as of December 31, 2022.
+Added: (r) Variable Interest Entities
+Added: In accordance with accounting standards for consolidation of VIEs, the Company consolidated the Operating Partnership, 18 DownREIT entities (comprising nine communities), and five co-investments as of December 31, 2024.
+Added: The Company consolidated the Operating Partnership, 18 DownREIT entities (comprising nine communities), and six co-investments as of December 31, 2023.
+Added: The Company consolidated these entities because it was the primary beneficiary.
+Added: The Company had no assets or liabilities other than its investment in the Operating Partnership.
+Added: The consolidated total assets and liabilities related to the above consolidated co-investments and DownREIT entities, net of intercompany eliminations, were $ 893.0 million and $ 319.1 million, respectively, as of December 31, 2024, and $ 956.7 million and $ 324.5 million, respectively, as of December 31, 2023.
Noncontrolling interests in these entities were $ 105.1 million and $ 121.1 million as of December 31, 2024 and 2023, respectively.
4 unchanged sentences
The other limited partners or members receive distributions based on the Company’s current dividend rate multiplied by the number of units held.
−Removed: Total DownREIT units outstanding were 936,343 and 938,513 as of December 31, 2023 and 2022, respectively, and the redemption value of the units, based on the closing price of the Company’s common stock totaled approximately $ 232.2 million and $ 198.9 million, as of December 31, 2023 and 2022, respectively.
+Added: Total DownREIT units outstanding were 914,505 and 936,343 as of December 31, 2024 and 2023, respectively, and the redemption value of the units, based on the closing price of the Company’s common stock totaled $ 261.0 million and $ 232.2 million, as of December 31, 2024 and 2023, respectively.
The carrying value of redeemable noncontrolling interest in the accompanying balance sheets was $ 30.8 million and $ 32.2 million as of December 31, 2024 and 2023, respectively.
Of these amounts, $ 9.0 million and $ 12.1 million as of December 31, 2024 and 2023, 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.
−Removed: 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 as of both December 31, 2023 and 2022, and are classified within noncontrolling interests in the accompanying consolidated balance sheets.
+Added: 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 $ 96.9 million and $ 97.0 million as of December 31, 2024 and 2023, 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.
The remaining results of operations are generally allocated to the Company.
−Removed: As of December 31, 2023 and 2022, 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.
−Removed: (r) Government Assistance
−Removed: 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.
−Removed: 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.
−Removed: 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
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: employment taxes equal to 70% of the qualified wages an eligible employer pays to employees after December 31, 2020 through June 30, 2021.
+Added: As of December 31, 2024 and 2023, the Company was not deemed to be the primary beneficiary of any other VIEs and did not have any VIEs of which it was not deemed to be the primary beneficiary.
+Added: (s) Government Assistance
+Added: 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.
+Added: 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.
+Added: 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.
−Removed: Accordingly, the Company recorded Employee Retention Credit of zero , $ 4.1 million and $ 4.2 million for the years ended December 31, 2023, 2022 and 2021, 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.
+Added: Accordingly, the Company recorded no Employee Retention Credit for the years ended December 31, 2024 and 2023, and $ 4.1 million for the year ended December 31, 2022, 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 income.
+Added: (t) Gain Contingencies
+Added: Contingencies, commonly resulting from legal settlements, will periodically arise that may result in a gain.
+Added: Gain contingencies are typically not recognized in the financial statements until all uncertainties related to the contingency have been resolved.
+Added: In the case of legal settlements, the Company determines that all uncertainties have been resolved when cash or other consideration has been received by the Company.
+Added: Gain contingencies resulting from legal settlements of $ 42.5 million, $ 7.7 million and $ 4.2 million were recognized for the years ended December 31, 2024, 2023 and 2022 respectively, and are included in interest and other income in the consolidated statements of income.
(3) Real Estate Investments
−Removed: (a) Acquisitions of Real Estate
+Added: (a) Acquisitions of Real Estate Interests
The table below summarizes acquisition activity for the year ended December 31, 2024 ($ in millions):
−Removed: Property Name Location Apartment Homes Essex Ownership Percentage Quarter in 2023 Purchase Price
−Removed: Hacienda at Camarillo Oaks Camarillo, CA 73 100 % Q2 $ 23.1
−Removed: Total 2023 73 $ 23.1
−Removed: The consolidated fair value of the acquisitions listed above was included on the Company's consolidated balance sheet as follows:
−Removed: $ 5.5 million was included in land and land improvements, $ 18.0 million was included in buildings and improvements, and $ 0.1 million was included in prepaid expenses and other assets.
−Removed: For the year ended December 31, 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.
−Removed: As a result of this acquisition, the Company realized a gain on remeasurement of co-investment of $ 17.4 million upon consolidation.
−Removed: The consolidated fair value of the acquisitions was included on the Company's consolidated balance sheet as follows:
−Removed: $ 14.1 million was included in land and land improvements, $ 52.7 million was included in buildings and improvements, and $ 0.3 million was included in prepaid expenses and other assets.
−Removed: (b) Sales of Real Estate Investments
+Added: Property Name Location Apartment Homes Essex Ownership Percentage Contract Price at Pro Rata Share
+Added: BEXAEW Portfolio CA and WA 1,480 100 % $ 252.0 (1)
+Added: Maxwell Sunnyvale CA 75 100 % 46.6 (2)
+Added: ARLO Mountain View CA 164 100 % 101.1
+Added: Patina at Midtown CA 269 100 % 58.4 (3)
+Added: Century Towers CA 376 100 % 86.8 (4)
+Added: BEX II Portfolio CA 871 100 % 168.4 (5)
+Added: Beaumont WA 344 100 % 136.1
+Added: Total acquisitions 3,579 $ 849.4
+Added: (1) In March 2024, the Company acquired its joint venture partner's 49.9 % interest in the BEXAEW portfolio comprised of four communities for a total contract price of $ 505.0 million on a gross basis.
+Added: Concurrent with the acquisition, the Company repaid $ 219.9 million of debt.
+Added: The Company recorded $ 138.3 million as a gain on remeasurement of co-investments and $ 1.5 million promote income from co-investments in the consolidated statements of income.
+Added: ESSEX PROPERTY TRUST, INC.
+Added: AND SUBSIDIARIES
+Added: ESSEX PORTFOLIO, L.P.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2024, 2023, and 2022
+Added: (2) In April 2024, the Company accepted the third-party sponsor’s common equity interest affiliated with its $ 14.7 million preferred equity investment.
+Added: The community was consolidated on the Company’s financial statements at a $ 46.6 million valuation.
+Added: (3) In July 2024, the Company acquired its joint venture partner's 49.9 % common equity interest in Patina at Midtown for a total purchase price of $ 117.0 million on a gross basis.
+Added: Concurrent with the acquisition, the Company repaid $ 95.0 million of debt and was fully redeemed on a preferred equity investment affiliated with the partnership.
+Added: The Company recorded $ 2.2 million as a gain on remeasurement of co-investments in the consolidated statements of income.
+Added: (4) In September 2024, the Company acquired its joint venture partner's 50 % common equity interest in Century Towers for a total purchase price of $ 173.5 million on a gross basis.
+Added: As part of the acquisition, the Company issued 81,737 OP Units at an agreed upon price of $ 305 per unit.
+Added: Concurrent with the acquisition, the Company repaid $ 110.5 million of debt and was fully redeemed on a preferred equity investment affiliated with the partnership.
+Added: The Company recorded $ 29.4 million as a gain on remeasurement of co-investments in the consolidated statements of income.
+Added: (5) In October 2024, the Company acquired its joint venture partner’s 49.9 % interest in the BEX II portfolio, comprised of four communities for a total contract price of $ 337.5 million on a gross basis.
+Added: Concurrent with the acquisition, the Company assumed $ 95.0 million of debt.
+Added: The Company recorded $ 40.6 million as a gain on remeasurement of co-investments in the consolidated statements of income.
+Added: The consolidated fair value of the acquisitions listed above was included on the Company’s consolidated balance sheets as follows:
+Added: $ 231.6 million addition to land and land improvements, $ 1,178.0 million was included in buildings and improvements, $ 9.0 million addition to prepaid expenses and other assets, $ 26.3 million addition to real estate under development, and $ 106.0 million addition to mortgage notes payable.
+Added: The fair value upon the acquisition of a controlling interest of a co-investment was determined using Level 2 inputs.
+Added: For the year ended December 31, 2023, the Company acquired an apartment community, Hacienda at Camarillo Oaks, consisting of 73 apartment homes for a total purchase price of $ 23.1 million.
+Added: The consolidated fair value of the acquisition was included on the Company’s consolidated balance sheet as follows:
+Added: $ 5.5 million addition to land and land improvements, $ 18.0 million addition to buildings and improvements, and a $ 0.1 million addition to prepaid expenses and other assets.
+Added: (b) Dispositions of Real Estate Interests
The table below summarizes the disposition activity for the year ended December 31, 2024 ($ in millions):
−Removed: Property Name (1)
−Removed: Location Apartment Homes Ownership Quarter in 2023 Sales Price
−Removed: CBC and The Sweeps Goleta, CA 239 EPLP Q1 $ 91.7 (2)
−Removed: Total 2023 239 $ 91.7
−Removed: (1) In March 2023, the Company sold a land parcel located in Moorpark, CA, that had been held for future development, for $ 8.7 million and recognized a gain on sale of $ 4.7 million.
−Removed: (2) The Company recognized a $ 54.5 million gain on sale.
−Removed: For the year ended December 31, 2022, the Company sold one apartment community consisting of 250 apartment homes for $ 160.0 million, resulting in gains of $ 94.4 million.
−Removed: 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.
−Removed: In conjunction with the sales, the Company repaid $ 29.7 million of mortgage debt that encumbered one of the properties.
+Added: Property Name Location Apartment Homes Sale Price at Pro Rata Share
+Added: Hillsdale Garden CA 697 $ 205.7 (1)
+Added: Total dispositions 697 $ 205.7
+Added: (1) In October 2024, the Company sold its 81.5 % interest in a consolidated co-investment, Hillsdale Garden, a 697 -unit apartment home community, for a contract price of $ 252.4 million on a gross basis ($ 205.7 million at pro rata), resulting in a $ 175.6 million gain on sale of real estate and land in the consolidated statements of income.
+Added: For the year ended December 31, 2023, the Company sold an apartment community consisting of 239 apartment homes for $ 91.7 million, resulting in a gain on sale of $ 54.5 million.
+Added: Additionally the Company sold land that had been held for future development, for $ 8.7 million and recognized a gain on sale of $ 4.7 million.
+Added: For the year ended December 31, 2022, the Company sold an apartment community consisting of 250 apartment homes for $ 160.0 million, resulting in a gain on sale of $ 94.4 million.
ESSEX PROPERTY TRUST, INC.
9 unchanged sentences
Additionally, the Company has invested in five technology co-investments and as of December 31, 2024, the co-investment balance of these investments was $ 57.3 million and the aggregate commitment was $ 86.0 million.
−Removed: As of December 31, 2022, the Company had six technology co-investments and the co-investment balance of these investments was $ 39.4 million and the aggregate commitment was $ 87.0 million.
−Removed: The carrying values of the Company’s co-investments as of December 31, 2023 and 2022 are as follows ($ in thousands, except in parenthetical):
+Added: As of December 31, 2023, the Company had five technology co-investments and the co-investment balance of these investments was $ 44.2 million and the aggregate commitment was $ 86.0 million.
+Added: The carrying values of the Company’s co-investments as of December 31, 2024 and 2023 was as follows ($ in thousands, except in parenthetical):
Weighted Average Essex Ownership Percentage (1)
4 unchanged sentences
50 % 146,142 224,119
+Added: Other (5) (6)
+Added: 53 % 86,089 68,493
Total operating and other co-investments, net 379,463 437,378
Total development co-investments — % — 14,605
−Removed: Total preferred interest co-investments (includes related party investments of $ 42.7 million and $ 87.1 million as of December 31, 2023 and 2022, respectively - Note 6 - Related Party Transactions for further discussion)
+Added: Total preferred equity co-investments (includes related party investments of $ 48.1 million and $ 42.7 million as of December 31, 2024 and 2023, respectively.
+Added: See Note 6, Related Party Transactions, for further discussion)
476,278 544,262
2 unchanged sentences
(2) As of December 31, 2024 and 2023, the Company’s investments in Wesco I, Wesco III, and Wesco IV were classified as a liability of $ 77.2 million and $ 61.8 million, respectively, due to distributions received in excess of the Company’s investment.
−Removed: (3) As of December 31, 2023 and 2022, the Company's investments in Expo and Century Towers were classified as a liability of $ 3.7 million and $ 0.8 million, respectively, due to distributions received in excess of the Company's investment.
−Removed: The weighted average Essex ownership percentage excludes our investments in non-core technology co-investments which are carried at fair value.
+Added: (3) In March 2024, the Company acquired BEXAEW's 49.9 % interest in four apartment communities consisting of 1,480 apartment homes.
+Added: (4) In October 2024, the Company acquired BEX II LLC's 49.9 % interest in four communities totaling 871 apartment homes.
+Added: (5) In the third quarter of 2024, the Company acquired its joint venture partner's interest of 49.9 % in Patina at Midtown comprising 269 apartment homes, followed by the acquisition of its joint venture partner's interest of 50 % in Century Towers comprising 376 apartment homes.
+Added: (6) As of December 31, 2024 the Company’s investment in Expo was classified as a liability of $ 2.0 million due to distributions received in excess of the Company’s investment.
+Added: As of December 31, 2023 the Company’s investments in Expo and Century Towers were classified as a liability of $ 3.7 million due to distributions received in excess of the Company’s investment.
+Added: The weighted average Essex ownership percentage excludes the Company’s investments in non-core technology co-investments which are carried at fair value.
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: The combined summarized financial information of co-investments is as follows ($ in thousands):
+Added: The combined summarized financial information of co-investments was as follows ($ in thousands):
Combined balance sheets:
6 unchanged sentences
Total liabilities and equity $ 4,372,246 $ 5,402,401
−Removed: Company's share of equity $ 996,245 $ 1,084,959
−Removed: Years ended December 31,
+Added: Year Ended December 31,
2024 2023 2022
6 unchanged sentences
Depreciation and amortization ( 167,875 ) ( 174,028 ) ( 164,186 )
−Removed: Net income $ ( 97,270 ) $ ( 52,779 ) $ ( 42,187 )
+Added: Net loss $ ( 95,028 ) $ ( 97,270 ) $ ( 52,779 )
Company’s share of net income (2)
$ 48,206 $ 10,561 $ 26,030
−Removed: (1) Includes preferred equity investments held by the Company.
+Added: (1) Includes preferred equity investments held by the Company and excludes investments in technology co-investments.
(2) Includes the Company’s share of equity income from joint ventures and preferred equity investments, gain on sales of co-investments, co-investment promote income and income from early redemption of preferred equity investments.
1 unchanged sentence
Operating Co-investments
−Removed: As of both December 31, 2023 and 2022, the Company, through several joint ventures, owned 10,425 apartment homes, in operating communities.
−Removed: The Company’s book value of these co-investments was $ 437.4 million and $ 491.8 million at December 31, 2023 and 2022, respectively.
+Added: As of December 31, 2024 and 2023, the Company, through several co-investments, owned 7,694 and 10,425 apartment homes, respectively, in operating communities.
+Added: The Company’s book value of these co-investments was $ 379.5 million and $ 437.4 million as of December 31, 2024 and 2023, respectively.
Predevelopment and Development Co-investments
−Removed: As of both December 31, 2023 and 2022, the Company, through several joint ventures, owned 264 apartment homes in predevelopment and development communities.
−Removed: The Company’s book value of these co-investments was $ 14.6 million and $ 13.0 million at December 31, 2023 and 2022, respectively.
+Added: As of December 31, 2024 the Company did not have any projects in unconsolidated predevelopment or development communities.
+Added: As of December 31, 2023, the Company, through its co-investments, owned 264 apartment homes in predevelopment and development communities.
+Added: The Company’s book value of these co-investments was $ 14.6 million as of December 31, 2023.
+Added: Preferred Equity Investments
+Added: As of December 31, 2024 and 2023, the Company held preferred equity investment interests in several joint ventures which own real estate.
+Added: The Company’s book value of these preferred equity investments was $ 476.3 million and $ 544.3 million as of December 31, 2024 and 2023, respectively, and is included in the co-investments line in the accompanying consolidated balance sheets.
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: In 2020, the Company entered into a joint venture to develop LIVIA at Scripps Ranch, a multifamily community comprised of 264 apartment homes located in San Diego, CA.
−Removed: The Company has a 51 % ownership interest in the development which has a projected total cost of $ 102.0 million.
−Removed: Construction began in the third quarter of 2020.
−Removed: The property commenced initial occupancy in the third quarter of 2023 and is projected to be fully stabilized in the first quarter of 2024.
−Removed: As of December 31, 2023, the Company had a $ 2.3 million preferred equity investment in the project, which accrues an annualized preferred return of 10.0 % until it is redeemed.
−Removed: Preferred Equity Investments
−Removed: As of December 31, 2023 and 2022, the Company held preferred equity investment interests in several joint ventures which own real estate.
−Removed: The Company’s book value of these preferred equity investments was $ 544.3 million and $ 580.1 million at December 31, 2023 and 2022, respectively, and is included in the co-investments line in the accompanying consolidated balance sheets.
−Removed: The Company recorded a $ 33.7 million and a $ 2.1 million impairment loss from unconsolidated co-investments for the years ended December 31, 2023 and 2022, respectively, as a result of an other-than-temporary decrease in the fair value of the underlying real estate investment and is included in the equity income from co-investments line in the accompanying consolidated statements of income.
+Added: As of December 31, 2024, the Company had 19 preferred equity investments with total commitments of $ 399.4 million, of which $ 364.4 million had been funded, with maturities ranging from January 2025 to September 2032, and a weighted average rate of return on the outstanding balances of 9.0 %.
+Added: The Company recorded a $ 3.7 million and $ 33.7 million impairment loss from unconsolidated co-investments for the years ended December 31, 2024 and 2023, respectively, as a result of an other-than-temporary decrease in the fair value of the underlying real estate investment and is included in the equity income from co-investments line in the accompanying consolidated statements of income.
The valuation for the underlying real estate investment was estimated using an income approach valuation technique.
−Removed: During 2023, the Company made commitments to fund $ 18.8 million of preferred equity investment in two real estate ventures.
−Removed: The investments have initial preferred returns ranging from 11.0 % - 13.5 % with maturities ranging from October 2025 to September 2028.
−Removed: As of December 31, 2023, the Company had fully funded $ 18.8 million of the commitments.
−Removed: During 2023, the Company received cash proceeds of $ 72.3 million, including an early redemption fee of $ 0.3 million, for the full redemption of two preferred equity investments and partial redemption of two preferred equity investments in joint ventures that hold properties located in California.
+Added: During 2024, the Company received cash proceeds of $ 58.8 million for the full redemption of two preferred equity investment and partial redemption of one preferred equity investments in joint ventures that hold properties located in Washington and California.
+Added: During 2023, the Company made commitments to fund $ 18.8 million of preferred equity investment in two real estate ventures and received cash proceeds of $ 72.3 million, including an early redemption fee of $ 0.3 million, for the full redemption of two preferred equity investments and partial redemption of two preferred equity investments in joint ventures that hold properties located in California.
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.
−Removed: The investments have initial preferred returns ranging from 8.8 % - 10.8 %, with maturities ranging from January 2026 to September 2032.
−Removed: As of December 31, 2023, the Company had fully funded $ 84.9 million of the commitments.
−Removed: During 2021, the Company made commitments to fund $ 67.2 million of preferred equity investment in four real estate ventures.
−Removed: The investments have initial preferred returns ranging from 10.0 % - 12.5 %, with maturities ranging from January 2026 to December 2026.
−Removed: As of December 31, 2023, the Company had fully funded $ 67.2 million of the commitments.
−Removed: During 2020, the Company made commitments to fund $ 191.3 million of preferred equity investment in seven preferred equity investments.
−Removed: The investments have initial preferred returns ranging from 9.0 %- 11.5 %, with maturities ranging from March 2022 to February 2030.
−Removed: As of December 31, 2023, the Company had funded $ 182.3 million of the $ 191.3 million of commitments.
−Removed: During 2019, the Company made commitments to fund $ 141.7 million of preferred equity investment in five preferred equity investments, some of which include related party sponsors.
−Removed: See Note 6, Related Party Transactions, for additional details.
−Removed: The investments have initial preferred returns ranging from 10.15 %- 11.3 %, with maturities ranging from July 2022 to October 2024.
−Removed: As of December 31, 2023, the Company had fully funded $ 141.7 million of the commitments.
−Removed: During 2018, the Company made commitments to fund $ 45.1 million of preferred equity investment in two preferred equity investments, some of which include related party sponsors.
−Removed: See Note 6, Related Party Transactions, for additional details.
−Removed: The investments have initial preferred returns ranging from 10.25 %- 12.0 %, with maturities ranging from May 2023 to April 2024.
−Removed: As of December 31, 2023, the Company had funded $ 42.1 million of the $ 45.1 million of commitments.
−Removed: The remaining committed amount is expected to be funded when requested by the sponsors.
−Removed: 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.
−Removed: The Company will retain its remaining $ 13.5 million preferred equity investment in the property at a preferred return of 8.0 %.
−Removed: The property is encumbered by $ 100.0 million of mortgage debt at a fixed rate of 3.15 % through December 2026.
−Removed: ESSEX PROPERTY TRUST, INC.
−Removed: AND SUBSIDIARIES
−Removed: ESSEX PORTFOLIO, L.P.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: December 31, 2023, 2022, and 2021
+Added: 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.
(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.
−Removed: As of December 31, 2023, 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 $ 114.0 million.
+Added: As of December 31, 2024, the Company’s development pipeline was comprised of various consolidated predevelopment projects, with total incurred costs of $ 52.7 million.
Disaggregated Revenue
−Removed: The following table presents the Company’s revenues disaggregated by revenue source ($ in thousands):
+Added: The following table presents the Company’s revenues disaggregated by revenue source for the periods presented ($ in thousands):
+Added: Year Ended December 31,
2024 2023 2022
3 unchanged sentences
Total revenues $ 1,774,450 $ 1,669,395 $ 1,606,814
−Removed: The following table presents the Company’s rental and other property revenues disaggregated by geographic operating segment ($ in thousands):
+Added: ESSEX PROPERTY TRUST, INC.
+Added: AND SUBSIDIARIES
+Added: ESSEX PORTFOLIO, L.P.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2024, 2023, and 2022
+Added: The following table presents the Company’s rental and other property revenues disaggregated by geographic operating segment for the periods presented ($ in thousands):
+Added: Year Ended December 31,
2024 2023 2022
5 unchanged sentences
Total rental and other property revenues $ 1,764,185 $ 1,658,264 $ 1,595,675
−Removed: (1) Other real estate assets consist of revenue generated from retail space, commercial properties, held for sale properties, disposition properties and straight-line rent adjustments for concessions.
+Added: (1) Other real estate assets consist of revenues generated from retail space, commercial properties, held for sale properties, disposition properties and straight-line rent adjustments for concessions.
Executive management does not evaluate such operating performance geographically.
−Removed: The following table presents the Company’s rental and other property revenues disaggregated by current property category status ($ in thousands):
+Added: The following table presents the Company’s rental and other property revenues disaggregated by current property category status for the periods presented ($ in thousands):
+Added: Year Ended December 31,
2024 2023 2022
3 unchanged sentences
58,158 1,037 —
−Removed: Development (3)
−Removed: 22,883 20,425 15,807
Redevelopment 6,519 6,232 5,765
5 unchanged sentences
(1) Properties that have comparable stabilized results as of January 1, 2023 and are consolidated by the Company for the years ended December 31, 2024, 2023 and 2022.
−Removed: A community is generally considered to have reach stabilized operations once it achieves an initial occupancy of 90 %.
+Added: A community is considered to have reached stabilized operations once it achieves an initial occupancy of 90 %.
(2) Acquisitions include properties acquired which did not have comparable stabilized results as of January 1, 2023.
−Removed: (3) Development includes properties developed which did not have stabilized results as of January 1, 2022.
−Removed: ESSEX PROPERTY TRUST, INC.
−Removed: AND SUBSIDIARIES
−Removed: ESSEX PORTFOLIO, L.P.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: December 31, 2023, 2022, and 2021
−Removed: (4) Non-residential/other, net consists of revenue generated from retail space, commercial properties, held for sale properties, disposition properties, student housing, properties undergoing significant construction activities that do not meet our redevelopment criteria, and two communities located in the California counties of Santa Barbara, and Santa Cruz, which the Company does not consider its core markets.
+Added: (3) Non-residential/other, net consists of revenues generated from retail space, commercial properties, held for sale properties, disposition properties, student housing, properties undergoing significant construction activities that do not meet our redevelopment criteria, and two communities located in the California counties of Santa Barbara, and Santa Cruz, which the Company does not consider its core markets.
+Added: (4) Represents straight-line concessions for residential operating communities.
Same-property revenues reflect concessions on a cash basis.
2 unchanged sentences
When cash payments are received or due in advance of the Company’s performance of contracts with customers, deferred revenue is recorded.
−Removed: The total deferred revenue balance related to such contracts was $ 1.0 million and $ 1.7 million as of December 31, 2023 and December 31, 2022, respectively, and was included in accounts payable and accrued liabilities within the accompanying consolidated balance sheets.
+Added: The total deferred revenue balance related to such contracts was $ 0.3 million and $ 1.0 million as of December 31, 2024 and 2023, respectively, and was included in accounts payable and accrued liabilities within the consolidated balance sheets.
The amount of revenue recognized for the year ended December 31, 2024 that was included in the December 31, 2023 deferred revenue balance was $ 0.7 million, which was included in rental and other property revenue within the consolidated statements of income and comprehensive income.
1 unchanged sentence
As of December 31, 2024, the Company had $ 0.3 million of remaining performance obligations.
−Removed: The Company expects to recognize approximately 68 % of these remaining performance obligations in 2024, an additional 27 % through 2026, and the remaining balance thereafter.
−Removed: Practical Expedients
−Removed: The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less or when variable consideration is allocated entirely to a wholly unsatisfied performance obligation.
+Added: The Company expects to recognize approximately 36 % of these remaining performance obligations in 2025 and the remaining 64 % through 2027.
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
+Added: Practical Expedients
+Added: The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less or when variable consideration is allocated entirely to a wholly unsatisfied performance obligation.
(5) Notes and Other Receivables
−Removed: Notes and other receivables consist of the following as of December 31, 2023 and 2022 ($ in thousands):
+Added: Notes and other receivables consisted of the following as of December 31, 2024 and 2023 ($ in thousands):
Note receivable, secured, bearing interest at 11.50 %, due November 2024 (Originated November 2020)
−Removed: $ 37,582 $ 33,477
Note receivable, secured, bearing interest at 9.00 %, due October 2026 (Originated October 2021)
60,538 50,146
−Removed: Note receivable, secured, bearing interest at 12.00 %, due August 2024 (Originated August 2022)
−Removed: 11,743 10,350
+Added: Note receivable, secured, bearing interest at 12.00 %, due January 2025 (Originated August 2022)
Note receivable, secured, bearing interest at 11.25 %, due October 2027 (Originated October 2022)
−Removed: Notes and other receivables from affiliates (1)
+Added: 39,187 34,929
+Added: Receivable from preferred equity investment sponsor (1)
+Added: Other receivables from affiliates 5,646 6,111
Straight line rent receivables (2)
2 unchanged sentences
Total notes and other receivables
−Removed: (1) These amounts consist of short-term loans outstanding and due from various joint ventures as of December 31, 2023 and 2022, respectively.
−Removed: See Note 6, Related Party Transactions, for additional details.
+Added: $ 206,706 $ 174,621
+Added: (1) In the fourth quarter of 2024, the Company repaid a $ 72.0 million senior mortgage associated with a preferred equity investment in a stabilized apartment home community located in Oakland, CA and concurrently recorded a receivable from the sponsor of the investment, for which the Company did not accrue interest on.
+Added: The Company subsequently issued a default notice and assumed full managerial control in January 2025.
+Added: See Note 18, Subsequent Events, for additional details.
(2) These amounts are receivables from lease concessions recorded on a straight-line basis for the Company’s operating properties.
−Removed: The following table presents the activity in the allowance for credit losses for notes and other receivables by loan type ($ in thousands):
−Removed: Notes Receivable, Secured
−Removed: Balance at December 31, 2022 $ 334
+Added: The following table presents the activity in the allowance for credit losses for notes receivable, secured for the periods presented ($ in thousands):
+Added: Mezzanine Loans Bridge Loans Total
+Added: Balance as of December 31, 2021 $ 671 $ 85 $ 756
Provision for credit losses ( 337 ) ( 85 ) ( 422 )
−Removed: Balance at December 31, 2023 $ 687
−Removed: No loans were placed on nonaccrual status or charged off during the year ended December 31, 2023 or 2022.
+Added: Balance as of December 31, 2022 $ 334 $ — $ 334
+Added: Provision for credit losses 353 — 353
+Added: Balance as of December 31, 2023 $ 687 $ — $ 687
+Added: Provision for credit losses ( 158 ) — ( 158 )
+Added: Balance as of December 31, 2024 $ 529 $ — $ 529
ESSEX PROPERTY TRUST, INC.
12 unchanged sentences
The Company’s Chairman and founder, Mr.
−Removed: 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.
+Added: 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 Chairman of and owns a controlling interest in Marcus & Millichap, Inc.
−Removed: ("MMI"), a national brokerage firm listed on the NYSE that underwent its initial public offering in 2013.
−Removed: For the years ended December 31, 2023, 2022, and 2021, there were no brokerage commission fees paid by the Company to MMI and its affiliates related to real estate transactions.
+Added: (“MMI”), a national brokerage firm listed on the New York Stock Exchange.
+Added: For the years ended December 31, 2024, 2023 and 2022, the Company did not pay brokerage commissions related to real estate transactions to MMI and its affiliates.
The Company charges certain fees relating to its co-investments for asset management, property management, development and redevelopment services.
3 unchanged sentences
As described in Note 5, Notes and Other Receivables, the Company has provided short-term loans to affiliates.
−Removed: As of December 31, 2023 and 2022, $ 6.1 million and $ 7.0 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.
+Added: As of December 31, 2024 and 2023, $ 5.6 million and $ 6.1 million, respectively, of short-term loans remained outstanding due from joint venture affiliates and are classified within notes and other receivables in the consolidated balance sheets.
+Added: In April 2024, the Company funded a $ 53.6 million related party bridge loan to BEX II in connection with the payoff of a mortgage associated with one of BEX II’s properties located in Southern California.
+Added: The note receivable accrued interest at SOFR plus 1.50 % and was scheduled to mature in September 2024.
+Added: In September 2024, the maturity date of the loan was extended to October 2024 and settled following the purchase of the BEX II portfolio in October 2024.
In August 2022, the Company funded an $ 11.2 million preferred equity investment in an entity whose sponsor includes an affiliate of MMC.
The entity owns three multifamily communities located in Azusa, CA.
−Removed: The investment initially accrues interest based on a 9.5 % preferred return and is scheduled to mature in August 2027.
+Added: The investment 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.
5 unchanged sentences
The note receivable accrued interest at 2.36 % and was scheduled to mature in February 2022 but was paid off in January 2022.
−Removed: 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.
−Removed: The note receivable accrued interest at 2.36 % and was scheduled to mature in February 2022, but was paid off in January 2022.
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
+Added: 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.
+Added: The note receivable accrued interest at 2.36 % and was scheduled to mature in February 2022, but was paid off in January 2022.
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.
3 unchanged sentences
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.
−Removed: 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.
−Removed: The note receivable accrued interest at 2.55 % and was paid off in July 2021.
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.
7 unchanged sentences
In May 2018, the Company made a commitment to fund a $ 26.5 million preferred equity investment in an entity whose sponsors include an affiliate of MMC.
−Removed: The entity wholly owns a 400 apartment home community located in Ventura, CA.
−Removed: This investment accrued interest based on a 10.25 % initial preferred return.
+Added: The entity wholly owns a 400 -unit apartment home community located in Ventura, CA.
+Added: The investment accrued interest based on a 10.25 % initial preferred return.
The investment was scheduled to mature in May 2023.
In November 2021, the Company received cash of $ 18.3 million for the partial redemption of this preferred equity investment resulting in a remaining total commitment of $ 13.0 million, and the maturity was extended to December 2028.
−Removed: As of December 31, 2023, $ 10.0 million of this commitment had been funded and the Company continues to accrue interest based on a 9.0 % preferred return.
−Removed: The remaining committed amount is expected to be funded if and when requested by the sponsors.
+Added: As of December 31, 2024, $ 11.0 million of this commitment was funded and the Company accrues interest based on a 9.0 % preferred return.
+Added: The remaining unfunded commitment of $ 2.0 million expired in November 2024.
(7) Unsecured Debt
−Removed: Essex does not have any indebtedness as all debt is incurred by the Operating Partnership.
−Removed: Essex guarantees the Operating Partnership’s unsecured debt including the revolving credit facilities up to the maximum amounts and for the full term of the facilities.
+Added: Essex does not have indebtedness as debt is incurred by the Operating Partnership.
+Added: Essex guarantees the Operating Partnership’s unsecured debt including the revolving credit facilities for the full term of the facilities.
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: Unsecured debt consists of the following as of December 31, 2023 and 2022 ($ in thousands):
−Removed: 2023 2022 Weighted Average
+Added: Unsecured debt consisted of the following as of December 31, 2024 and 2023 ($ in thousands):
+Added: Weighted Average Maturity
In Years as of December 31, 2024
5 unchanged sentences
Lines of credit (3)
+Added: 137,945 — N/A
Total unsecured debt $ 5,611,733 $ 5,318,531
2 unchanged sentences
Weighted average interest rate on lines of credit 5.7 % 6.3 %
−Removed: (1) In October 2022, the Operating Partnership obtained a $ 300.0 million unsecured term loan priced at Adjusted SOFR plus 0.85 % and matures in October 2024 with three 12-month extension options, exercisable at the Company's option.
+Added: (1) In October 2022, the Operating Partnership obtained a $ 300.0 million unsecured term loan priced at Adjusted SOFR plus 0.85 % with an original maturity date of October 2024 with three 12-month extension options, exercisable at the Company’s option.
+Added: In September 2024, the Company exercised its first option, extending the maturity date to October 2025.
This loan has been swapped to an all-in fixed rate of 4.2 % and the swap has a termination date of October 2026.
In April 2023, the Company drew down the $ 300.0 million unsecured term loan and in May 2023 used the proceeds to repay the Company’s $ 300.0 million unsecured notes due in May 2023.
−Removed: The unsecured term loan includes unamortized debt issuance costs of $ 1.4 million and $ 1.6 million of as of December 31, 2023 and 2022, respectively.
−Removed: (2) Includes unamortized discount, net of premiums, of $ 6.1 million and $ 7.9 million and unamortized debt issuance costs of $ 25.3 million and $ 29.9 million as of December 31, 2023 and 2022, respectively.
+Added: (2) Includes unamortized premiums, net of discounts, of $ 0.1 million and unamortized discounts, net of premiums, of $ 6.1 million and unamortized debt issuance costs of $ 26.3 million and $ 25.3 million as of December 31, 2024 and 2023, respectively.
(3) Lines of credit, related to the Company’s two lines of unsecured credit aggregating $ 1.28 billion, excludes unamortized debt issuance costs of $ 6.2 million and $ 3.8 million as of December 31, 2024 and 2023, respectively.
−Removed: These debt issuance costs are included in prepaid expenses and other assets on the consolidated balance sheets.
−Removed: As of December 31, 2023, the Company's $ 1.2 billion credit facility had an interest rate at the Adjusted SOFR plus 0.75 %, which is based on a tiered rate structure tied to the Company's credit ratings, adjusted for the Company's sustainability metric grid, and a scheduled maturity of January 2027 with two six-month extension options, exercisable at the Company's option.
−Removed: As of December 31, 2023, the Company's $ 35.0 million working capital unsecured line of credit had an interest rate of Adjusted SOFR plus 0.75 %, which is based on a tiered rate structure tied to the Company's credit ratings, adjusted for the Company's sustainability metric grid, and a scheduled maturity of July 2024.
−Removed: 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.
−Removed: The 2028 Notes were offered to investors at a price of 99.423 % of par value.
−Removed: 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.
−Removed: 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.
−Removed: These bonds are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2023, and 2022, the carrying value of the 2028 Notes, net of discount and debt issuance costs, was $ 446.3 million and $ 445.4 million, respectively.
+Added: These debt issuance costs are included in prepaid expenses and other assets in the consolidated balance sheets.
+Added: As of December 31, 2024, the Company’s $ 1.2 billion credit facility had an interest rate at the Adjusted SOFR plus 0.765 %, which is based on a tiered rate structure tied to the Company’s credit ratings, adjusted for the facility’s sustainability metric adjustment feature, and a scheduled maturity of January 2029 with two six-month extension options, exercisable at the Company’s option.
+Added: In September 2024, the scheduled maturity date was extended from January 2027 to January 2029.
+Added: As of December 31, 2024, the Company’s $ 75.0 million working capital unsecured line of credit had an interest rate of Adjusted SOFR plus 0.765 %, which is based on a tiered rate structure tied to the Company’s credit ratings, adjusted for the facility’s sustainability metric adjustment feature.
+Added: Prior to its maturity in July 2024 the line of credit facility was amended such that the line’s capacity was increased from $ 35.0 million to $ 75.0 million and the scheduled maturity date was extended to July 2026.
+Added: In March 2024, the Operating Partnership issued $ 350.0 million of senior unsecured notes due on April 1, 2034 with a coupon rate of 5.500 % per annum (the “2034 Notes”), which are payable on April 1 and October 1 of each year, beginning on October 1, 2024.
+Added: The 2034 Notes were offered to investors at a price of 99.752 % of the principal amount.
+Added: In May 2024, the Company repaid its $ 400.0 million unsecured notes, due May 1, 2024, at maturity.
+Added: In August 2024, the Operating Partnership issued an additional $ 200.0 million of the 2034 Notes at a price of 102.871 % of the principal amount, plus accrued interest from and including March 2024, up to, but excluding, the settlement date of August 21, 2024, with an effective yield of 5.110 % per annum.
+Added: These bonds are included in the line “Bonds public offering-fixed rate” in the table above, and as of December 31, 2024, and 2023, the carrying value of the 2034 Notes, net of discount and debt issuance costs, was $ 549.8 million and zero , respectively.
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 “June 2031 Notes”), which are payable on June 15 and December 15 of each year, beginning on December 15, 2021.
1 unchanged sentence
The June 2031 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.
−Removed: 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.
+Added: The Company used the net
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
+Added: 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, and as of December 31, 2024, and 2023, the carrying value of the June 2031 Notes, net of discount and debt issuance costs, was $ 297.1 million and $ 296.7 million, respectively.
+Added: 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.
+Added: The 2028 Notes were offered to investors at a price of 99.423 % of par value.
+Added: 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.
+Added: 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.
+Added: These bonds are included in the line “Bonds public offering-fixed rate” in the table above, and as of December 31, 2024, and 2023, the carrying value of the 2028 Notes, net of discount and debt issuance costs, was $ 447.2 million and $ 446.3 million, respectively.
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.
18 unchanged sentences
These additional notes have substantially identical terms as the 2030 Notes issued in August 2019.
−Removed: The Company used the net proceeds of these offerings to prepay, with no prepayment penalties, certain secured indebtedness under outstanding mortgage notes, to repay indebtedness under its unsecured lines of credit and for other general corporate and working capital purposes.
−Removed: These bonds are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2023, and 2022, the carrying value of the 2030 Notes, net of discount and debt issuance costs, was $ 545.5 million and $ 544.7 million, respectively.
−Removed: 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.
−Removed: The 2029 Notes were offered to investors at a price of 99.188 % of the principal amount thereof.
−Removed: The 2029 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 Property Trust, Inc.
−Removed: In March 2019, the Operating Partnership issued an additional $ 150.0 million of the 2029 Notes at a price of 100.717 % of the principal amount thereof.
+Added: The Company used the net proceeds of these offerings to prepay, with no prepayment penalties, certain secured indebtedness
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
+Added: under outstanding mortgage notes, to repay indebtedness under its unsecured lines of credit and for other general corporate and working capital purposes.
+Added: These bonds are included in the line “Bonds public offering-fixed rate” in the table above, and as of December 31, 2024, and 2023, the carrying value of the 2030 Notes, net of discount and debt issuance costs, was $ 546.2 million and $ 545.5 million, respectively.
+Added: 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.
+Added: The 2029 Notes were offered to investors at a price of 99.188 % of the principal amount thereof.
+Added: The 2029 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 Property Trust, Inc.
+Added: In March 2019, the Operating Partnership issued an additional $ 150.0 million of the 2029 Notes at a price of 100.717 % of the principal amount thereof.
These additional notes have substantially identical terms as the 2029 Notes issued in February 2019.
9 unchanged sentences
These bonds are included in the line “Bonds public offering-fixed rate” in the table above, and as of December 31, 2024 and 2023, the carrying value of the 2027 Notes, net of discount and debt issuance costs was $ 348.8 million and $ 348.3 million, respectively.
−Removed: In April 2016, the Operating Partnership issued $ 450.0 million of senior unsecured notes due on April 15, 2026 with a coupon rate of 3.375 % per annum and are payable on April 15 th and October 15 th of each year, beginning October 15, 2016 (the "2026 Notes").
−Removed: The 2026 Notes were offered to investors at a price of 99.386 % of par value.
−Removed: The 2026 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.
−Removed: These bonds are included in the line "Bonds public offering-fixed rate" in the table above, and as of December 31, 2023 and 2022, the carrying value of the 2026 Notes, net of discount and debt issuance costs was $ 448.4 million and $ 447.8 million, respectively.
−Removed: 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 Notes").
+Added: In April 2016, the Operating Partnership issued $ 450.0 million of senior unsecured notes due on April 15, 2026 with a coupon rate of 3.375 % per annum and are payable on April 15 and October 15 of each year, beginning October 15, 2016 (the “2026 Notes”).
The 2026 Notes were offered to investors at a price of 99.386 % of par value.
1 unchanged sentence
These bonds are included in the line “Bonds public offering-fixed rate” in the table above, and as of December 31, 2024 and 2023, the carrying value of the 2026 Notes, net of discount and debt issuance costs was $ 449.1 million and $ 448.4 million, respectively.
−Removed: In April 2014, the Operating Partnership issued $ 400.0 million of senior unsecured notes due on May 1, 2024 with a coupon rate of 3.875 % per annum and are payable on May 1 st and November 1 st of each year, beginning November 1, 2014 (the "2024 Notes").
+Added: 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 and October 1 of each year, beginning October 1, 2015 (the “2025 Notes”).
The 2025 Notes were offered to investors at a price of 99.747 % of par value.
1 unchanged sentence
These bonds are included in the line “Bonds public offering-fixed rate” in the table above, and as of December 31, 2024 and 2023, the carrying value of the 2025 Notes, net of discount and debt issuance costs was $ 499.9 million and $ 499.3 million, respectively.
−Removed: In April 2013, the Operating Partnership issued $ 300.0 million of senior unsecured notes due on May 1, 2023 with a coupon rate of 3.25 % per annum and are payable on May 1 st and November 1 st of each year, beginning November 1, 2013 (the "2023 Notes").
+Added: In April 2014, the Operating Partnership issued $ 400.0 million of senior unsecured notes due on May 1, 2024 with a coupon rate of 3.875 % per annum and were payable on May 1 and November 1 of each year, beginning November 1, 2014 (the “2024 Notes”).
The 2024 Notes were offered to investors at a price of 99.234 % of par value.
−Removed: The 2023 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.
−Removed: These bonds are included in the line "Bonds public offering-fixed rate" in the table above.
−Removed: These notes were paid off at maturity and as of December 31, 2023, the 2023 Notes had no amount outstanding.
−Removed: As of December 31, 2022, the carrying value of the 2023 Notes, net of discount and debt issuance costs was $ 299.8 million.
+Added: The 2024 Notes were general unsecured senior obligations of the Operating Partnership, ranked equally in right of payment with all other senior unsecured indebtedness of the Operating Partnership and were fully and unconditionally guaranteed by Essex Property Trust, Inc.
+Added: These bonds are
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
+Added: included in the line “Bonds public offering-fixed rate” in the table above.
+Added: These notes were paid off at maturity, and as of December 31, 2024, had no amount outstanding.
+Added: As of December 31, 2023, the carrying value of the 2024 Notes, net of discount and debt issuance costs was $ 399.8 million.
+Added: In April 2013, the Operating Partnership issued $ 300.0 million of senior unsecured notes due on May 1, 2023 with a coupon rate of 3.25 % per annum and were payable on May 1 and November 1 of each year, beginning November 1, 2013 (the “2023 Notes”).
+Added: The 2023 Notes were offered to investors at a price of 99.152 % of par value.
+Added: The 2023 Notes were general unsecured senior obligations of the Operating Partnership, ranked equally in right of payment with all other senior unsecured indebtedness of the Operating Partnership and were fully and unconditionally guaranteed by Essex Property Trust, Inc.
+Added: These bonds are included in the line “Bonds public offering-fixed rate” in the table above.
+Added: These notes were paid off at maturity, and had no amount outstanding as of December 31, 2024 and 2023, respectively.
The following is a summary of the Company’s senior unsecured notes as of December 31, 2024 and 2023 ($ in thousands):
Maturity 2024 2023 Coupon
−Removed: Senior notes May 2023 $ — $ 300,000 3.250 %
−Removed: Senior notes May 2024 400,000 400,000 3.875 %
−Removed: Senior notes April 2025 500,000 500,000 3.500 %
−Removed: Senior notes April 2026 450,000 450,000 3.375 %
−Removed: Senior notes May 2027 350,000 350,000 3.625 %
−Removed: Senior notes March 2028 450,000 450,000 1.700 %
−Removed: Senior notes March 2029 500,000 500,000 4.000 %
−Removed: Senior notes January 2030 550,000 550,000 3.000 %
−Removed: Senior notes January 2031 300,000 300,000 1.650 %
−Removed: Senior notes June 2031 300,000 300,000 2.550 %
−Removed: Senior notes March 2032 650,000 650,000 2.650 %
−Removed: Senior notes March 2048 300,000 300,000 4.500 %
−Removed: Senior notes September 2050 300,000 300,000 2.650 %
+Added: May 2024 $ — $ 400,000 3.875 %
+Added: April 2025 500,000 500,000 3.500 %
+Added: April 2026 450,000 450,000 3.375 %
+Added: May 2027 350,000 350,000 3.625 %
+Added: March 2028 450,000 450,000 1.700 %
+Added: March 2029 500,000 500,000 4.000 %
+Added: January 2030 550,000 550,000 3.000 %
+Added: January 2031 300,000 300,000 1.650 %
+Added: June 2031 300,000 300,000 2.550 %
+Added: March 2032 650,000 650,000 2.650 %
+Added: April 2034 550,000 — 5.500 %
+Added: March 2048 300,000 300,000 4.500 %
+Added: September 2050 300,000 300,000 2.650 %
$ 5,200,000 $ 5,050,000
−Removed: The aggregate scheduled principal payments of unsecured debt payable, excluding lines of credit, at December 31, 2023 are as follows ($ in thousands):
+Added: The aggregate scheduled principal payments of unsecured debt payable, excluding lines of credit, as of December 31, 2024 were as follows ($ in thousands):
2025 $ 500,000
1 unchanged sentence
As of December 31, 2024, the Company had two unsecured lines of credit aggregating $ 1.28 billion, including a $ 1.2 billion unsecured line of credit and a $ 75.0 million working capital unsecured line of credit.
−Removed: As of December 31, 2023 and 2022, there was no amount and $ 40.0 million outstanding on the $ 1.2 billion unsecured line of credit, respectively.
−Removed: As of December 31, 2023 and 2022, this credit facility had a scheduled maturity date of January 2027 with two six-month extension options, exercisable at the Company's option.
−Removed: The underlying interest rate on the line is based on a tiered rate structure tied to the Company's corporate ratings, adjusted for the Company's sustainability metric grid, and is at the Adjusted SOFR plus 0.75 %.
−Removed: As of December 31, 2023 and 2022, there was no amount and $ 12.1 million outstanding on the Company's $ 35.0 million working capital unsecured line of credit, respectively.
−Removed: As of December 31, 2023 and 2022, the line of credit facility had a scheduled maturity date of July 2024.
−Removed: The underlying interest rate on this line is based on a tiered rate structure tied to the Company's corporate ratings, adjusted for the Company's sustainability metric grid, and is at the Adjusted SOFR plus 0.75 %.
−Removed: 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.
−Removed: The Company was in compliance with the debt covenants as of December 31, 2023 and 2022.
+Added: As of December 31, 2024 and 2023, there was $ 75.0 million and no amount outstanding on the $ 1.2 billion unsecured line of credit, respectively.
+Added: As of December 31, 2024 this credit facility had a scheduled maturity date of January 2029 with two six-month extension options, exercisable at the Company’s option.
+Added: In September 2024, the scheduled maturity date was extended from January 2027 to January 2029.
+Added: The underlying interest rate on the line is based on a tiered rate structure tied to the
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
+Added: Company’s credit ratings, adjusted for the facility’s sustainability metric adjustment feature, and is at the Adjusted SOFR plus 0.765 %.
+Added: As of December 31, 2024 and 2023, there was $ 62.9 million and no amount outstanding on the Company’s $ 75.0 million working capital unsecured line of credit, respectively.
+Added: As of December 31, 2024, the line of credit facility had a scheduled maturity date of July 2026.
+Added: Prior to its maturity in July 2024 the line of credit facility was amended such that the line’s capacity was increased from $ 35.0 million to $ 75.0 million and the scheduled maturity date was extended to July 2026.
+Added: The underlying interest rate on this line is based on a tiered rate structure tied to the Company’s credit ratings, adjusted for the facility’s sustainability metric adjustment feature, and is at the Adjusted SOFR plus 0.765 %.
+Added: 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.
+Added: The Company was in compliance with the debt covenants as of December 31, 2024 and 2023.
(8) Mortgage Notes Payable
Essex does not have any indebtedness as all debt is incurred by the Operating Partnership.
−Removed: Mortgage notes payable consist of the following as of December 31, 2023 and 2022 ($ in thousands):
+Added: Mortgage notes payable consisted of the following as of December 31, 2024 and 2023 ($ in thousands):
Fixed rate mortgage notes payable $ 674,092 $ 665,711
6 unchanged sentences
Weighted average interest rate 4.2 % 4.3 %
−Removed: The aggregate scheduled principal payments of mortgage notes payable at December 31, 2023 are as follows ($ in thousands):
+Added: The aggregate scheduled principal payments of mortgage notes payable as of December 31, 2024 were as follows ($ in thousands):
+Added: 2025 $ 144,054
Thereafter 430,481
−Removed: (1) Variable rate mortgage notes payable, including $ 222.7 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 4.6 % at December 2023 and 3.5 % at December 2022) including credit enhancement and underwriting fees.
+Added: (1) Variable rate mortgage notes payable, including $ 220.8 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 4.2 % as of December 2024 and 4.6 % as of December 2023) 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.
Once the bonds have been repaid, the properties may no longer be obligated to comply with such tenant income criteria.
−Removed: Principal balances are due in full at various maturity dates from December 2027 through December 2046.
+Added: Principal balances are due in full at various maturity dates from April 2026 through December 2046.
The Company had no interest rate cap agreements as of December 31, 2024 and 2023, respectively.
−Removed: (2) In July 2023, the Company closed $ 298.0 million in 10-year secured loans priced at a 5.08 % fixed interest rate.
−Removed: Includes total unamortized premium, net of discounts, of $ 0.5 million and $ 1.2 million and reduced by unamortized debt issuance costs of $ 3.1 million and $ 2.0 million as of December 31, 2023 and 2022, respectively.
+Added: (2) In October 2024, the Company assumed $ 95.0 million of variable rate secured loans as part of its acquisition of its joint venture partner’s interests in the BEX II portfolio.
+Added: Includes total unamortized discount, net of premiums, of $ 0.2 million and total unamortized premiums, net of discount, of $ 0.5 million and reduced by unamortized debt issuance costs of $ 2.6 million and $ 3.1 million as of December 31, 2024 and 2023, respectively.
+Added: ESSEX PROPERTY TRUST, INC.
+Added: AND SUBSIDIARIES
+Added: ESSEX PORTFOLIO, L.P.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2024, 2023, and 2022
For the Company’s mortgage notes payable as of December 31, 2024, monthly interest expense and principal amortization, excluding balloon payments, totaled approximately $ 3.5 million and $ 0.3 million, respectively.
−Removed: Second deeds of trust accounted for none of the mortgage notes payable balance as of both December 31, 2023 and 2022.
Repayment of debt before the scheduled maturity date could result in prepayment penalties.
6 unchanged sentences
The fair values of interest rate swaps and total return swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts).
−Removed: The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate
−Removed: ESSEX PROPERTY TRUST, INC.
−Removed: AND SUBSIDIARIES
−Removed: ESSEX PORTFOLIO, L.P.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: December 31, 2023, 2022, and 2021
+Added: The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves.
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.
+Added: In October 2024, the Company acquired its joint venture partner’s interest in the BEX II portfolio and assumed $ 95.0 million of variable rate mortgage notes payable with one interest rate swap that effectively converts $ 47.5 million to an all-in fixed rate of 2.83 %.
+Added: This variable rate mortgage notes payable matures in April 2026 with one 12-month extension option, exercisable at the Company’s option and the swap has a termination date of March 2026.
+Added: This derivative qualifies for hedge accounting.
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.
In April 2023, the Company drew down the $ 300.0 million term loan priced at Adjusted SOFR plus 0.85 %, which has been swapped to an all-in fixed rate of 4.2 %.
−Removed: 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.
+Added: The term loan matures in October 2025 with two 12-month extension options, each exercisable at the Company’s option and the swap has a termination date of October 2026.
This derivative qualifies for hedge accounting.
−Removed: As of December 31, 2023 and 2022, the Company had an outstanding balance on the unsecured term loan of $ 300.0 million and zero , respectively.
−Removed: As of December 31, 2023 and 2022, the Company had no interest rate caps.
−Removed: As of December 31, 2023 and 2022, the aggregate carrying value of the interest rate swap contracts were an asset of $ 4.3 million and $ 5.6 million, respectively.
−Removed: As of December 31, 2023 and 2022, the swap contracts were presented in the consolidated balance sheets as an asset of $ 4.3 million and $ 5.6 million, respectively, and were included in prepaid expenses and other assets on the consolidated balance sheets.
−Removed: 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, 2023, 2022, and 2021 respectively.
−Removed: The Company has four total return swap contracts, with an aggregate notional amount of $ 222.7 million, that effectively convert $ 222.7 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.
−Removed: The Company can currently settle all four of the total return swaps with $ 222.7 million of the outstanding debt at par.
+Added: As of December 31, 2024 and 2023, the Company had an outstanding balance on the unsecured term loan of $ 300.0 million.
+Added: As of December 31, 2024 and 2023, the aggregate carrying value of the interest rate swap contracts was an asset of $ 5.5 million and $ 4.3 million, respectively, included in prepaid expenses and other assets in the consolidated balance sheets.
+Added: The Company has four total return swap contracts, with an aggregate notional amount of $ 220.8 million that effectively convert mortgage notes payable to a floating interest rate based on the Securities Industry and Financial Markets Association Municipal Swap Index (“SIFMA”) plus a spread.
+Added: The Company can currently settle all four total return swaps with $ 220.8 million of the outstanding debt at par.
These derivatives do not qualify for hedge accounting and had a carrying and fair value of zero at both December 31, 2024 and 2023, respectively.
−Removed: These total return swaps are scheduled to mature between December 2024 and November 2033.
−Removed: The realized gains of $ 3.1 million, $ 7.9 million, and $ 10.8 million for the years ended December 31, 2023, 2022, and 2021, respectively, were reported on the consolidated statements of income as total return swap income.
+Added: The Company’s total return swaps are scheduled to mature between December 2027 and December 2034.
+Added: Realized gains of $ 3.1 million, $ 3.1 million, and $ 7.9 million for the years ended December 31, 2024, 2023 and 2022, respectively, were reported in the consolidated statements of income as total return swap income.
(10) Lease Agreements - Company as Lessor
−Removed: As of December 31, 2023, 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.
+Added: As of December 31, 2024, the Company is a lessor of apartment homes at all of its consolidated operating and lease-up communities, two 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.
3 unchanged sentences
A small number of commercial leases contain provisions for lease payments based on a percentage of gross retail sales over set hurdles.
−Removed: At the end of the term of apartment home leases, unless the lessee decides to renew the lease with the Company at the market rate or gives notice not to renew, the lease will be automatically renewed for a successive, like term up to a maximum of 12 months.
+Added: ESSEX PROPERTY TRUST, INC.
+Added: AND SUBSIDIARIES
+Added: ESSEX PORTFOLIO, L.P.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2024, 2023, and 2022
+Added: At the end of the term of apartment home leases, unless the lessee decides to renew the lease with the Company at the offered rate or gives notice not to renew, the lease will be automatically renewed for a successive, like term up to a maximum of 12 months.
Apartment home leases include an option to terminate the lease, however the lessee must pay the Company for expected or actual downtime to find a new tenant to lease the space or a lease-break fee specified in the lease agreement.
5 unchanged sentences
Furthermore, the Company carries comprehensive liability, fire, extended coverage, and rental loss insurance for each of its communities as well as limited insurance coverage for certain types of extraordinary losses, such as, for example, losses from terrorism or earthquakes.
−Removed: ESSEX PROPERTY TRUST, INC.
−Removed: AND SUBSIDIARIES
−Removed: ESSEX PORTFOLIO, L.P.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: December 31, 2023, 2022, and 2021
A maturity analysis of undiscounted future minimum non-cancelable base rent to be received under the above operating leases as of December 31, 2024 is summarized as follows ($ in thousands):
5 unchanged sentences
As of December 31, 2024, the Company is a lessee of corporate office space, ground leases and a parking lease associated with various consolidated properties, and equipment.
−Removed: Lease terms for the Company's office leases, in general, range between 5 to 10 years while ground leases and the parking lease have terms typically ranging from 20 to 85 years.
+Added: The Company has four office leases with lease expiration dates ranging from 2025 to 2026, and seven ground leases and the parking lease with lease expiration dates ranging from to 2027 to 2083.
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.
6 unchanged sentences
As of December 31, 2024 and 2023, the Company had no material finance leases.
−Removed: Supplemental consolidated balance sheet information related to leases as of December 31, 2023 and 2022 is as follows ($ in thousands):
−Removed: Classification December 31, 2023 December 31, 2022
−Removed: Operating lease right-of-use assets Operating lease right-of-use assets $ 63,757 $ 67,239
−Removed: Total leased assets $ 63,757 $ 67,239
−Removed: Operating lease liabilities Operating lease liabilities $ 65,091 $ 68,696
−Removed: Total lease liabilities $ 65,091 $ 68,696
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
+Added: Supplemental consolidated balance sheet information related to leases as of December 31, 2024 and 2023 was as follows ($ in thousands):
+Added: Operating lease right-of-use assets $ 51,556 $ 63,757
+Added: Total leased assets $ 51,556 $ 63,757
+Added: Operating lease liabilities $ 52,473 $ 65,091
+Added: Total lease liabilities $ 52,473 $ 65,091
The components of lease expense for the years ended December 31, 2024, 2023 and 2022 were as follows ($ in thousands):
−Removed: December 31, 2023 December 31, 2022
+Added: Year Ended December 31,
+Added: 2024 2023 2022
Operating lease cost $ 6,480 $ 6,789 $ 6,697
9 unchanged sentences
Present value of lease liabilities $ 52,473
−Removed: Lease term and discount rate information for leases at December 31, 2023 and 2022 are as follows:
−Removed: December 31, 2023 December 31, 2022
+Added: Lease term and discount rate information for leases as of December 31, 2024 and 2023 was as follows:
Weighted-average of remaining lease terms (years)
2 unchanged sentences
Operating Leases 5.04 % 5.03 %
−Removed: Practical Expedients
−Removed: Leases with an initial term of 12 months or less are not recorded on the balance sheet.
−Removed: The Company recognizes the lease expense for such leases on a straight-line basis over the lease term.
−Removed: The Company has elected to account for lease components (e.g., fixed payments including rent) and non-lease components (e.g., common-area maintenance costs) as a single combined lease component as the lease components are the predominant elements of the combined components.
−Removed: (12) Equity Transactions
−Removed: Common Stock Offerings
−Removed: In September 2021, the Company entered into a new equity distribution agreement pursuant to which the Company may offer and sell shares of its common stock having an aggregate gross sales price of up to $ 900.0 million (the "2021 ATM Program").
−Removed: In connection with the 2021 ATM Program, the Company may also enter into related forward sale agreements, and may sell shares of its common stock pursuant to these agreements.
−Removed: 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.
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: For the years ended December 31, 2023 and 2022, the Company did not sell any shares of its common stock through the 2021 ATM Program.
−Removed: As of December 31, 2023, there are no outstanding forward sale agreements, and $ 900.0 million of shares remain available to be sold under the 2021 ATM Program.
+Added: Practical Expedients
+Added: Leases with an initial term of 12 months or less are not recorded on the balance sheet.
+Added: The Company recognizes the lease expense for such leases on a straight-line basis over the lease term.
+Added: The Company has elected to account for lease components (e.g., fixed payments including rent) and non-lease components (e.g., common-area maintenance costs) as a single combined lease component as the lease components are the predominant elements of the combined components.
+Added: (12) Equity Transactions
+Added: At-the-market Equity Program
+Added: In August 2024, the Company entered into a new equity distribution agreement pursuant to which the Company may, at its discretion, offer and sell shares of its common stock having an aggregate gross sales price of up to $ 900.0 million (the “2024 ATM Program”).
+Added: The Company may also enter into forward sales agreements of its common stock, set the price, and defer receipt of proceeds until a later date.
+Added: The 2024 ATM Program replaced the prior equity distribution agreement entered into in September 2021 (the “2021 ATM Program”), which was terminated upon the establishment of the 2024 ATM Program.
+Added: For the years ended December 31, 2024 and 2023, the Company did not sell any shares of its common stock through either agreement.
+Added: As of December 31, 2024 a total of $ 900.0 million of shares remain available to be sold.
Operating Partnership Units and Long-Term Incentive Plan (“LTIP”) Units
1 unchanged sentence
As of December 31, 2024 and 2023 the Operating Partnership had 67,495 and 97,637 vested LTIP units respectively.
−Removed: The Operating Partnership’s general partner, Essex, owned 96.6 % of the partnership interests in the Operating Partnership as of both December 31, 2023 and 2022, and Essex is responsible for the management of the Operating Partnership’s business.
+Added: The Operating Partnership’s general partner, Essex, owned 96.5 % and 96.6 % of the partnership interests in the Operating Partnership as of December 31, 2024 and 2023, respectively, and Essex is responsible for the management of the Operating Partnership’s business.
As the general partner of the Operating Partnership, Essex effectively controls the ability to issue common stock of Essex upon a limited partner’s notice of redemption.
2 unchanged sentences
The Operating Partnership evaluated this guidance, including the requirement to settle in unregistered shares, and determined that, with few exceptions, these OP Units meet the requirements to qualify for presentation as permanent equity.
−Removed: 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.
+Added: LTIP units represent interests 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 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.
−Removed: The collective redemption value of OP Units and LTIP units owned by the limited partners, not including Essex, was approximately $ 560.0 million and $ 481.6 million based on the closing price of Essex's common stock as of December 31, 2023 and 2022, respectively.
+Added: The collective redemption value of OP Units and LTIP units owned by the limited partners, not including Essex, was $ 665.4 million and $ 560.0 million based on the closing price of Essex’s common stock as of December 31, 2024 and 2023, respectively.
+Added: In September 2024, as part of the acquisition of its joint venture partner’s 50 % common equity interest in Century Towers, the Company issued 81,737 OP Units at an agreed upon price of $ 305 per unit.
+Added: See Note 3, Real Estate Investments, for additional details.
ESSEX PROPERTY TRUST, INC.
6 unchanged sentences
Essex Property Trust, Inc.
−Removed: Basic and diluted income per share is calculated as follows for the years ended December 31 ($ in thousands, except share and per share amounts):
+Added: Basic and diluted income per share was calculated as follows ($ in thousands, except share and per share amounts):
+Added: Year Ended December 31,
2024 2023 2022
6 unchanged sentences
Net income available to common stockholders $ 741,522 64,251,234 $ 11.54 $ 405,825 64,253,385 $ 6.32 $ 408,315 65,098,186 $ 6.27
−Removed: The table above excludes from the calculations of diluted earnings per share weighted average convertible OP Units of 2,261,071 , 2,276,341 and 2,289,391 , which include 2014 Long-Term Incentive Plan Units and 2015 Long-Term Incentive Plan Units, for the years ended December 31, 2023, 2022 and 2021, respectively, because they were anti-dilutive.
+Added: The table above excludes from the calculations of diluted earnings per share weighted average convertible OP Units of 2,282,675 , 2,261,071 and 2,276,341 , which include vested 2014 Long-Term Incentive Plan Units and 2015 Long-Term Incentive Plan Units, for the years ended December 31, 2024, 2023 and 2022, respectively, because they were anti-dilutive.
The related income allocated to these convertible OP Units aggregated $ 26.4 million, $ 14.3 million and $ 14.3 million for the years ended December 31, 2024, 2023 and 2022, respectively.
1 unchanged sentence
Essex Portfolio, L.P.
−Removed: Basic and diluted income per unit is calculated as follows for the years ended December 31 ($ in thousands, except unit and per unit amounts):
+Added: Basic and diluted income per unit was calculated as follows ($ in thousands, except unit and per unit amounts):
+Added: Year Ended December 31,
2024 2023 2022
13 unchanged sentences
Stock options of 265,378 , 508,276 , and 253,845 , for the years ended December 31, 2024, 2023 and 2022, respectively, were excluded from the calculation of diluted earnings per unit because the assumed proceeds per unit of these options plus the average unearned compensation were greater than the average market price of the common unit for the years ended and, therefore, were anti-dilutive.
+Added: (14) Equity Based Compensation Plans
+Added: In May 2018, stockholders approved the Company’s 2018 Stock Award and Incentive Compensation Plan (“2018 Plan”).
+Added: The 2018 Plan serves as the successor to the Company’s 2013 Stock Incentive Plan (the “2013 Plan”) with administration authority granted to the Company’s Compensation Committee.
+Added: The Company’s 2018 Plan provides incentives to attract and retain officers, directors and key employees.
+Added: The 2018 Plan provides for the grant of stock-based awards to employees, directors and consultants of the Company and its affiliates.
+Added: The aggregate number of shares of common stock available for issuance pursuant to awards granted under the 2018 Plan is 2,000,000 shares, plus the number of shares authorized for grants and available for issuance under the 2013 Plan as of the effective date of the 2018 Plan and the number of shares subject to outstanding awards under the 2013 Plan that are forfeited or otherwise not issued under such awards.
+Added: No further awards will be granted under the 2013 Plan and the shares that remained available for future issuance under the 2013 Plan as of the effective date of the 2018 Plan will be available for issuance under the 2018 Plan.
+Added: Costs for stock options and restricted stock awards under the fair value method totaled $ 7.7 million, $ 12.1 million, and $ 11.4 million for years ended December 31, 2024, 2023 and 2022, respectively.
+Added: For each of the years ended December 31, 2023, and 2022 costs included $ 3.5 million related to restricted stock awards for bonuses awarded based on asset dispositions, which is recorded as a cost of real estate and land sold, respectively.
+Added: Stock-based compensation expense from stock options and restricted stock awards issued to recipients who are direct and incremental to projects under development were capitalized and totaled $ 0.5 million, $ 0.6 million, and $ 0.7 million for the years ended December 31, 2024, 2023 and 2022, respectively.
+Added: The intrinsic value of stock options exercised totaled $ 4.5 million, zero , and $ 7.6 million, for the years ended December 31, 2024, 2023 and 2022 respectively.
+Added: The intrinsic value of stock options exercisable totaled $ 9.5 million and $ 4.5 million as of December 31, 2024 and 2023, respectively.
+Added: Restricted stock awards
+Added: The Company estimates the fair value of restricted stock awards on the grant date using a Monte Carlo simulation based upon total shareholder return metrics, the trailing 20-day average stock price, dividend yields and expected volatility rates.
+Added: Stock-based compensation expense for restricted stock awards having performance-based conditions is recognized over the requisite service period when the conditions become probable of achievement.
+Added: Service-based conditions include vesting periods of three years or less and are forfeit if required conditions are not met.
+Added: The following table summarizes information about the Company’s restricted stock awards:
+Added: Year Ended December 31,
+Added: 2024 2023 2022
+Added: Shares Weighted-
+Added: date fair value
+Added: Shares Weighted-
+Added: date fair value
+Added: Shares Weighted-
+Added: date fair value
+Added: Unvested at beginning of year 101,701 $ 197.22 182,915 $ 222.90 159,401 $ 251.03
+Added: Granted 52,300 212.02 2,315 220.40 72,838 215.73
+Added: Vested ( 24,002 ) 187.32 ( 37,075 ) 247.07 ( 44,945 ) 306.25
+Added: Forfeited and canceled ( 28,070 ) 182.25 ( 46,454 ) 259.71 ( 4,379 ) 272.12
+Added: Unvested at end of year 101,929 $ 211.27 101,701 $ 197.22 182,915 $ 222.90
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: (14) Equity Based Compensation Plans
−Removed: Stock Options and Restricted Stock
−Removed: In May 2018, stockholders approved the Company’s 2018 Stock Award and Incentive Compensation Plan ("2018 Plan").
−Removed: The 2018 Plan serves as the successor to the Company’s 2013 Stock Incentive Plan (the "2013 Plan").
−Removed: The Company’s 2018 Plan provides incentives to attract and retain officers, directors and key employees.
−Removed: The 2018 Plan provides for the grant of stock-based awards to employees, directors and consultants of the Company and its affiliates.
−Removed: The aggregate number of shares of the Company’s common stock available for issuance pursuant to awards granted under the 2018 Plan is 2,000,000 shares, plus the number of shares authorized for grants and available for issuance under the 2013 Plan as of the effective date of the 2018 Plan and the number of shares subject to outstanding awards under the 2013 Plan that are forfeited or otherwise not issued under such awards.
−Removed: No further awards will be granted under the 2013 Plan and the shares that remained available for future issuance under the 2013 Plan as of the effective date of the 2018 Plan will be available for issuance under the 2018 Plan.
−Removed: In connection with the adoption of the 2018 Plan, the Board delegated to the Compensation Committee of the Board the authority to administer the 2018 Plan.
−Removed: Equity-based compensation costs for options and restricted stock under the fair value method totaled $ 12.1 million, $ 11.4 million, and $ 11.7 million for years ended December 31, 2023, 2022 and 2021, respectively.
−Removed: For each of the years ended December 31, 2023, 2022 and 2021 equity-based compensation costs included $ 3.5 million related to restricted stock for bonuses awarded based on asset dispositions, which is recorded as a cost of real estate and land sold, respectively.
−Removed: Stock-based compensation for options and restricted stock related to recipients who are direct and incremental to projects under development were capitalized and totaled $ 0.6 million, $ 0.7 million, and $ 0.9 million for the years ended December 31, 2023, 2022 and 2021, respectively.
−Removed: The intrinsic value of the options exercised totaled zero , $ 7.6 million, and $ 25.7 million, for the years ended December 31, 2023, 2022, and 2021 respectively.
−Removed: The intrinsic value of the options exercisable totaled $ 4.5 million and $ 0.2 million as of December 31, 2023 and 2022, respectively.
+Added: The unrecognized compensation cost related to unvested restricted stock totaled $ 10.2 million as of December 31, 2024 and is expected to be recognized over a period of 1.9 years.
+Added: Stock option awards
+Added: The Company estimates the fair value of stock option grants on the date of grant using the Black-Scholes option pricing model.
+Added: The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment.
+Added: Stock options are granted with an exercise price not less than 100 % of the estimated fair value of the shares on the date of grant and generally have a contractual life of 10 years.
+Added: Awards subject to service-based conditions include vesting periods of three years or less and are forfeit if required conditions are not met.
Total unrecognized compensation cost related to unvested stock options totaled $ 0.4 million as of December 31, 2024 and the unrecognized compensation cost is expected to be recognized over a period of 0.9 years.
The average fair value of stock options granted for the years ended December 31, 2023 and 2022 was $ 21.24 and $ 23.39 , respectively.
−Removed: Certain stock options granted in 2023, 2022, and 2021 included a $ 100 cap on the appreciation of the market price over the exercise price.
−Removed: 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:
+Added: No stock options were granted during the year ended December 31, 2024.
+Added: Stock options granted in 2023 and 2022 include a $ 100 cap on the appreciation of the market price over the exercise price.
+Added: Stock options have the following weighted average assumptions:
2024 2023 2022
1 unchanged sentence
Risk-free interest rates — 4.06 % 3.50 %
−Removed: Expected lives 6 years 6 years 6 years
+Added: Expected lives — 6 years 6 years
Volatility — 36.00 % 27.98 %
Dividend yield — 3.30 % 3.06 %
−Removed: A summary of the status of the Company’s stock option plans as of December 31, 2023, 2022, and 2021 and changes during the years ended on those dates is presented below:
−Removed: ESSEX PROPERTY TRUST, INC.
−Removed: AND SUBSIDIARIES
−Removed: ESSEX PORTFOLIO, L.P.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: December 31, 2023, 2022, and 2021
+Added: The following table summarizes information about the Company’s stock options:
+Added: Year Ended December 31,
2024 2023 2022
−Removed: Shares Weighted-
−Removed: price Shares Weighted-
−Removed: price Shares Weighted-
+Added: Options Weighted-
+Added: price Options Weighted-
+Added: price Options Weighted-
Outstanding at beginning of year 530,812 $ 273.51 487,446 $ 279.46 463,863 $ 284.82
3 unchanged sentences
Outstanding at end of year 471,383 $ 280.11 530,812 $ 273.51 487,446 $ 279.46
−Removed: Options exercisable at year end 417,739 $ 282.30 293,377 $ 285.76 274,244 $ 270.11
−Removed: The following table summarizes information about restricted stock outstanding as of December 31, 2023, 2022 and 2021 and changes during the years ended:
−Removed: 2023 2022 2021
−Removed: Shares Weighted-
−Removed: price Shares Weighted-
−Removed: price Shares Weighted-
−Removed: Unvested at beginning of year 182,915 $ 222.90 159,401 $ 251.03 132,603 $ 214.34
−Removed: Granted 2,315 220.40 72,838 215.73 50,349 337.52
−Removed: Vested ( 37,075 ) 247.07 ( 44,945 ) 306.25 ( 22,387 ) 229.90
−Removed: Forfeited and canceled ( 46,454 ) 259.71 ( 4,379 ) 272.12 ( 1,164 ) 219.30
−Removed: Unvested at end of year 101,701 $ 197.22 182,915 $ 222.90 159,401 $ 251.03
−Removed: The unrecognized compensation cost related to unvested restricted stock totaled $ 4.7 million as of December 31, 2023 and is expected to be recognized over a period of 1.6 years.
−Removed: Long-Term Incentive Plans – LTIP Units
−Removed: On December 9, 2014, the Operating Partnership issued 44,750 LTIP units under the 2015 Long-Term Incentive Plan Award agreements to executives of the Company.
−Removed: The 2015 Long-Term Incentive Plan Units (the "2015 LTIP Units") are subject to forfeiture based on performance-based and service based conditions.
−Removed: An additional 24,000 LTIP units were granted subject only to performance-based criteria and were fully vested on the date granted.
−Removed: The 2015 LTIP Units, that are subject to vesting, vested at 20 % per year on each of the first five anniversaries of the initial grant date.
−Removed: The 2015 LTIP Units performance conditions measurement ended on December 9, 2015 and 95.75 % of the units awarded were earned by the recipients.
−Removed: 2015 LTIP Units not earned based on the performance-based criteria were automatically forfeited by the recipients.
−Removed: The 2015 LTIP Units are convertible one -for-one into OP Units which, in turn, are convertible into common stock of the Company subject to a ten-year liquidity restriction.
−Removed: In December 2013, the Operating Partnership issued 50,500 LTIP units under the 2014 Long-Term Incentive Plan Award agreements to executives of the Company.
−Removed: The 2014 Long-Term Incentive Plan Units (the "2014 LTIP Units") were subject to forfeiture based on performance-based conditions and are currently subject to service based vesting.
−Removed: The 2014 LTIP Units vested 25 % per year on each of the first four anniversaries of the initial grant date.
−Removed: In December 2014, the Company achieved the performance criteria and all of the 2014 LTIP Units awarded were earned by the recipients, subject to satisfaction of service based vesting conditions.
−Removed: The 2014 LTIP Units are convertible one -for-one into OP Units which, in turn, are convertible into common stock of the Company subject to a ten year liquidity restriction.
−Removed: The estimated fair value of the 2015 LTIP Units and 2014 LTIP Units were determined on the grant date using Monte Carlo simulations under a risk-neutral premise and considered Essex’s stock price on the date of grant, the unpaid dividends on unvested units and the discount factor for ten years of illiquidity.
+Added: Exercisable at year end 453,240 $ 282.73 417,739 $ 282.30 293,377 $ 285.76
+Added: Long-Term Incentive Plans
+Added: In December 2014, the Operating Partnership issued 2015 Long-Term Incentive Plan award units to executives of the Company.
+Added: The awards are subject to forfeiture based on performance-based and service-based conditions.
+Added: The awards that are subject to vesting, vested at 20 % per year on each of the first five anniversaries of the initial grant date.
+Added: The performance conditions measurement ended in December 2015 with unearned awards automatically forfeit.
+Added: Additional awards were granted subject only to performance-based criteria and were fully vested on the date granted.
+Added: Awards are convertible one -for-one into OP Units which, in turn, are convertible into common stock of the Company.
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: Equity-based compensation costs and total unrecognized compensation costs for LTIP units under the fair value method totaled approximately zero for the years ended December 31, 2023, 2022 and 2021.
−Removed: The intrinsic value of the vested and unvested LTIP Units totaled $ 24.2 million as of December 31, 2023.
−Removed: The following table summarizes information about the LTIP Units outstanding as of December 31, 2023:
−Removed: Long-Term Incentive Plan - LTIP Units
−Removed: Units Weighted-
−Removed: Fair Value Weighted-
−Removed: Balance, December 31, 2020 106,137 — 106,137 $ 84.47 3.6
−Removed: Granted — — —
−Removed: Converted — — —
−Removed: Cancelled — — —
−Removed: Balance, December 31, 2021 106,137 — 106,137 $ 84.47 2.6
−Removed: Granted — — —
+Added: The estimated fair value of the awards were determined on the grant date using Monte Carlo simulations under a risk-neutral premise and considered the Company’s stock price on the date of grant, unpaid dividends on unvested awards and a discount factor for ten years of illiquidity.
+Added: In December 2013, the Operating Partnership issued 2014 Long-Term Incentive Plan award units to executives of the Company.
+Added: The awards are subject to forfeiture based on performance-based and service-based conditions.
+Added: The awards vested at 25 % per year on each of the first four anniversaries of the initial grant date.
+Added: In December 2014, the Company achieved the performance criteria and all of the performance-based awards were earned by the recipients, subject to satisfaction of service-based vesting conditions.
+Added: Awards are convertible one -for-one into OP Units which, in turn, are convertible into common stock of the Company.
+Added: The estimated fair value of the awards were determined on the grant date using Monte Carlo simulations under a risk-neutral premise and considered the Company’s stock price on the date of grant, unpaid dividends on unvested awards and a discount factor for ten years of illiquidity.
+Added: The following table summarizes information about the Company’s 2015 and 2014 Plans:
+Added: Total Vested and
+Added: Outstanding Units Weighted-
+Added: Balance as of December 31, 2022 106,137 $ 84.47
Converted ( 8,500 )
−Removed: Cancelled — — —
−Removed: Balance, December 31, 2022 106,137 — 106,137 $ 84.47 1.6
−Removed: Granted — — —
+Added: Balance as of December 31, 2023 97,637 $ 86.16
Converted ( 30,142 )
−Removed: Cancelled — — —
−Removed: Balance, December 31, 2023 97,637 — 97,637 $ 86.16 1.0
+Added: Balance as of December 31, 2024 67,495 $ 85.80
+Added: Equity-based compensation costs and total unrecognized compensation costs for 2015 and 2014 Plan awards under the fair value method totaled zero for the years ended December 31, 2024, 2023 and 2022.
+Added: The intrinsic value of vested awards totaled $ 19.3 million as of December 31, 2024.
ESSEX PROPERTY TRUST, INC.
5 unchanged sentences
(15) Segment Information
−Removed: The Company's segment disclosures present the measure used by the chief operating decision makers for purposes of assessing each segment's performance.
−Removed: The Company's chief operating decision makers are comprised of several members of its executive management team who use net operating income ("NOI") to assess the performance of the business for the Company's reportable operating segments.
+Added: The Company’s segment disclosures present the measure used by the chief operating decision maker (“CODM”) for purposes of assessing each segment’s performance.
+Added: The Company’s CODM is a group comprised of its Chief Executive Officer, Chief Financial Officer, Chief Administrative Officer, and Chief Investment Officer, who use net operating income (“NOI”) to assess the performance of the business for the Company’s reportable operating segments.
NOI represents total property revenues less direct property operating expenses.
−Removed: The executive management team generally evaluates the Company's operating performance geographically.
+Added: The CODM evaluates the Company’s operating performance geographically.
The Company defines its reportable operating segments as the three geographical regions in which its communities are located:
Southern California, Northern California and Seattle Metro.
−Removed: Excluded from segment revenues and NOI are management and other fees from affiliates and interest and other income.
−Removed: Non-segment revenues and NOI included in the following schedule also consist of revenues generated from commercial properties and properties that have been sold.
+Added: Excluded from segment revenues and NOI are management and other fees from affiliates and interest and other income (loss).
+Added: Non-segment revenues, property operating expenses, including real estate taxes, and NOI included in the following schedule also consist of revenues generated from retail space, commercial properties, held for sale properties and disposition properties.
Other non-segment assets include items such as real estate under development, co-investments, real estate held for sale, cash and cash equivalents, marketable securities, notes and other receivables, and prepaid expenses and other assets.
6 unchanged sentences
The revenues and NOI for each of the reportable operating segments are summarized as follows for the years ended December 31, 2024, 2023 and 2022 ($ in thousands):
−Removed: Years Ended December 31,
+Added: Year Ended December 31,
2024 2023 2022
−Removed: Southern California $ 682,116 $ 646,252 $ 574,129
−Removed: Northern California 666,836 639,306 584,034
−Removed: Seattle Metro 282,092 271,248 239,839
−Removed: Other real estate assets 27,220 38,869 33,416
−Removed: Total property revenues $ 1,658,264 $ 1,595,675 $ 1,431,418
−Removed: Net operating income:
+Added: Rental and other property revenue (1)
+Added: Property operating expenses, including real estate taxes Net operating income Rental and other property revenue (1)
+Added: Property operating expenses, including real estate taxes Net operating income Rental and other property revenue (1)
+Added: Property operating expenses, including real estate taxes Net operating income
Southern California $ 744,004 $ 216,355 $ 527,649 $ 682,116 $ 199,103 $ 483,013 $ 646,252 $ 186,490 $ 459,762
2 unchanged sentences
Other real estate assets (2)
+Added: 47,786 8,543 39,243 51,398 12,351 39,047 62,498 15,358 47,140
+Added: Total $ 1,764,185 $ 519,526 $ 1,244,659 $ 1,658,264 $ 485,479 $ 1,172,785 $ 1,595,675 $ 467,269 $ 1,128,406
Total net operating income $ 1,244,659 $ 1,172,785 $ 1,128,406
10 unchanged sentences
Equity income from co-investments 48,206 10,561 26,030
−Removed: Tax (expense) benefit on unconsolidated co-investments ( 697 ) 10,236 ( 15,668 )
+Added: Tax benefit (expense) on unconsolidated co-investments 929 ( 697 ) 10,236
Loss on early retirement of debt, net — — ( 2 )
−Removed: Gain on remeasurement of co-investment — 17,423 2,260
+Added: Gain on remeasurement of co-investments 210,555 — 17,423
Net income $ 811,306 $ 430,708 $ 432,985
+Added: (1) Segment revenue excludes management and other fees from affiliates and interest and other income.
+Added: (2) Other real estate assets consist of revenues generated from retail space, commercial properties, held for sale properties, disposition properties and straight-line rent adjustments for concessions.
+Added: Executive management does not evaluate such operating performance geographically.
ESSEX PROPERTY TRUST, INC.
4 unchanged sentences
December 31, 2024, 2023, and 2022
−Removed: Total assets for each of the reportable operating segments are summarized as follows as of December 31, 2023 and 2022 ($ in thousands):
−Removed: As of December 31,
+Added: Total assets for each of the reportable operating segments as of December 31, 2024 and 2023 are summarized as follows ($ in thousands):
Southern California $ 4,290,547 $ 3,763,745
2 unchanged sentences
Other real estate assets (1)
+Added: 186,328 265,139
Net reportable operating segments - real estate assets 11,438,900 10,470,292
7 unchanged sentences
Total assets $ 12,927,359 $ 12,361,427
+Added: (1) Includes retail space, commercial properties, held for sale properties, and disposition properties.
+Added: ESSEX PROPERTY TRUST, INC.
+Added: AND SUBSIDIARIES
+Added: ESSEX PORTFOLIO, L.P.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2024, 2023, and 2022
(16) 401(k) Plan
2 unchanged sentences
The Company matches 50 % of the employee contributions up to a specified maximum.
−Removed: Company contributions to the Plan were approximately $ 3.8 million, $ 3.3 million, and $ 3.3 million for the years ended December 31, 2023, 2022, and 2021, respectively.
+Added: Company contributions to the Plan were $ 3.8 million, $ 3.8 million, and $ 3.3 million for the years ended December 31, 2024, 2023 and 2022, respectively.
(17) Commitments and Contingencies
11 unchanged sentences
Although the Company intends to hold the contributed assets or defer recognition of gain on their sale pursuant to like-kind exchange rules under Section 1031 of the Internal Revenue Code, if the Company were to sell the contributed assets, the tax liabilities incurred may have a material impact on the Company’s financial position.
−Removed: ESSEX PROPERTY TRUST, INC.
−Removed: AND SUBSIDIARIES
−Removed: ESSEX PORTFOLIO, L.P.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: December 31, 2023, 2022, and 2021
There continue to be lawsuits against owners and managers of certain of the Company’s apartment communities alleging personal injury and property damage caused by the presence of mold in the residential units and common areas of those communities.
13 unchanged sentences
Through PWI, the Company is self-insured for earthquake related losses.
−Removed: Additionally, since January 2008, PWI has provided property and casualty insurance coverage for the first $ 5.0 million of the Company’s property level insurance claims per incident.
−Removed: As of December 31, 2023, PWI has cash and marketable securities of approximately $ 125.5 million.
−Removed: These assets are consolidated in the Company’s financial statements.
−Removed: Beginning in 2013, the Company has obtained limited third party seismic insurance on selected assets in the Company's co-investments.
−Removed: In late 2022 and early 2023, a number of purported class actions were filed against RealPage, Inc., a seller of revenue management software, and various lessors of multifamily housing which utilize this software, including the Company.
+Added: Additionally, PWI provides property and casualty insurance coverage for the first $ 5.0 million of the Company’s property level insurance claims per incident.
+Added: As of December 31, 2024, PWI had cash and marketable securities of $ 98.9 million.
+Added: These assets were consolidated in the Company’s financial statements.
+Added: The Company has obtained limited third party seismic insurance on selected assets in the Company’s co-investments.
+Added: ESSEX PROPERTY TRUST, INC.
+Added: AND SUBSIDIARIES
+Added: ESSEX PORTFOLIO, L.P.
+Added: AND SUBSIDIARIES
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2024, 2023, and 2022
+Added: A number of purported class actions were filed against RealPage, Inc., a seller of revenue management software, and various lessors of multifamily housing which utilize this software, including the Company.
The complaints allege collusion among defendants to artificially increase rents of multifamily residential real estate above competitive levels.
The Company intends to vigorously defend against these lawsuits.
−Removed: Given their early stage, the Company is unable to predict the outcome or estimate the amount of loss, if any, that may result from such matters.
+Added: The Company is unable to predict the outcome or estimate the amount of loss, if any, that may result from such matters.
The Company is also subject to various other legal and/or regulatory proceedings arising in the normal course of its business operations.
2 unchanged sentences
The Company will consider whether any such matter results in an impairment of value on the affected property and, if so, impairment will be recognized.
+Added: (18) Subsequent Events
+Added: In January 2025, the Company acquired The Plaza, a 307 -unit apartment home community located in Foster City, CA for a contract price of $ 161.4 million.
+Added: In the fourth quarter of 2024, the Company repaid a $ 72.0 million senior mortgage associated with a preferred equity investment in a stabilized apartment home community located in Oakland, CA and subsequently issued a default notice in January 2025 and assumed full managerial control.
+Added: In February 2025, the Company issued $ 400.0 million aggregate principal amount of senior unsecured notes due April 1, 2035.
+Added: The notes are priced at 99.60 % of par value with interest payable semiannually at a per annum rate of 5.375 % with the first interest payment due October 1, 2025.
ESSEX PROPERTY TRUST, INC.
5 unchanged sentences
December 31, 2024
−Removed: (Dollars in thousands)
+Added: ($ in thousands)
Initial cost capitalized Gross amount carried at close of period
4 unchanged sentences
Belmont Station 275 Los Angeles, CA $ 29,312 $ 8,100 $ 66,666 $ 11,218 $ 8,267 $ 77,717 $ 85,984 $ ( 45,182 ) 2009 Mar-09 3-30
+Added: Bridgeport 184 Newark, CA 29,600 11,825 52,268 95 11,825 52,363 64,188 ( 382 ) 1987 Oct-24 3-30
Brio 300 Walnut Creek, CA 87,983 16,885 151,741 5,350 16,885 157,091 173,976 ( 32,715 ) 2015 Jun-19 3-30
1 unchanged sentence
Highridge 255 Rancho Palos Verdes, CA 69,487 5,419 18,347 40,501 6,073 58,194 64,267 ( 49,226 ) 1972 May-97 3-30
+Added: Hillsborough Park 235 La Habra, CA 41,300 13,381 85,332 123 13,381 85,455 98,836 ( 616 ) 1999 Oct-24 3-30
Lawrence Station 336 Sunnyvale, CA 76,886 45,532 106,735 8,038 45,532 114,773 160,305 ( 46,829 ) 2012 Apr-14 5-30
2 unchanged sentences
Marquis 166 San Jose, CA 45,297 20,495 47,823 3,049 20,495 50,872 71,367 ( 10,558 ) 2015 Dec-18 3-30
−Removed: Paragon Apartments 301 Fremont, CA 59,169 32,230 77,320 4,595 32,230 81,915 114,145 ( 26,880 ) 2013 Jul-14 3-30
+Added: Paragon 301 Fremont, CA 59,200 32,230 77,320 5,375 32,230 82,695 114,925 ( 30,090 ) 2013 Jul-14 3-30
Sage at Cupertino 230 San Jose, CA 51,886 35,719 53,449 15,668 35,719 69,117 104,836 ( 23,624 ) 1971 Mar-17 3-30
1 unchanged sentence
161 Anaheim, CA 14,941 — 8,520 9,639 2,353 15,806 18,159 ( 13,716 ) 1984 Apr-00 3-30
+Added: The Carlyle 132 San Jose, CA 24,100 6,344 48,086 202 6,344 48,288 54,632 ( 351 ) 2000 Oct-24 3-30
The Commons 264 Campbell, CA 57,734 12,555 29,307 13,505 12,556 42,811 55,367 ( 24,527 ) 1973 Jul-10 3-30
13 unchanged sentences
Aqua Marina Del Rey 500 Marina Del Rey, CA — 58,442 175,326 28,902 58,442 204,228 262,670 ( 83,065 ) 2001 Apr-14 5-30
−Removed: Ascent 90 Kirkland, WA — 3,924 11,862 3,685 3,924 15,547 19,471 ( 6,867 ) 1988 Oct-12 3-30
−Removed: Ashton Sherman Village 264 Los Angeles, CA — 23,550 93,811 3,301 23,550 97,112 120,662 ( 24,127 ) 2014 Dec-16 3-30
−Removed: Avant 440 Los Angeles, CA — 32,379 137,940 9,879 32,379 147,819 180,198 ( 42,593 ) 2014 Jun-15 3-30
−Removed: Avenue 64 224 Emeryville, CA — 27,235 64,403 18,098 27,235 82,501 109,736 ( 28,266 ) 2007 Apr-14 5-30
+Added: ARLO Mountain View 164 Mountain View, CA — 19,918 80,377 501 19,918 80,878 100,796 ( 1,770 ) 2018 May-24 3-30
ESSEX PROPERTY TRUST, INC.
5 unchanged sentences
December 31, 2024
−Removed: (Dollars in thousands)
+Added: ($ in thousands)
Initial cost capitalized Gross amount carried at close of period
2 unchanged sentences
depreciation construction acquired (years)
+Added: Ascent 90 Kirkland, WA — 3,924 11,862 3,847 3,924 15,709 19,633 ( 7,589 ) 1988 Oct-12 3-30
+Added: Ashton Sherman Village 264 Los Angeles, CA — 23,550 93,811 4,297 23,550 98,108 121,658 ( 27,769 ) 2014 Dec-16 3-30
+Added: Avant 443 Los Angeles, CA — 32,379 137,940 11,972 32,379 149,912 182,291 ( 48,437 ) 2014 Jun-15 3-30
+Added: Avenue 64 224 Emeryville, CA — 27,235 64,403 18,868 27,235 83,271 110,506 ( 31,582 ) 2007 Apr-14 5-30
166 Mercer Island, WA — — 49,813 3,355 — 53,168 53,168 ( 21,301 ) 2013 Apr-14 5-30
Avondale at Warner Center 446 Woodland Hills, CA — 10,536 24,522 35,351 10,601 59,808 70,409 ( 46,904 ) 1970 Jan-99 3-30
+Added: Beaumont 344 Woodinville, WA — 22,101 113,737 183 22,101 113,920 136,021 ( 166 ) 2009 Nov-24 3-30
Bel Air 462 San Ramon, CA — 12,105 18,252 52,007 12,682 69,682 82,364 ( 56,969 ) 1988 Jan-95 3-30
7 unchanged sentences
Bonita Cedars 120 Bonita, CA — 2,496 9,913 8,239 2,503 18,145 20,648 ( 13,147 ) 1983 Dec-02 3-30
+Added: Bothell Ridge 214 Bothell, WA — 7,440 48,321 1,211 7,440 49,532 56,972 ( 1,420 ) 1988 Mar-24 3-30
Boulevard 172 Fremont, CA — 3,520 8,182 17,696 3,580 25,818 29,398 ( 22,499 ) 1978 Jan-96 3-30
3 unchanged sentences
Bristol Commons 188 Sunnyvale, CA — 5,278 11,853 13,005 5,293 24,843 30,136 ( 21,457 ) 1989 Jan-95 3-30
−Removed: Bunker Hill 456 Los Angeles, CA — 11,498 27,871 105,664 11,639 133,394 145,033 ( 108,050 ) 1968 Mar-98 3-30
Camarillo Oaks 564 Camarillo, CA — 10,953 25,254 12,642 11,075 37,774 48,849 ( 33,205 ) 1985 Jul-96 3-30
9 unchanged sentences
Castle Creek 216 Newcastle, WA — 4,149 16,028 8,580 4,833 23,924 28,757 ( 20,786 ) 1998 Dec-98 3-30
−Removed: Catalina Gardens 128 Los Angeles, CA — 6,714 26,856 4,745 6,714 31,601 38,315 ( 11,166 ) 1987 Apr-14 5-30
−Removed: Cedar Terrace 180 Bellevue, WA — 5,543 16,442 11,649 5,652 27,982 33,634 ( 17,938 ) 1984 Jan-05 3-30
−Removed: CentrePointe 224 San Diego, CA — 3,405 7,743 24,377 3,442 32,083 35,525 ( 26,545 ) 1974 Jun-97 3-30
−Removed: Chestnut Street Apartments 96 Santa Cruz, CA — 6,582 15,689 3,055 6,582 18,744 25,326 ( 10,012 ) 2002 Jul-08 3-30
−Removed: City View 572 Hayward, CA — 9,883 37,670 41,860 10,350 79,063 89,413 ( 63,724 ) 1975 Mar-98 3-30
ESSEX PROPERTY TRUST, INC.
5 unchanged sentences
December 31, 2024
−Removed: (Dollars in thousands)
+Added: ($ in thousands)
Initial cost capitalized Gross amount carried at close of period
2 unchanged sentences
depreciation construction acquired (years)
+Added: Catalina Gardens 128 Los Angeles, CA — 6,714 26,856 5,127 6,714 31,983 38,697 ( 12,629 ) 1987 Apr-14 5-30
+Added: Cedar Terrace 180 Bellevue, WA — 5,543 16,442 11,939 5,652 28,272 33,924 ( 19,391 ) 1984 Jan-05 3-30
+Added: CentrePointe 224 San Diego, CA — 3,405 7,743 24,676 3,442 32,382 35,824 ( 27,577 ) 1974 Jun-97 3-30
+Added: Century Towers 376 San Jose, CA — 14,865 157,787 745 14,865 158,532 173,397 ( 1,600 ) 2017 Sep-24 3-30
+Added: Chestnut Street 96 Santa Cruz, CA — 6,582 15,689 3,684 6,582 19,373 25,955 ( 10,806 ) 2002 Jul-08 3-30
+Added: City View 572 Hayward, CA — 9,883 37,670 43,985 10,350 81,188 91,538 ( 67,528 ) 1975 Mar-98 3-30
Collins on Pine 76 Seattle, WA — 7,276 22,226 1,119 7,276 23,345 30,621 ( 8,653 ) 2013 May-14 3-30
16 unchanged sentences
Esplanade 278 San Jose, CA — 18,170 40,086 19,572 18,429 59,399 77,828 ( 43,040 ) 2002 Apr-04 3-30
+Added: Esplanade San Diego 616 San Diego, CA — 56,327 167,072 1,877 56,327 168,949 225,276 ( 4,588 ) 1986 Mar'24 3-30
Essex Skyline 350 Santa Ana, CA — 21,537 146,099 21,482 21,537 167,581 189,118 ( 76,073 ) 2008 Apr-10 3-30
Evergreen Heights 200 Kirkland, WA — 3,566 13,395 9,922 3,649 23,234 26,883 ( 19,870 ) 1990 Jun-97 3-30
−Removed: Fairhaven Apartments 164 Santa Ana, CA — 2,626 10,485 11,748 2,957 21,902 24,859 ( 17,103 ) 1970 Nov-01 3-30
−Removed: Fairway Apartments at Big Canyon (5)
+Added: Fairhaven 164 Santa Ana, CA — 2,626 10,485 12,166 2,957 22,320 25,277 ( 17,941 ) 1970 Nov-01 3-30
+Added: Fairway at Big Canyon (5)
74 Newport Beach, CA — — 7,850 9,938 — 17,788 17,788 ( 16,123 ) 1972 Jun-99 3-28
2 unchanged sentences
Foothill Gardens/Twin Creeks 176 San Ramon, CA — 5,875 13,992 15,883 5,964 29,786 35,750 ( 25,371 ) 1985 Feb-97 3-30
−Removed: Forest View 192 Renton, WA — 3,731 14,530 5,619 3,731 20,149 23,880 ( 13,213 ) 1998 Oct-03 3-30
−Removed: Form 15 242 San Diego, CA — 24,510 72,221 14,885 25,540 86,076 111,616 ( 24,271 ) 2014 Mar-16 3-30
−Removed: Foster's Landing 490 Foster City, CA — 61,714 144,000 18,648 61,714 162,648 224,362 ( 60,005 ) 1987 Apr-14 5-30
−Removed: Fountain Court 320 Seattle, WA — 6,702 27,306 16,464 6,985 43,487 50,472 ( 35,378 ) 2000 Mar-00 3-30
−Removed: Fountains at River Oaks 226 San Jose, CA — 26,046 60,773 9,144 26,046 69,917 95,963 ( 26,176 ) 1990 Apr-14 3-30
−Removed: Fourth & U 171 Berkeley, CA — 8,879 52,351 5,944 8,879 58,295 67,174 ( 27,867 ) 2010 Apr-10 3-30
−Removed: Fox Plaza 445 San Francisco, CA — 39,731 92,706 43,656 39,731 136,362 176,093 ( 63,688 ) 1968 Feb-13 3-30
ESSEX PROPERTY TRUST, INC.
5 unchanged sentences
December 31, 2024
−Removed: (Dollars in thousands)
+Added: ($ in thousands)
Initial cost capitalized Gross amount carried at close of period
2 unchanged sentences
depreciation construction acquired (years)
+Added: Forest View 192 Renton, WA — 3,731 14,530 6,058 3,731 20,588 24,319 ( 14,204 ) 1998 Oct-03 3-30
+Added: Form 15 242 San Diego, CA — 24,510 72,221 15,679 25,540 86,870 112,410 ( 27,976 ) 2014 Mar-16 3-30
+Added: Foster’s Landing 490 Foster City, CA — 61,714 144,000 20,558 61,714 164,558 226,272 ( 66,777 ) 1987 Apr-14 5-30
+Added: Fountain Court 320 Seattle, WA — 6,702 27,306 16,992 6,985 44,015 51,000 ( 36,974 ) 2000 Mar-00 3-30
+Added: Fountains at River Oaks 226 San Jose, CA — 26,046 60,773 9,393 26,046 70,166 96,212 ( 29,054 ) 1990 Apr-14 3-30
+Added: Fourth & U 171 Berkeley, CA — 8,879 52,351 6,399 8,879 58,750 67,629 ( 30,066 ) 2010 Apr-10 3-30
+Added: Fox Plaza 445 San Francisco, CA — 39,731 92,706 44,873 39,731 137,579 177,310 ( 70,634 ) 1968 Feb-13 3-30
Hacienda at Camarillo Oaks 73 Camarillo, CA — 5,497 17,572 3,458 5,497 21,030 26,527 ( 1,502 ) 1984 Apr-23 3-30
2 unchanged sentences
Hillcrest Park 608 Newbury Park, CA — 15,318 40,601 31,956 15,755 72,120 87,875 ( 57,299 ) 1973 Mar-98 3-30
−Removed: Hillsdale Garden 697 San Mateo, CA — 22,000 94,681 42,417 22,000 137,098 159,098 ( 81,397 ) 1948 Sep-06 3-30
Hope Ranch 108 Santa Barbara, CA — 4,078 16,877 4,461 4,208 21,208 25,416 ( 12,645 ) 1965 Mar-07 3-30
11 unchanged sentences
Mariner’s Place 105 Oxnard, CA — 1,555 6,103 4,191 1,562 10,287 11,849 ( 7,896 ) 1987 May-00 3-30
+Added: Maxwell Sunnyvale 75 San Jose, CA — 9,710 37,292 354 9,710 37,646 47,356 ( 941 ) 2022 Apr-24 3-30
MB 360 360 San Francisco, CA — 42,001 212,648 21,774 42,001 234,422 276,423 ( 81,350 ) 2014 Apr-14 3-30
+Added: Meadowood 320 Simi Valley, CA — 19,080 98,881 326 19,080 99,207 118,287 ( 723 ) 1986 Oct-24 3-30
Mesa Village 133 Clairemont, CA — 1,888 7,498 3,722 1,894 11,214 13,108 ( 8,287 ) 1963 Dec-02 3-30
6 unchanged sentences
Mission Peaks 453 Fremont, CA — 46,499 108,498 15,207 46,499 123,705 170,204 ( 49,879 ) 1995 Apr-14 5-30
−Removed: Mission Peaks II 336 Fremont, CA — 31,429 73,334 12,394 31,429 85,728 117,157 ( 32,318 ) 1989 Apr-14 5-30
−Removed: Montanosa 472 San Diego, CA — 26,697 106,787 15,499 26,697 122,286 148,983 ( 43,193 ) 1990 Apr-14 5-30
−Removed: Montclaire 390 Sunnyvale, CA — 4,842 19,776 32,229 4,997 51,850 56,847 ( 47,688 ) 1973 Dec-88 3-30
−Removed: Montebello 248 Kirkland, WA — 13,857 41,575 15,803 13,858 57,377 71,235 ( 23,364 ) 1996 Jul-12 3-30
−Removed: Montejo Apartments 124 Garden Grove, CA — 1,925 7,685 6,287 2,194 13,703 15,897 ( 9,460 ) 1974 Nov-01 3-30
−Removed: Monterey Villas 122 Oxnard, CA — 2,349 5,579 8,980 2,424 14,484 16,908 ( 11,089 ) 1974 Jul-97 3-30
−Removed: Muse 152 North Hollywood, CA — 7,822 33,436 7,109 7,823 40,544 48,367 ( 19,798 ) 2011 Feb-11 3-30
−Removed: Mylo 476 Santa Clara, CA — 6,472 206,098 867 6,472 206,965 213,437 ( 35,556 ) 2021 Jun-21 3-30
ESSEX PROPERTY TRUST, INC.
5 unchanged sentences
December 31, 2024
−Removed: (Dollars in thousands)
+Added: ($ in thousands)
Initial cost capitalized Gross amount carried at close of period
2 unchanged sentences
depreciation construction acquired (years)
+Added: Mission Peaks II 336 Fremont, CA — 31,429 73,334 13,448 31,429 86,782 118,211 ( 36,113 ) 1989 Apr-14 5-30
+Added: Montanosa 472 San Diego, CA — 26,697 106,787 17,053 26,697 123,840 150,537 ( 48,451 ) 1990 Apr-14 5-30
+Added: Montclaire 390 Sunnyvale, CA — 4,842 19,776 32,880 4,997 52,501 57,498 ( 48,678 ) 1973 Dec-88 3-30
+Added: Montebello 248 Kirkland, WA — 13,857 41,575 17,797 13,858 59,371 73,229 ( 26,304 ) 1996 Jul-12 3-30
+Added: Montejo 124 Garden Grove, CA — 1,925 7,685 6,515 2,194 13,931 16,125 ( 10,164 ) 1974 Nov-01 3-30
+Added: Monterey Villas 122 Oxnard, CA — 2,349 5,579 9,583 2,424 15,087 17,511 ( 11,828 ) 1974 Jul-97 3-30
+Added: Muse 152 North Hollywood, CA — 7,822 33,436 7,562 7,823 40,997 48,820 ( 21,412 ) 2011 Feb-11 3-30
+Added: Mylo 476 Santa Clara, CA — 6,472 206,098 1,347 6,472 207,445 213,917 ( 45,311 ) 2021 Jun-21 3-30
1000 Kiely 121 Santa Clara, CA — 9,359 21,845 11,909 9,359 33,754 43,113 ( 19,179 ) 1971 Mar-11 3-30
5 unchanged sentences
Park West 126 San Francisco, CA — 9,424 21,988 14,958 9,424 36,946 46,370 ( 21,882 ) 1958 Sep-12 3-30
+Added: Parkside Court 210 Santa Ana, CA — 11,276 47,272 1,121 11,276 48,393 59,669 ( 1,357 ) 1986 Mar-24 3-30
Parkwood at Mill Creek 240 Mill Creek, WA — 10,680 42,722 5,267 10,680 47,989 58,669 ( 19,461 ) 1989 Apr-14 5-30
+Added: Patina at Midtown 269 San Jose, CA — 13,472 102,940 685 13,472 103,625 117,097 ( 1,645 ) 2021 Jul-24 3-30
Patent 523 295 Seattle, WA — 14,558 69,417 9,468 14,558 78,885 93,443 ( 41,215 ) 2010 Mar-10 3-30
14 unchanged sentences
Regency at Encino 75 Encino, CA — 3,184 12,737 6,233 3,184 18,970 22,154 ( 10,764 ) 1989 Dec-09 3-30
−Removed: Regency Palm Court 116 Los Angeles, CA — 7,763 28,019 1,637 7,763 29,656 37,419 ( 1,586 ) 1987 Jul-22 3-30
−Removed: Renaissance at Uptown Orange 460 Orange, CA — 27,870 111,482 11,968 27,870 123,450 151,320 ( 43,931 ) 2007 Apr-14 5-30
−Removed: Reveal 438 Woodland Hills, CA — 25,073 121,314 7,805 25,073 129,119 154,192 ( 42,223 ) 2010 Apr-15 3-30
−Removed: Salmon Run at Perry Creek 132 Bothell, WA — 3,717 11,483 4,828 3,801 16,227 20,028 ( 11,529 ) 2000 Oct-00 3-30
−Removed: Sammamish View 153 Bellevue, WA — 3,324 7,501 9,177 3,331 16,671 20,002 ( 14,681 ) 1986 Nov-94 3-30
−Removed: 101 San Fernando 323 San Jose, CA — 4,173 58,961 19,870 4,173 78,831 83,004 ( 40,019 ) 2001 Jul-10 3-30
−Removed: San Marcos 432 Richmond, CA — 15,563 36,204 40,073 22,866 68,974 91,840 ( 45,615 ) 2003 Nov-03 3-30
−Removed: Santee Court/Santee Village 238 Los Angeles, CA — 9,581 40,317 19,087 9,582 59,403 68,985 ( 28,730 ) 2004 Oct-10 3-30
−Removed: Shadow Point 172 Spring Valley, CA — 2,812 11,170 7,859 2,820 19,021 21,841 ( 12,353 ) 1983 Dec-02 3-30
−Removed: Shadowbrook 418 Redmond, WA — 19,292 77,168 11,517 19,292 88,685 107,977 ( 31,940 ) 1986 Apr-14 5-30
ESSEX PROPERTY TRUST, INC.
5 unchanged sentences
December 31, 2024
−Removed: (Dollars in thousands)
+Added: ($ in thousands)
Initial cost capitalized Gross amount carried at close of period
2 unchanged sentences
depreciation construction acquired (years)
+Added: Regency Palm Court 116 Los Angeles, CA — 7,763 28,019 1,915 7,763 29,934 37,697 ( 2,778 ) 1987 Jul-22 3-30
+Added: Renaissance at Uptown Orange 460 Orange, CA — 27,870 111,482 12,929 27,870 124,411 152,281 ( 48,860 ) 2007 Apr-14 5-30
+Added: Reveal 438 Woodland Hills, CA — 25,073 121,314 9,109 25,073 130,423 155,496 ( 47,465 ) 2010 Apr-15 3-30
+Added: Salmon Run at Perry Creek 132 Bothell, WA — 3,717 11,483 5,361 3,801 16,760 20,561 ( 12,345 ) 2000 Oct-00 3-30
+Added: Sammamish View 153 Bellevue, WA — 3,324 7,501 9,619 3,331 17,113 20,444 ( 15,341 ) 1986 Nov-94 3-30
+Added: 101 San Fernando 323 San Jose, CA — 4,173 58,961 21,977 4,173 80,938 85,111 ( 43,538 ) 2001 Jul-10 3-30
+Added: San Marcos 432 Richmond, CA — 15,563 36,204 42,181 22,866 71,082 93,948 ( 49,007 ) 2003 Nov-03 3-30
+Added: Santee Court/Santee Village 238 Los Angeles, CA — 9,581 40,317 19,772 9,582 60,088 69,670 ( 31,764 ) 2004 Oct-10 3-30
+Added: Shadow Point 172 Spring Valley, CA — 2,812 11,170 8,776 2,820 19,938 22,758 ( 13,582 ) 1983 Dec-02 3-30
+Added: Shadowbrook 418 Redmond, WA — 19,292 77,168 13,470 19,292 90,638 109,930 ( 35,986 ) 1986 Apr-14 5-30
+Added: Skye at Bunker Hill 456 Los Angeles, CA — 11,498 27,871 107,120 11,639 134,850 146,489 ( 115,795 ) 1968 Mar-98 3-30
Slater 116 108 Kirkland, WA — 7,379 22,138 2,356 7,379 24,494 31,873 ( 9,868 ) 2013 Sep-13 3-30
14 unchanged sentences
The Hallie 292 Pasadena, CA — 2,202 4,794 58,528 8,385 57,139 65,524 ( 50,894 ) 1972 Apr-97 3-30
+Added: The Havens 440 Fountain Valley, CA — 26,138 137,933 1,180 26,138 139,113 165,251 ( 3,795 ) 1969 Mar-24 3-30
The Huntington 276 Huntington Beach, CA — 10,374 41,495 10,171 10,374 51,666 62,040 ( 24,482 ) 1975 Jun-12 3-30
2 unchanged sentences
The Palisades 192 Bellevue, WA — 1,560 6,242 17,314 1,565 23,551 25,116 ( 20,615 ) 1977 May-90 3-30
−Removed: The Palms at Laguna Niguel 460 Laguna Niguel, CA — 23,584 94,334 17,847 23,584 112,181 135,765 ( 42,182 ) 1988 Apr-14 5-30
−Removed: The Stuart 188 Pasadena, CA — 13,574 54,298 5,546 13,574 59,844 73,418 ( 21,356 ) 2007 Apr-14 5-30
−Removed: The Trails of Redmond 423 Redmond, WA — 21,930 87,720 9,868 21,930 97,588 119,518 ( 35,480 ) 1985 Apr-14 5-30
−Removed: The Village at Toluca Lake 145 Burbank, CA — 14,634 48,297 2,024 14,634 50,321 64,955 ( 4,652 ) 1974 Jun-21 3-30
−Removed: The Waterford 238 San Jose, CA — 11,808 24,500 19,752 15,165 40,895 56,060 ( 31,327 ) 2000 Jun-00 3-30
−Removed: Tierra Vista 404 Oxnard, CA — 13,652 53,336 11,904 13,661 65,231 78,892 ( 42,191 ) 2001 Jan-01 3-30
−Removed: Tiffany Court 101 Los Angeles, CA — 6,949 27,796 3,556 6,949 31,352 38,301 ( 11,191 ) 1987 Apr-14 5-30
−Removed: Trabuco Villas 132 Lake Forest, CA — 3,638 8,640 6,266 3,890 14,654 18,544 ( 11,310 ) 1985 Oct-97 3-30
−Removed: Valley Park 160 Fountain Valley, CA — 3,361 13,420 8,373 3,761 21,393 25,154 ( 15,146 ) 1969 Nov-01 3-30
−Removed: Via 284 Sunnyvale, CA — 22,000 82,270 7,647 22,016 89,901 111,917 ( 40,456 ) 2011 Jul-11 3-30
−Removed: Villa Angelina 256 Placentia, CA — 4,498 17,962 10,155 4,962 27,653 32,615 ( 20,376 ) 1970 Nov-01 3-30
−Removed: Villa Granada 270 Santa Clara, CA — 38,299 89,365 4,688 38,299 94,053 132,352 ( 32,619 ) 2010 Apr-14 5-30
ESSEX PROPERTY TRUST, INC.
5 unchanged sentences
December 31, 2024
−Removed: (Dollars in thousands)
+Added: ($ in thousands)
Initial cost capitalized Gross amount carried at close of period
2 unchanged sentences
depreciation construction acquired (years)
+Added: The Palms at Laguna Niguel 460 Laguna Niguel, CA — 23,584 94,334 18,881 23,584 113,215 136,799 ( 46,948 ) 1988 Apr-14 5-30
+Added: The Stuart 188 Pasadena, CA — 13,574 54,298 6,105 13,574 60,403 73,977 ( 23,692 ) 2007 Apr-14 5-30
+Added: The Trails of Redmond 423 Redmond, WA — 21,930 87,720 10,906 21,930 98,626 120,556 ( 39,541 ) 1985 Apr-14 5-30
+Added: The Village at Toluca Lake 146 Burbank, CA — 14,634 48,297 2,707 14,634 51,004 65,638 ( 6,649 ) 1974 Jun-21 3-30
+Added: Tierra Vista 404 Oxnard, CA — 13,652 53,336 13,304 13,661 66,631 80,292 ( 45,036 ) 2001 Jan-01 3-30
+Added: Tiffany Court 101 Los Angeles, CA — 6,949 27,796 3,858 6,949 31,654 38,603 ( 12,494 ) 1987 Apr-14 5-30
+Added: Trabuco Villas 132 Lake Forest, CA — 3,638 8,640 7,340 3,890 15,728 19,618 ( 12,111 ) 1985 Oct-97 3-30
+Added: Valley Park 160 Fountain Valley, CA — 3,361 13,420 8,761 3,761 21,781 25,542 ( 16,169 ) 1969 Nov-01 3-30
+Added: Via 284 Sunnyvale, CA — 22,000 82,270 8,331 22,016 90,585 112,601 ( 43,846 ) 2011 Jul-11 3-30
+Added: Villa Angelina 256 Placentia, CA — 4,498 17,962 10,982 4,962 28,480 33,442 ( 21,505 ) 1970 Nov-01 3-30
+Added: Villa Granada 270 Santa Clara, CA — 38,299 89,365 5,290 38,299 94,655 132,954 ( 36,131 ) 2010 Apr-14 5-30
Villa Siena 274 Costa Mesa, CA — 13,842 55,367 18,292 13,842 73,659 87,501 ( 30,803 ) 1974 Apr-14 5-30
1 unchanged sentence
Vista Belvedere 76 Tiburon, CA — 5,573 11,901 11,193 5,573 23,094 28,667 ( 16,903 ) 1963 Aug-04 3-30
−Removed: Vox Apartments 58 Seattle, WA — 5,545 16,635 642 5,545 17,277 22,822 ( 6,032 ) 2013 Oct-13 3-30
+Added: Vox 58 Seattle, WA — 5,545 16,635 1,126 5,545 17,761 23,306 ( 6,693 ) 2013 Oct-13 3-30
Wallace on Sunset 200 Los Angeles, CA — 24,005 80,466 4,988 24,005 85,454 109,459 ( 24,171 ) 2021 Dec-21 3-30
1 unchanged sentence
Wandering Creek 156 Kent, WA — 1,285 4,980 7,084 1,296 12,053 13,349 ( 10,422 ) 1986 Nov-95 3-30
+Added: Waterford Place 238 San Jose, CA — 11,808 24,500 20,387 15,165 41,530 56,695 ( 33,077 ) 2000 Jun-00 3-30
Wharfside Pointe 155 Seattle, WA — 2,245 7,020 14,645 2,258 21,652 23,910 ( 19,644 ) 1990 Jun-94 3-30
8 unchanged sentences
49,722 $ — $ 2,777,285 $ 10,175,272 $ 2,704,152 $ 2,827,529 $ 12,829,180 $ 15,656,709 $ ( 5,605,177 )
+Added: ESSEX PROPERTY TRUST, INC.
+Added: AND SUBSIDIARIES
+Added: ESSEX PORTFOLIO, L.P.
+Added: AND SUBSIDIARIES
+Added: Financial Statement Schedule III
+Added: Real Estate and Accumulated Depreciation
+Added: December 31, 2024
+Added: ($ in thousands)
Initial cost capitalized Gross amount carried at close of period
11 unchanged sentences
(7) A portion of land is leased pursuant to a ground lease expiring in 2028.
−Removed: ESSEX PROPERTY TRUST, INC.
−Removed: AND SUBSIDIARIES
−Removed: ESSEX PORTFOLIO, L.P.
−Removed: AND SUBSIDIARIES
−Removed: FINANCIAL STATEMENT SCHEDULE III
−Removed: REAL ESTATE AND ACCUMULATED DEPRECIATION
−Removed: December 31, 2023
−Removed: (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:
+Added: Year Ended December 31, Year Ended December 31,
2024 2023 2022 2024 2023 2022
3 unchanged sentences
Acquisition, development, and improvement of real estate 1,614,570 235,423 427,668 Depreciation expense 571,813 545,702 536,202
−Removed: Disposition of real estate and other ( 66,427 ) ( 91,368 ) ( 139,085 ) Depreciation expense - Disposals and other ( 32,904 ) ( 30,923 ) ( 15,718 )
+Added: Disposition of real estate and other ( 160,275 ) ( 66,427 ) ( 91,368 ) Accumulated depreciation - Disposals and other
+Added: ( 86,126 ) ( 32,904 ) ( 30,923 )
Balance at the end of year $ 17,589,518 $ 16,135,223 $ 15,966,227 Balance at the end of year $ 6,150,618 $ 5,664,931 $ 5,152,133
5 unchanged sentences
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 .
+Added: 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 23, 2023, and incorporated herein by reference.
Form of Common Stock Certificate of Essex Property Trust, Inc., filed as Exhibit 4.5 to the Company ’ s Form S-4 Registration Statement, filed January 29, 2014, and incorporated herein by reference.
−Removed: Indenture, dated April 15, 2014, among Essex Portfolio, L.P., Essex Property Trust, Inc., and U.S.
−Removed: Bank National Association, as trustee, including the form of 3.875% Senior Notes due 2024 and the guarantee thereof, attached as Exhibit 4.1 to Essex Property Trust, Inc.'s Current Report on Form 8-K, filed April 16, 2014, and incorporated herein by reference.
Indenture, dated March 17, 2015, among Essex Portfolio, L.P., Essex Property Trust, Inc., and U.S.
18 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.
−Removed: 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 23, 2023, and incorporated herein by reference.
+Added: Indenture, dated March 14, 2024, among Essex Portfolio, L.P., Essex Property Trust, Inc., and U.S.
+Added: Bank Trust Company, National Association, as trustee, including the form of 5.500% Senior Notes due 2034 and the guarantee thereof, attached as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed March 14, 2024, and incorporated herein by reference.
+Added: First Supplemental Indenture, dated March 14, 2024, among Essex Portfolio, L.P., Essex Property Trust, Inc., and U.S.
+Added: Bank Trust Company, National Association, as trustee, including the form of 5.500% Senior Notes due 2034 and the guarantee thereof, attached as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed March 14, 2024, and incorporated herein by reference.
Agreement between Essex Property Trust, Inc.
and George M.
−Removed: Marcus, dated March 27, 2003 attached as Exhibit 10.32 to the Company's Form 10-K for the year ended December 31, 2002, and incorporated herein by reference.
+Added: Marcus, dated March 27, 2003 attached as Exhibit 10.32 to the Company ’ s Annual Report on Form 10-K , filed March 31, 2003 , and incorporated herein by reference.
Essex Property Trust, Inc.
1 unchanged sentence
Form of Indemnification Agreement between Essex Property Trust, Inc.
−Removed: and its directors and officers, attached as Exhibit 10.4 to the Company's Annual Report on Form 10-K, filed February 21, 2019, and incorporated herein by reference.*
−Removed: Modification Agreement, dated July 30, 2012, attached as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, and incorporated herein by reference.
−Removed: Amendment to Agreement, dated as of September 11, 2012, between the Company and George Marcus, attached as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2012, and incorporated herein by reference.
+Added: and its directors and officers.
+Added: Modification Agreement, dated July 30, 2012, attached as Exhibit 10.2 to the Company ’ s Quarterly Report on Form 10-Q , filed August 6, 2012, and incorporated herein by reference.
+Added: Amendment to Agreement, dated as of September 11, 2012, between the Company and George Marcus, attached as Exhibit 10.2 to the Company ’ s Quarterly Report on Form 10-Q , filed No vember 5, 2012, and incorporated herein by reference.
Amended and Restated Essex Property Trust Inc.
−Removed: Executive Severance Plan.
+Added: Executive Severance Plan attached as Exhibit 10.6 to the Company’s Annual Report on Form 10-K, filed February 23, 2024, and incorporated herein by reference.
Essex Property Trust, Inc.
2 unchanged sentences
2013 Employee Stock Purchase Plan, attached as Appendix C to the Company’s Definitive Proxy Statement on Schedule 14A for the Annual Meeting of Stockholders held May 14, 2013, filed April 1, 2013, and incorporated herein by reference.
−Removed: Forms of equity award agreements for officers under the 2013 Stock Award and Incentive Compensation Plan, attached as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2013, and incorporated herein by reference.*
+Added: Forms of equity award agreements for officers under the 2013 Stock Award and Incentive Compensation Plan, attached as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q , filed No vember 4, 2013, and incorporated herein by reference.
Amended and Restated Non-Employee Director Equity Award Program, dated May 17, 2016, attached as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed May 23, 2016, and incorporated herein by reference.
3 unchanged sentences
Forms of Essex Property Trust, Inc., Essex Portfolio L.P., Long-Term Incentive Plan Award Agreements, attached as Exhibit 10.28 to the Company’s Annual Report on Form 10-K, filed March 2, 2015, and incorporated herein by reference.
−Removed: Terms Agreement dated as of May 20, 2015, among Essex Property Trust, Inc.
−Removed: and Citigroup Global Markets Inc., attached as Exhibit 1.1 to the Company's Current Report on Form 8-K, filed May 26, 2015, and incorporated herein by reference.
Essex Property Trust, Inc.
5 unchanged sentences
Forms of Essex Property Trust, Inc.
−Removed: Long-Term Incentive Award Agreements pursuant to the 2018 Stock Award and Incentive Compensation Plan for awards granted commencing fiscal year 2024.*
−Removed: Separation Agreement and Release, dated as of September 15,2023, by and between Adam W.
−Removed: Berry and Essex Property Trust, Inc., attached as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed October 27, 2023, and incorporated herein by reference.*
−Removed: Fourth Amended and Restated Revolving Credit Agreement, dated as of July 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, 2022, and incorporated herein by reference.
+Added: Long-Term Incentive Award Agreements pursuant to the 2018 Stock Award and Incentive Compensation Plan for awards granted commencing fiscal year 2024, attached as Exhibit 10.19 to the Company’s Annual Report on Form 10-K, filed February 23, 2024, and incorporated herein by reference.
+Added: Fifth Amended and Restated Revolving Credit Agreement, dated September 25, 2024, 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 For m 10-Q , filed October 30, 2024, 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.
2 unchanged sentences
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.
+Added: Essex Property Trust, Inc.
+Added: Insider Trading Policy
List of Subsidiaries of Essex Property Trust, Inc.
3 unchanged sentences
Power of Attorney (see signature page)
+Added: Essex Property Trust, Inc.
— Certification of Angela L.
Kleiman, Principal Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: Essex Property Trust, Inc.
— Certification of Barbara Pak, Principal Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: Essex Portfolio, L.P.
— Certification of Angela L.
Kleiman, Principal Executive Officer of General Partner, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: Essex Portfolio, L.P.
— Certification of Barbara Pak, Principal Financial Officer of General Partner, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: Essex Property Trust, Inc.
— Certification of Angela L.
Kleiman, Principal Executive Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: Essex Property Trust, Inc.
— Certification of Barbara Pak, Principal Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: Essex Portfolio, L.P.
— Certification of Angela L.
Kleiman, Principal Executive Officer of General Partner, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: Essex Portfolio, L.P.
— Certification of Barbara Pak, Principal Financial Officer of General Partner, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: Policy for Recovery of Erroneously Awarded Compensation dated as of October 2, 2023.
+Added: Policy for Recovery of Erroneously Awarded Compensation dated as of October 2, 2023, attached as Exhibit 97.1 to the Company’s Annual Report on Form 10-K, filed February 23, 2024, and incorporated herein by reference.
101.INS XBRL Instance Document - the Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
6 unchanged sentences
* Management contract or compensatory plan or arrangement.
+Added: ** In accordance with Item 601(b)(32) of Regulation S-K, this Exhibit is not deemed "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section.
+Added: Such certifications will not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.
† The schedules and certain exhibits to this agreement, as set forth in the agreement, have not been filed herewith.
5 unchanged sentences
(Authorized Officer, Principal Financial Officer)
−Removed: /s/ JOHN FARIAS
−Removed: Senior Vice President and Chief Accounting Officer
+Added: /s/ BRENNAN MCGREEVY
+Added: Brennan McGreevy
+Added: Group Vice President and Chief Accounting Officer
ESSEX PORTFOLIO, L.P.
3 unchanged sentences
(Authorized Officer, Principal Financial Officer)
−Removed: /s/ JOHN FARIAS
−Removed: Senior Vice President and Chief Accounting Officer
−Removed: KNOWN ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Angela L.
+Added: /s/ BRENNAN MCGREEVY
+Added: Brennan McGreevy
+Added: Group Vice President and Chief Accounting Officer
+Added: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Angela L.
Kleiman and Barbara Pak, and each of them, his or her attorney-in-fact, each with the power of substitution, for him or her in any and all capacities, to sign any amendments to this Report on Form 10-K and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorney-in-fact, or his or her or substitute or substitutes, may do or cause to be done by virtue hereof.
15 unchanged sentences
(Principal Executive Officer) February 21, 2025
−Removed: /s/ THOMAS E.
−Removed: Director February 23, 2024
−Removed: /s/ MICHAEL J.
−Removed: Director February 23, 2024
−Removed: Director February 23, 2024
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.