What changed in this filing

/stocks — the workspaceLOADING

Item 2. Properties

2023-02-08 compared with 2022-02-10 · 39 added, 42 removed, 364 unchanged (18% of the section changed)

20 unchanged sentences

New Jersey 7 1,891,000 7.3 %

New York 7 1,331,000 5.3 %

Florida 4 1,281,000 5.0 %

New York 7 1,236,000 4.8 %

Illinois 4 799,000 3.1 %

4 unchanged sentences

Total 103 25,810,000 100.0 %

(1) Includes our 77.7% pro-rata share of Escondido Promenade, see Note 3 to the consolidated financial statements for additional information.

Leases, Lease Terms and Lease Expirations

35 unchanged sentences

The comparison between the rent for expiring leases and new leases is determined by including contractual rent on the expiring lease, including percentage rent, and the comparable annual rent and in some instances, projections of percentage rent, to be paid on the new lease.

In atypical circumstances, management may exercise judgment as to how to most effectively reflect the comparability of rents reported in this calculation.

As a result of accommodations made to certain tenants to help them to stay open during and after the COVID-19 pandemic, we have found it necessary to exercise more judgement in 2020 and 2021 than in prior years in order to appropriately reflect the comparability of rents in the calculation.

In atypical circumstances, management may exercise judgment as to how to most effectively reflect the comparability of rents reported in the calculation.

The change in rental income on comparable space leases is impacted by numerous factors including current market rates, location, individual tenant creditworthiness, use of space, market conditions when the expiring lease was signed, capital investment made in the space and the specific lease structure.

3 unchanged sentences

Costs related to tenant improvements require judgement by management in determining what are costs specific to the tenant and not deferred maintenance on the space.

Historically, we have executed comparable space leases for 1.4 to 1.9 million square feet of retail space each year.

We expect some rental rates to be negatively impacted by the COVID-19 pandemic, which we started experiencing in the second quarter of 2020.

We expect the volume for 2022 will be in line with, or potentially exceed, our historical averages given a larger amount of vacancy as a result of COVID-19.

Historically, we have executed comparable space leases for 1.4 to 2.0 million square feet of retail space each year and expect the volume for 2023 will be in line with these historical averages.

Although we expect overall positive increases in annual rent for comparable spaces, changes in annual rent for any individual lease or combinations of individual leases reported in any particular period may be positive or negative and we can provide no assurance that the annual rents on comparable space leases will continue to increase at historical levels, if at all.

1 unchanged sentence

Further, there is risk that some new tenants will not ultimately take possession of their space and that tenants for both new and renewal leases may not pay all of their contractual rent due to operating, financing or other matters.

However, our historical increases in rental rates do provide information about the tenant/landlord relationship and the potential increase we may achieve in rental income over time.

our historical increases in rental rates do provide information about the tenant/landlord relationship and the potential increase we may achieve in rental income over time.

Retail and Residential Properties

7 unchanged sentences

Nordstrom Last Chance

Chandler Festival

Chandler, AZ 85224(5)(6) 2000 2022 355,000 $17.24 95% Ross Dress for Less

Nordstrom Rack

Chandler Gateway

Chandler, AZ 85226(5)(6) 2001 2022 262,000 $11.10 100% Walmart

Hilton Village

12 unchanged sentences

Total Wine & More

Alamo Ace Hardware

East Bay Bridge

27 unchanged sentences

Teleferic Barcelona

Property, City, State, Zip Code Year Completed Year Acquired Square Feet(1) /Apartment Units Average Base Rent Per Square Foot(2) Percentage Leased(3) Principal Tenant(s)

Olivo at Mission Hills

9 unchanged sentences

Multiple Restaurants

Property, City, State, Zip Code Year Completed Year Acquired Square Feet(1) /Apartment Units Average Base Rent Per Square Foot(2) Percentage Leased(3) Principal Tenant(s)

San Antonio Center

2 unchanged sentences

24 Hour Fitness

San Jose, CA 95128(4)(10) 2002, 2009, 2016, 2020 1997 1,208,000 $55.20 95% Crate & Barrel H&M Best Buy

San Jose, CA 95128(7)(11) 2002, 2009, 2016, 2020 1997 1,206,000 $56.56 99% Crate & Barrel

Container Store

Multiple Restaurants

12 unchanged sentences

Bristol, CT 06010 1959 1995 264,000 $14.24 82% Stop & Shop

Greenwich Avenue

Greenwich Avenue, CT 06830 1968 1995 35,000 $96.19 100% Saks Fifth Avenue

Darien Commons

Darien, CT 06820 1920-2009 2013/2018 59,000 $42.94 89% Equinox

2 units N/A 100%

Darien Commons Residential

Darien, CT 06820 2022 2013/2018 59 units N/A 75%

Greenwich Avenue

Greenwich Avenue, CT 06830 1968 1995 35,000 $96.19 100% Saks Fifth Avenue

District of Columbia

8 unchanged sentences

& 2007 2008/2014 187,000 $23.44 97% Winn Dixie

The Shops at Pembroke Gardens

Pembroke Pines, FL 33027 2007 2022 391,000 $30.66 92% DSW

Barnes & Noble

Davie, FL 33324 1989, 2017 2011/2014 430,000 $27.06 100% Trader Joe's

5 unchanged sentences

Michaels Portillo's

Property, City, State, Zip Code Year Completed Year Acquired Square Feet(1) /Apartment Units Average Base Rent Per Square Foot(2) Percentage Leased(3) Principal Tenant(s)

Garden Market

9 unchanged sentences

Bethesda, MD 20814 2008 1993 180 units N/A 96%

Property, City, State, Zip Code Year Completed Year Acquired Square Feet(1) /Apartment Units Average Base Rent Per Square Foot(2) Percentage Leased(3) Principal Tenant(s)

Congressional Plaza

15 unchanged sentences

Dick's Sporting Goods

Ross Dress for Less

Laurel, MD 20707 1956 1986 364,000 $23.71 99% Giant Food

3 unchanged sentences

Home Depot Design Center

Bob's Discount Furniture

Perring Plaza

9 unchanged sentences

Gaithersburg, MD 20877(7) 1975 1993 270,000 $26.14 84% Aldi

Rockville Town Square

Rockville, MD 20852(4) 2006-2007 2006/2007 187,000 $28.87 79% Dawson's Market

Multiple Restaurants

Rollingwood Apartments

Silver Spring, MD 20910 1960 1971 282 units N/A 99%

THE AVENUE at White Marsh

Baltimore, MD 21236(9) 1997 2007 315,000 $27.59 88% AMC

Barnes & Noble

The Shoppes at Nottingham Square

Baltimore, MD 21236 2005-2006 2007 33,000 $51.91 100%

Towson Residential (Flats @703)

Baltimore, MD 21236 2017 2007 4,000 $82.83 100%

105 units N/A 100%

White Marsh Other

2 unchanged sentences

Baltimore, MD 21236 1987 2007 80,000 $23.62 100% Giant Food

Property, City, State, Zip Code Year Completed Year Acquired Square Feet(1) /Apartment Units Average Base Rent Per Square Foot(2) Percentage Leased(3) Principal Tenant(s)

Bethesda, MD 20814 1958 1969 88,000 $103.94 100% Balducci's

Multiple Restaurants

Property, City, State, Zip Code Year Completed Year Acquired Square Feet(1) /Apartment Units Average Base Rent Per Square Foot(2) Percentage Leased(3) Principal Tenant(s)

Massachusetts

3 unchanged sentences

2013 1,178,000 $35.30 99% Trader Joe's

LEGOLAND Discovery Center

Multiple Restaurants

29 unchanged sentences

Lawrenceville, NJ 08648(7) 1975 2003/2017 551,000 $26.68 89% Shop Rite

Ferguson Bath, Kitchen, & Lighting

Ross Dress for Less

15 unchanged sentences

Planet Fitness

Hauppauge, NY 11788 1963 1998 133,000 $34.99 71% Shop Rite

Property, City, State, Zip Code Year Completed Year Acquired Square Feet(1) /Apartment Units Average Base Rent Per Square Foot(2) Percentage Leased(3) Principal Tenant(s)

Hauppauge, NY 11788 1963 1998 134,000 $33.63 86% Shop Rite

Huntington, NY 11746 1962 1988/2007/ 2015 116,000 $26.85 90% Petsmart

4 unchanged sentences

Dick's Sporting Goods

Field & Stream

Macy's Backstage

19 unchanged sentences

Wynnewood, PA 19096 1948 1996 248,000 $29.27 97% Giant Food

Bed, Bath & Beyond

9 units N/A 100%

Charlottesville, VA 22091 1975-2001 2007 169,000 $20.35 100% Lidl HomeGoods

Barcoft Plaza

Barcroft Plaza

Falls Church, VA 22041 1963, 1972, 1990, & 2000 2006/2007/ 2016 113,000 $28.80 98% Harris Teeter

3 unchanged sentences

Bed, Bath & Beyond

Birch & Broad (formerly known as Falls Plaza)

Birch & Broad

Falls Church, VA 22046 1960/1962 1967/1972 144,000 $37.94 99% Giant Food

8 unchanged sentences

Falls Church, VA 22030 1991 1994 73,000 $48.07 88% Whole Foods

Kingstowne Towne Center

Kingstowne, VA 22315 1996, 2001, 2006 2022 410,000 $26.99 98% Giant Food

Ross Dress for Less

Mount Vernon/South Valley/

2 unchanged sentences

& 2001 2003/2006 565,000 $19.90 97% Shoppers Food Warehouse

Bed, Bath & Beyond

Results Fitness

Old Keene Mill

2 unchanged sentences

Fairfax, VA 22031 1979 1993 228,000 $25.71 95% Safeway

Arlington, VA 22202 2001-2002 1998/2010 297,000 $35.63 99% Harris Teeter

Vienna, VA 22180 1968 1997/2015 172,000 $49.74 100% TJ Maxx

Crunch Fitness Staples

Tower Shopping Center

9 unchanged sentences

Carlyle Grand Café

Westpost (formerly known as Pentagon Row)

Arlington, VA 22202 2001-2002 1998/2010 297,000 $33.49 99% Harris Teeter

Richmond, VA 23230 1957 1983 463,000 $21.85 96% Kroger

10 unchanged sentences

Residential percentage leased is expressed as a percentage of units occupied or subject to a lease.

(4) All or a portion of this property is owned pursuant to a ground lease.

(4) We own the controlling interest in this property.

(6) We own all or a portion of this property in a “downREIT” partnership, of which a wholly owned subsidiary of the Trust is the sole general partner, with third party partners holding operating partnership units.

(5) We own a noncontrolling interest in this property.

(6) All or a portion of this property is encumbered by a mortgage loan.

(9) Aggregate information is calculated on a GLA weighted-average basis, excluding our La Alameda property, which is unconsolidated.

(7) All or a portion of this property is owned pursuant to a ground lease.

(8) We own a 77.7% TIC interest in this property.

GLA disclosed represents our 77.7% share.

See Note 3 to the consolidated financial statements for additional information.

(9) We own all or a portion of this property in a “downREIT” partnership, of which a wholly owned subsidiary of the Trust is the sole general partner, with third party partners holding operating partnership units.

(10) Aggregate information is calculated on a GLA weighted-average basis, excluding Chandler Festival, Chandler Gateway, and La Alameda,, which are all unconsolidated properties at December 31, 2022.

(11) Portion of property is currently under development.

1 unchanged sentence

Management's Discussion and Analysis of Financial Condition and Results of Operations.

(11) This property includes interests in four buildings in addition to our initial acquisition.

(12) This property includes interests in four nearby buildings.

(13) This property includes 40 buildings primarily along Washington Street and 14th Street in Hoboken, New Jersey.

(13) The new 500 unit residential building at Assembly Row was delivered in the second half of 2021 and is currently in the process of being leased-up for the first time.

Consequently, these units are excluded from our total residential units and percentage leased statistics.

If these units were included, our total residential units would be 3,369 and our percentage leased would be 91%.

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

What changed 10-K

Item 2. Properties