What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2025-02-13 compared with 2024-02-15 · 506 added, 436 removed, 822 unchanged (53% of the section changed)

20 unchanged sentences

Our Code of Conduct is posted on our website, www.opireit.com.

A printed copy of our Code of Conduct is also available free of charge to any person who requests a copy by writing to our Secretary, Office Properties Income Trust, Two Newton Place, 255 Washington Street, Suite 300, Newton, MA 02458-1634.

We intend to satisfy the requirements under Item 5.05 of Form 8-K regarding disclosure of any amendments to, or waivers from, our Code of Conduct that apply to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, on our website.

We have adopted comprehensive insider trading policies and procedures that apply to trustees, directors, officers and employees, as applicable, of us and RMR.

These policies are designed to prevent trading on the basis of material nonpublic information and to ensure compliance with applicable securities laws.

The policies include provisions for pre-clearance of trades, blackout periods and the establishment of Rule 10b5-1 trading plans.

A copy of our insider trading policy is filed as an exhibit to this Annual Report on Form 10-K.

The remainder of the information required by Item 10 is incorporated by reference to our definitive Proxy Statement.

30 unchanged sentences

Consolidated Balance Sheets as of December 31, 2024 and 2023

Consolidated Statements of Comprehensive Income (Loss) for each of the three years in the period ended December 31, 2023

Consolidated Statements of Shareholders’ Equity for each of the three years in the period ended December 31, 2023

Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, 2023

Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2024 and 2023

Consolidated Statements of Shareholders’ Equity for the years ended December 31, 2024 and 2023

Consolidated Statements of Cash Flows for the years ended December 31, 2024 and 2023

Notes to Consolidated Financial Statements

3 unchanged sentences

(Incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.)

3.2 Second Amended and Restated Bylaws of the Company, adopted June 13, 2023.

3.2 Third Amended and Restated Bylaws of the Company, adopted June 13, 2024.

(Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 13, 2024.)

21 unchanged sentences

(Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.)

4.7 Indenture, dated as of February 3, 2015, between the Company (as successor to Select Income REIT) and U.S.

Bank Trust Company, National Association (as successor in interest to U.S.

Bank National Association).

(Incorporated by reference to Select Income REIT’s Current Report on Form 8-K filed on February 3, 2015.)

4.8 First Supplemental Indenture, dated as of February 3, 2015, between the Company (as successor to Select Income REIT) and U.S.

Bank Trust Company, National Association (as successor in interest to U.S.

Bank National Association), including the form of 4.50% Senior Notes due 2025.

(Incorporated by reference to Select Income REIT’s Current Report on Form 8-K filed on February 3, 2015.)

4.9 Second Supplemental Indenture, dated as of May 15, 2017, between the Company (as successor to Select Income REIT) and U.S.

Bank Trust Company, National Association (as successor in interest to U.S.

Bank National Association), including the form of 4.250% Senior Notes due 2024.

(Incorporated by reference to Select Income REIT’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, filed by Select Income REIT on July 25, 2017.)

4.10 Third Supplemental Indenture, dated as of December 31, 2018, among Select Income REIT, the Company and U.S.

Bank Trust Company, National Association (as successor in interest to U.S.

Bank National Association).

4.7 Indenture, dated as of February 12, 2024, among the Company, certain of its subsidiaries named therein and U.S.

Bank Trust Company, National Association , relating to the Company’s 9.000% Senior Secured Notes due 2029, including form thereof .

(Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 12, 2024.)

4.8 Indenture, dated as of June 20, 2024, among the Company, certain of its subsidiaries named therein and U.S.

Bank Trust Company, National Association, relating to the Company ’ s 9.000% Senior Secured Notes due 2029, including form thereof .

(Incorporated by reference to the Company's Current Report on Form 8-K filed on June 21, 2024.)

4.9 Indenture, dated as of October 8, 2024, among the Company, certain of its subsidiaries named therein and U.S.

Bank Trust Company, National Association, relating to the Company ’ s 9.

000% Senior Secured Notes due 2029, including form thereof.

(Incorporated by reference to the Company's Current Report on Form 8-K filed on October 9, 2024.)

4.10 Indenture, dated as of December 11, 2024, among the Company, certain of its subsidiaries named therein and U.S.

Bank Trust Company, National Association, relating to the Company’s 3.250% Senior Secured Notes due 2027, including form thereof.

(Incorporated by reference to the Company’s Current Report on Form 8-K filed on December 11, 2024.)

4.11 Authentication Order, dated as of September 24, 2020, from the Company to U.S.

Bank Trust Company, National Association (as successor in interest to U.S.

Bank National Association), relating to the Company’s 4.50% Senior Notes due 2025.

(Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020.)

4.12 I ndenture, dated as of February 12, 2024, among the Company, ce rtain of its subsidiari es named therein and U.S.

Bank Trust Company, National Association.

(Incorporated by reference to the Company ’ s Current Report on Form 8-K f iled on February 12, 2024.)

4.11 Supplemental Indenture, dated December 17, 2024, among the Company, Clay HoldCo LLC and U.S.

Bank Trust Company, National Association, relating to the Company’s 3.250% Senior Notes due 2027.

(Filed herewith.)

4.12 Supplemental Indenture, dated January 29, 2025, among the Company, 20 Mass Ave TRS Inc.

Bank Trust Company, National Association, relating to the Company ’ s 3.250% Senior Notes due 2027.

(Filed herewith.)

4.13 Registration Rights and Lock-Up Agreement, dated as of June 5, 2015, among the Company, ABP Trust (f/k/a Reit Management & Research Trust) and Adam D.

1 unchanged sentence

4.14 Description of Securities.

(Incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 2021.)

(Filed herewith.)

8.1 Opinion of Sullivan & Worcester LLP as to certain tax matters.

15 unchanged sentences

10.8 Form of Indemnification Agreement.

(+) (Filed herewith.)

(+) (Incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 2023.)

10.9 Second Amended and Restated Credit Agreement, dated as of January 29, 2024, among the Company, certain subsidiaries of the Company named therein, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other financial institutions initially a signatory thereto.

(Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 30, 2024.)

10.10 P ledge Agreement, d ated as of January 29, 2024, among certain subsidiaries of the Company party thereto and Wells Fargo Bank, National Association, as Collateral Agent.

( Inc orporated by reference to the Company ’ s Current Report on Form 8-K filed on January 30, 2024.

10.11 P ledge Agreement, dated as of January 29, 2024, between the Company and Wells Fargo Bank, National Association, as Collateral Agent.

10.10 Pledge Agreement, dated as of January 29, 2024, among certain subsidiaries of the Company party thereto and Wells Fargo Bank, National Association, as Collateral Agent.

(Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 30, 2024.)

10.11 Pledge Agreement, dated as of January 29, 2024, between the Company and Wells Fargo Bank, National Association, as Collateral Agent.

(Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 30, 2024.)

10.12 Exchange Agreement, dated November 24, 2024, among the Company and the holders of Senior Unsecured Notes due 2025 from time to time party thereto.

(Incorporated by reference to the Company’s Current Report on Form 8-K filed on November 25, 2024.)

19.1 Insider Trading Policies and Procedures.

(Filed herewith.)

21.1 Subsidiaries of the Company.

15 unchanged sentences

97.1 Clawback Policy.

(Filed herewith.)

99.1 Letter dated as of October 2, 2017, between the Company and The RMR Group LLC, regarding Second Amended and Restated Property Management Agreement.

(+) (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017.)

(Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.)

99.1 Letter Agreement, dated as of May 25, 2023, between the Company and The RMR Group LLC, regarding Second Amended and Restated Property Management Agreement.

16 unchanged sentences

Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders of Office Properties Income Trust

To the Shareholders and the Board of Trustees of Office Properties Income Trust

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Office Properties Income Trust (the "Company") as of December 31, 2023 and 2022, the related consolidated statements of comprehensive income (loss), shareholders' equity, and cash flows, for each of the three years in the period ended December 31, 2023, and the related notes and the schedule listed in the Index at Item 15(a) (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America .

We have audited the accompanying consolidated balance sheets of Office Properties Income Trust (the "Company") as of December 31, 2024 and 2023, the related consolidated statements of comprehensive income (loss), shareholders' equity, and cash flows, for each of the two years in the period ended December 31, 2024, and the related notes and the schedule listed in the Index at Item 15(a) (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 13, 2025, expressed an unqualified opinion on the Company's internal control over financial reporting.

Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.

As discussed in Note 1 to the financial statements, the Company has insufficient liquidity and limited debt or equity financing alternatives to satisfy its upcoming debt obligations, which raises substantial doubt about its ability to continue as a going concern.

Management's plans in regard to these matters are also described in Note 1.

The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

16 unchanged sentences

These real estate properties are evaluated for impairment periodically or when events or changes in circumstances indicate that the carrying amount of a real estate property may not be recoverable.

Impairment indicators may include declining tenant or resident occupancy, weak or declining profitability from the property, decreasing tenant cash flows or liquidity, the Company’s decision to dispose of a property before the end of its estimated useful life, and legislative, market or industry changes that could permanently reduce the value of a property.

Impairment indicators may

include declining tenant or resident occupancy, weak or declining profitability from the property, decreasing tenant cash flows or liquidity, the Company’s decision to dispose of a property before the end of its estimated useful life, and legislative, market or industry changes that could permanently reduce the value of a property.

If indicators of impairment are identified for any real estate property, the Company evaluates the recoverability of that real estate property by comparing undiscounted future cash flows expected to be generated by the real estate property over the Company’s expected remaining hold period to the respective carrying amount.

1 unchanged sentence

We identified the impairment of real estate properties as a critical audit matter because of the significant estimates and assumptions management makes to evaluate the recoverability of real estate properties.

This required a high degree of auditor

judgment and an increased extent of effort when performing audit procedures to evaluate the reasonableness of the significant estimates and assumptions related to expected remaining hold periods, market rents, and terminal capitalization rates within management’s undiscounted future cash flows analysis which are sensitive to future market or industry considerations.

This required a high degree of auditor judgment and an increased extent of effort when performing audit procedures to evaluate the reasonableness of the significant estimates and assumptions related to expected remaining hold periods, market rents, and terminal capitalization rates within management’s undiscounted future cash flows analysis which are sensitive to future market or industry considerations.

How the Critical Audit Matter Was Addressed in the Audit

10 unchanged sentences

Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders of Office Properties Income Trust

To the Shareholders and the Board of Trustees of Office Properties Income Trust

Opinion on Internal Control over Financial Reporting

1 unchanged sentence

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2023, of the Company and our report dated February 15, 2024, expressed an unqualified opinion on those financial statements.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2024, of the Company and our report dated February 13, 2025, expressed an unqualified opinion on those financial statements and included an explanatory paragraph regarding going concern.

Basis for Opinion

10 unchanged sentences

A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and trustees of the company;

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate

because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP

20 unchanged sentences

LIABILITIES AND SHAREHOLDERS’ EQUITY

Unsecured revolving credit facility $ 205,000 $ 195,000

Senior unsecured notes, net 2,195,478 2,187,875

Mortgage notes payable, net 172,131 49,917

Unsecured debt, net $ 662,277 $ 2,400,478

Secured debt, net 1,872,357 172,131

Liabilities of properties held for sale 765 2,525

8 unchanged sentences

Additional paid in capital 2,656,548 2,621,493

Cumulative net income 100,174 169,606

Cumulative net (loss) income ( 35,933 ) 100,174

Cumulative common distributions ( 1,468,509 ) ( 1,466,476 )

6 unchanged sentences

Year Ended December 31,

2023 2022 2021

Rental income $ 501,979 $ 533,553

4 unchanged sentences

Loss on impairment of real estate 181,578 11,299

Acquisition and transaction related costs 31,816 292 —

Transaction related costs 1,144 31,816

General and administrative 21,128 22,731

Total expenses 595,823 474,592

Gain on sale of real estate 3,780 11,001 78,354

(Loss) gain on sale of real estate ( 7,410 ) 3,780

Interest and other income 3,668 1,039

1 unchanged sentence

( 163,745 ) ( 110,647 )

Gain (loss) on early extinguishment of debt — 682 ( 14,068 )

Gain on early extinguishment of debt 126,185 —

Loss before income tax expense and equity in net losses of investees ( 135,146 ) ( 46,867 )

11 unchanged sentences

Number of Shares Common Shares Additional Paid In Capital Cumulative

Income Cumulative

Income (Loss) Cumulative

Distributions Total

5 unchanged sentences

Balance at December 31, 2023 48,755,415 488 2,621,493 100,174 ( 1,466,476 ) 1,255,679

Common share grants 172,700 2 2,914 — — 2,916

Common share forfeitures and repurchases ( 32,721 ) — ( 551 ) — — ( 551 )

Net loss — — — ( 6,109 ) — ( 6,109 )

Distributions to common shareholders — — — — ( 106,630 ) ( 106,630 )

Balance at December 31, 2022 48,565,644 486 2,619,532 169,606 ( 1,403,289 ) 1,386,335

Issuance of common shares 20,505,468 205 33,591 — — 33,796

Common share grants 649,198 6 1,655 — — 1,661

Common share forfeitures and repurchases ( 52,029 ) — ( 305 ) — — ( 305 )

Common share repurchases ( 85,338 ) ( 1 ) ( 191 ) — — ( 192 )

Net loss — — — ( 136,107 ) — ( 136,107 )

6 unchanged sentences

Year Ended December 31,

2023 2022 2021

CASH FLOWS FROM OPERATING ACTIVITIES:

5 unchanged sentences

Amortization of deferred leasing costs 12,990 10,063

Gain on sale of real estate ( 3,780 ) ( 11,001 ) ( 78,354 )

Loss (gain) on sale of real estate 7,410 ( 3,780 )

Loss on impairment of real estate 181,578 11,299

(Gain) loss on early extinguishment of debt — ( 682 ) 9,694

Gain on early extinguishment of debt ( 138,603 ) —

Straight line rental income ( 31,102 ) ( 26,194 )

1 unchanged sentence

Equity in net losses of investees

Loss on impairment of equity method investment 19,183 — —

Impairment loss on equity method investment

Change in assets and liabilities:

8 unchanged sentences

Real estate improvements ( 123,376 ) ( 229,004 )

Distributions in excess of earnings from unconsolidated joint ventures — 51 612

Distributions in excess of earnings from Affiliates Insurance Company — — 11

Proceeds from sale of properties, net 42,181 203,280 219,980

Proceeds from sale of property, net 189,986 42,181

Contributions to unconsolidated joint ventures — ( 5,213 )

4 unchanged sentences

Repayment of senior unsecured notes ( 350,242 ) —

Proceeds from issuance of senior unsecured notes, net — — 1,041,809

Borrowings on unsecured revolving credit facility 240,000 385,000 755,000

Repayments on unsecured revolving credit facility ( 230,000 ) ( 190,000 ) ( 755,000 )

Proceeds from issuance of senior secured notes 338,986 —

Borrowings on revolving credit facility 452,000 240,000

Repayments on revolving credit facility ( 332,000 ) ( 230,000 )

Borrowings on secured term loan 100,000 —

Payment of debt issuance costs ( 91,845 ) ( 6,279 )

Repurchase of common shares ( 294 ) ( 540 ) ( 1,003 )

Distributions to common shareholders ( 63,187 ) ( 106,630 ) ( 106,368 )

Repurchases of common shares ( 192 ) ( 294 )

Distribution to common shareholders ( 2,033 ) ( 63,187 )

Net cash provided by (used in) financing activities 114,674 67,560

Increase (decrease) in cash, cash equivalents and restricted cash 14,465 ( 72,266 ) 27,660

Increase in cash, cash equivalents and restricted cash 248,451 14,465

Cash, cash equivalents and restricted cash at beginning of period 26,714 12,249

5 unchanged sentences

Year Ended December 31,

2023 2022 2021

SUPPLEMENTAL CASH FLOW INFORMATION:

3 unchanged sentences

Real estate improvements accrued, not paid $ 16,767 $ 32,231

Real estate acquisition $ — $ — $ ( 13,031 )

Capitalized interest $ 969 $ 7,634

NON-CASH FINANCING ACTIVITIES:

Extinguishment of unsecured senior notes in exchange for senior secured notes and common shares $ ( 180,548 ) $ —

SUPPLEMENTAL DISCLOSURE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH:

1 unchanged sentence

As of December 31,

2023 2022 2021

Cash and cash equivalents $ 261,318 $ 12,315

5 unchanged sentences

(dollars in thousands, except per share amounts)

Office Properties Income Trust, or OPI, we, us or our, is a real estate investment trust, or REIT, formed in 2009 under Maryland law.

As of December 31, 2023, our wholly owned properties were comprised of 152 properties containing approximately 20,541,000 rentable square feet and we had noncontrolling ownership interests of 51 % and 50 % in two unconsolidated joint ventures that owned three properties totaling approximately 468,000 rentable square feet.

Office Properties Income Trust and its consolidated subsidiaries, or OPI, we, us or our, is a real estate investment trust, or REIT, formed in 2009 under Maryland law.

As of December 31, 2024, our wholly owned properties were comprised of 128 properties containing approximately 17,763,000 rentable square feet and we had a noncontrolling ownership interest of 51 % in an unconsolidated joint venture that owned two properties totaling approximately 346,000 rentable square feet.

Going Concern

Our portfolio has been adversely affected by shifts in office space utilization, including increased remote work arrangements and tenants consolidating their real estate footprint.

Demand for office space continues to face headwinds and declining rents and increasing costs to relet space when tenants can be identified continue to impact the market.

In addition, there are limited debt or equity financing alternatives available to us to refinance our debt and financing sources we have utilized have increased our cost of capital.

The duration and ultimate impact of these factors on our properties and our business remains uncertain and subject to change;

however, these conditions continue to have a significant negative impact on our results of operations, financial position and cash flows.

As of February 13, 2025, our total available liquidity was comprised of $ 113,000 of cash and, in addition to long-term debt, our near-term obligations include outstanding lease obligations of $ 81,865 and principal debt repayments of $ 26,000 in 2025 and $ 291,488 in 2026.

Given the limited alternatives available to us to obtain debt or equity to refinance our maturing debt, the illiquid nature of our real estate assets and our ability to incur additional debt while maintaining compliance with the financial covenants in our existing debt agreements, we continue to work with our financial advisor, Moelis & Company LLC, to evaluate strategies to address our upcoming debt obligations, including through asset sales, future debt exchanges or equity issuances.

However, we are not able to conclude that it is probable that these strategies will allow us to satisfy our upcoming debt obligations and maturities.

If we are unable to consummate transactions allowing us to refinance our maturing debt, our Board of Trustees may consider a reorganization in a bankruptcy court.

As a result of the foregoing, we have concluded that there is substantial doubt about our ability to continue as a going concern.

The accompanying consolidated financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business, and do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty.

Summary of Significant Accounting Policies

6 unchanged sentences

however, we are ultimately responsible for the purchase price allocations and determinations of useful lives.

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

We allocate the purchase prices of our properties to land, buildings and improvements based on determinations of the relative fair values of these assets assuming the properties are vacant.

8 unchanged sentences

We amortize capitalized above market lease values (included in acquired real estate leases, net in our consolidated balance sheets) and below market lease values (presented as assumed real estate lease obligations, net in our consolidated balance sheets) as a reduction or increase, respectively, to rental income over the terms of the associated leases.

Such amortization resulted in a net increase to rental income of $ 252 during the year ended December 31, 2023 and net decreases to rental income of $ 975 and $ 2,288 during the years ended December 31, 2022 and 2021, respectively.

Such amortization resulted in net increases to rental income of $ 402 and $ 252 during the years ended December 31, 2024 and 2023, respectively.

We amortize the value of acquired in place leases (included in acquired real estate leases, net in our consolidated balance sheets), exclusive of the value of above market and below market acquired in place leases, over the terms of the associated leases.

1 unchanged sentence

If a lease is terminated prior to its stated expiration, we write off the unamortized amounts relating to that lease.

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

As of December 31, 2024 and 2023, our acquired real estate leases and assumed real estate lease obligations, excluding properties classified as held for sale, were as follows:

12 unchanged sentences

As of December 31, 2024, the weighted average amortization periods for capitalized above market leases, lease origination value and capitalized below market lease values were 4.0 years, 7.3 years and 12.0 years, respectively.

Future amortization of net intangible lease assets and liabilities, to be recognized over the current terms of the associated leases as of December 31, 2023 are estimated to be $ 67,692 in 2024, $ 48,838 in 2025, $ 35,068 in 2026, $ 26,833 in 2027, $ 14,123 in 2028 and $ 59,279 thereafter.

Future amortization of net intangible lease assets and liabilities, to be recognized over the current terms of the associated leases as of December 31,

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

2024 are estimated to be $ 42,347 in 2025, $ 34,401 in 2026, $ 27,444 in 2027, $ 14,981 in 2028, $ 13,462 in 2029 and $ 51,579 thereafter.

We regularly evaluate whether events or changes in circumstances have occurred that could indicate an impairment in the value of long lived assets.

15 unchanged sentences

We recorded amortization of deferred leasing costs of $ 10,988 and $ 8,737 , and reductions to rental income related to the amortization of inducements of $ 2,003 and $ 1,326 for the years ended December 31, 2024 and 2023, respectively.

Deferred leasing costs, excluding properties classified as held for sale, totaled $ 113,433 and $ 94,680 at December 31, 2023 and 2022, respectively, and accumulated amortization of deferred

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

leasing costs totaled $ 26,462 and $ 21,582 at December 31, 2023 and 2022, respectively.

Deferred leasing costs, excluding properties classified as held for sale, totaled $ 127,095 and $ 113,433 at December 31, 2024 and 2023, respectively, and accumulated amortization of deferred leasing costs totaled $ 29,453 and $ 26,462 at December 31, 2024 and 2023, respectively.

Future amortization of deferred leasing costs to be recognized during the current terms of our existing leases as of December 31, 2024 are estimated to be $ 12,751 in 2025, $ 11,948 in 2026, $ 11,203 in 2027, $ 10,520 in 2028, $ 9,637 in 2029 and $ 41,583 thereafter.

1 unchanged sentence

Costs related to the issuance or assumption of debt are capitalized and amortized to interest expense over the terms of the respective loans.

Debt issuance costs, net of accumulated amortization, for our prior $ 750,000 unsecured revolving credit facility, or our prior revolving credit facility, are included in other assets in our consolidated balance sheets.

As of December 31, 2023 and 2022, debt issuance costs for our prior revolving credit facility were $ 5,328 and $ 4,593 , respectively, and accumulated amortization of debt issuance costs for our prior revolving credit facility were $ 5,240 and $ 4,072 , respectively.

Debt issuance costs, net of accumulated amortization, for our senior unsecured notes and mortgage notes payable are presented as a direct deduction from the associated debt liability in our consolidated balance sheets.

As of December 31, 2023 and 2022, debt issuance costs, net of accumulated amortization, for our senior unsecured notes and mortgage notes payable totaled $ 16,623 and $ 13,589 , respectively.

Future amortization of debt issuance costs to be recognized with respect to our prior revolving credit facility, senior unsecured notes and mortgage notes payable as of December 31, 2023 are estimated to be $ 3,147 in 2024, $ 2,573 in 2025, $ 2,239 in 2026, $ 1,499 in 2027, $ 1,231 in 2028 and $ 6,022 thereafter.

Debt issuance costs, net of accumulated amortization, for our $ 325,000 secured revolving credit facility and our prior $ 750,000 unsecured revolving credit facility, or our prior revolving credit facility, are included in other assets in our consolidated balance sheets.

As of December 31, 2024, debt issuance costs for our revolving credit facility were $ 7,838 and accumulated amortization of debt issuance costs for our revolving credit facility was $ 2,396 .

As of December 31, 2023, debt issuance costs for our prior revolving credit facility were $ 5,328 and accumulated amortization of debt issuance costs for our prior revolving credit facility was $ 5,240 .

Debt issuance costs, net of accumulated amortization, for our senior notes, term loan and mortgage notes payable are presented as a direct deduction from the associated debt liability in our consolidated balance sheets.

As of December 31, 2024 and 2023, debt issuance costs, net of accumulated amortization, for our senior notes, term loan and mortgage notes payable totaled $ 65,802 and $ 16,623 , respectively.

Future amortization of debt issuance costs to be recognized with respect to our revolving credit facility and term loan, senior notes and mortgage notes payable as of December 31, 2024 are estimated to be $ 22,519 in 2025, $ 22,192 in 2026, $ 10,086 in 2027, $ 7,310 in 2028, $ 4,268 in 2029 and $ 4,869 thereafter.

Equity Method Investments.

As of December 31, 2023, we had noncontrolling ownership interests of 51 % and 50 % in two unconsolidated joint ventures that owned three properties.

The properties owned by these joint ventures are encumbered by an aggregate of $ 82,000 of mortgage indebtedness.

We did not control the activities that are most significant to these joint ventures and, as a result, we accounted for our investments in these joint ventures under the equity method of accounting.

As of December 31, 2024, we had a noncontrolling ownership interest of 51 % in an unconsolidated joint venture that owned two properties.

The properties owned by the joint venture were encumbered by $ 50,000 of mortgage indebtedness.

We did not control the activities that are most significant to the joint venture and, as a result, we accounted for our investment in the joint venture under the equity method of accounting.

See Note 4 for more information regarding our unconsolidated joint ventures.

We periodically evaluate our equity method investments for possible indicators of other than temporary impairment whenever events or changes in circumstances indicate the carrying amount of the investment might not be recoverable.

These indicators may include the length of time and the extent to which the market value of our investment is below our carrying value, the financial condition of our investees, our intent and ability to be a long term holder of the investment and other considerations.

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

indicators may include the length of time and the extent to which the market value of our investment is below our carrying value, the financial condition of our investees, our intent and ability to be a long term holder of the investment and other considerations.

If the decline in fair value is judged to be other than temporary, we record an impairment charge to adjust the basis of the investment to its estimated fair value.

15 unchanged sentences

See Note 5 for more information regarding our leases.

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

Income Taxes.

9 unchanged sentences

Significant estimates in the consolidated financial statements include purchase price allocations, useful lives of fixed assets and assessment of impairment of real estate and the related intangibles.

Segment Reporting.

We operate in one business segment:

direct ownership of real estate properties.

New Accounting Pronouncements.

O n November 27, 2023, the Financial Accounting Standards Board issued Accounting Standards Update No.

In November 2023, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, No.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures, or ASU No.

2023-07, which requires public entities to:

Improvements to Reportable Segment Disclosures, which requires public entities, including those with a single reportable segment, to:

(i) provide disclosures of significant segment expenses and other segment items if they are regularly provided to the chief operating decision maker, or the CODM, and included in each reported measure of segment profit or loss;

(ii) provide all annual disclosures about a reportable segment’s profit or loss and assets currently required by Accounting Standards Codification 280, Segment Reporting, or ASC 280, in interim periods;

(ii) provide all annual disclosures about a reportable segment’s profit or loss and assets currently required by Accounting Standards Codification 280, Segment Reporting , in interim periods;

and (iii) disclose the CODM’s title and position, as well as an explanation of how the CODM uses the reported measures and other disclosures.

Public entities with a single reportable segment must apply all the disclosure requirements of ASU No.

2023-07, as well as all the existing segment disclosures under ASC 280.

The amendments in ASU No.

2023-07 are incremental to the requirements in ASC 280 and do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments.

2023-07 should be applied retrospectively to all prior periods presented in the financial statements and is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

We are currently evaluating the impact ASU No.

2023-07 will have on our consolidated financial statements and disclosures.

2023-07 does not change how a public entity identifies its operating segments, aggregates those operating segments or applies the quantitative thresholds to determine its reportable segments.

We adopted ASU No.

2023-07 effective December 31, 2024.

As a result we have included additional information related to the required disclosures within Note 12 to our consolidated financial statements.

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

In December 2024, the FASB issued ASU No.

2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statements Expenses , which requires public entities to provide disaggregated disclosure of certain income statement expense captions within the footnotes to the financial statements.

2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods after December 15, 2027, with early adoption permitted.

We are currently evaluating the impact ASU 2024-03 will have on our consolidated financial statements.

Per Common Share Amounts

The calculation of basic and diluted earnings per share is as follows (amounts in thousands, except per share amounts):

The calculation of basic and diluted earnings per share is as follows (amounts in thousands, except per share data):

Year Ended December 31,

2023 2022 2021

Net loss $ ( 136,107 ) $ ( 69,432 )

Income attributable to unvested participating securities ( 14 ) ( 305 )

Net loss used in calculating earnings per share $ ( 69,737 ) $ ( 6,536 ) $ ( 8,180 )

Net loss used in calculating earnings per common share $ ( 136,121 ) $ ( 69,737 )

Denominators:

3 unchanged sentences

(1) For the years ended December 31, 2024 and 2023 there were no dilutive common shares.

For the year ended December 31, 2021, 34 unvested common shares were not included in the calculation of diluted earnings per share because to do so would have been antidilutive.

Real Estate Properties

As of December 31, 2024, our wholly owned properties were comprised of 128 properties containing approximately 17,763,000 rentable square feet, with an undepreciated carrying value of $ 3,699,294 , including $ 41,735 classified as held for sale.

We also had noncontrolling ownership interests of 51 % and 50 % in two unconsolidated joint ventures that owned three properties containing approximately 468,000 rentable square feet.

We generally lease space at our properties on a gross lease,

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

modified gross lease or net lease basis pursuant to fixed term contracts expiring between 2024 and 2053.

We also had a noncontrolling ownership interest of 51 % in an unconsolidated joint venture that owned two properties containing approximately 346,000 rentable square feet.

We generally lease space at our properties on a gross lease, modified gross lease or net lease basis pursuant to fixed term contracts expiring between 2025 and 2053.

Some of our leases generally require us to pay all or some property operating expenses and to provide all or most property management services.

3 unchanged sentences

2024 Acquisition Activities

In December 2023, we acquired a vacant land parcel adjacent to a property we own in Irving, TX for $ 2,750 , excluding acquisition related costs.

2022 Acquisition Activities

We did not acquire any properties during the year ended December 31, 2024.

2023 Acquisition Activities

During the year ended December 31, 2021, we acquired three properties containing approximately 926,000 rentable square feet for an aggregate purchase price of $ 576,478 , including net purchase price adjustments of $ 1,761 and acquisition related costs of $ 1,264 .

These acquisitions were accounted for as asset acquisitions.

We allocated the purchase prices of these acquisitions based on the relative estimated fair values of the acquired assets and assumed liabilities as follows:

Acquisition Date Location Number of Properties Rentable Square Feet Purchase Price Land Buildings and Improvements Acquired Real Estate Leases Assumed Real Estate Lease Obligations

June 2021 Chicago, IL (1)

1 531,000 $ 368,331 $ 42,935 $ 258,348 $ 76,136 $ ( 9,088 )

June 2021 Atlanta, GA 1 346,000 180,602 13,040 135,459 32,103 —

August 2021 Boston, MA 1 49,000 27,545 16,103 10,217 1,225 —

3 926,000 $ 576,478 $ 72,078 $ 404,024 $ 109,464 $ ( 9,088 )

(1) Purchase price includes an adjustment of $ 13,031 t o record an estimated real estate tax liability as of the acquisition date.

In December 2023, we acquired a vacant land parcel adjacent to a property we own in Irving, TX for $ 2,750 , excluding acquisition related costs.

Disposition Activities

The sales completed during the years ended December 31, 2023, 2022 and 2021, as presented in the tables below, do not represent significant dispositions individually or in the aggregate, nor do they represent a strategic shift in our business.

The sales completed during the years ended December 31, 2024 and 2023, as presented in the tables below, do not represent a strategic shift in our business.

As a result, the results of operations of these properties are included in continuing operations through the date of sale in our consolidated statements of comprehensive income (loss).

3 unchanged sentences

2024 Disposition Activities

During the year ended December 31, 2023, we sold eight properties containing approximately 553,000 rentable square feet for an aggregate sales price of $ 44,874 , excluding closing costs.

Date of Sale Number of Properties Location Rentable Square Feet Gross

Sales Price (1)

Gain (Loss) on Sale of Real Estate

January 2023 3 Richmond, VA (2)

89,000 $ 5,350 $ 2,548

April 2023 1 Phoenix, AZ 107,000 4,900 511

June 2023 1 Vernon Hills, IL 100,000 2,825 ( 2,816 )

September 2023 1 Windsor Mill, MD 80,000 10,500 244

October 2023 1 Santa Clara, CA 66,000 16,049 705

November 2023 1 Chelmsford, MA 111,000 5,250 2,588

8 553,000 $ 44,874 $ 3,780

(1) Gross sales price is the gross contract price, excluding closing costs.

(2) Properties were classified as held for sale as of December 31, 2022.

As of December 31, 2023, we had one property located in Chicago, IL containing approximately 248,000 rentable square feet classified as held for sale in our consolidated balance sheets.

We recorded an $ 11,299 loss on impairment of real estate to reduce the carrying value of this property to its estimated fair value less costs to sell as of December 31, 2023.

As of February 14, 2024, we have entered into an agreement to sell this property for a sales price of $ 39,000 , excluding closing costs.

This pending sale is subject to conditions;

accordingly, we cannot be sure that we will complete this sale or that this sale will not be delayed or the terms will not change.

2022 Disposition Activities

During the year ended December 31, 2024, we sold 24 properties containing approximately 2,789,000 rentable square feet for an aggregate sales price of $ 199,351 , excluding closing costs.

2 unchanged sentences

Gain (Loss) on Sale of Real Estate (Loss) on Impairment of Real Estate

January 2022 1 Rockville, MD (2)

129,000 $ 6,750 $ ( 72 ) $ —

February 2022 2 Chesapeake, VA (2)

March 2024 1 Chicago, IL (2)

248,000 $ 38,500 $ ( 2,448 ) $ —

March 2022 1 Milwaukee, WI (2)

July 2024 1 Malden, MA 126,000 7,800 ( 10 ) ( 13,973 )

August 2024 3 Indianapolis, IN 434,000 10,100 729 ( 50,851 )

September 2024 1 Atlanta, GA 126,000 17,610 8,690 —

September 2024 1 San Jose, CA 64,000 10,800 ( 954 ) ( 819 )

November 2024 1 Colorado Springs, CO 156,000 26,164 12,962 —

November 2024 1 Rocklin, CA 19,000 2,627 1,084 —

November 2024 3 Lakewood, CO 213,000 8,100 ( 9,132 ) —

December 2024 5 Atlanta, GA 379,000 18,100 79 ( 21,937 )

December 2024 1 Florence, KY 168,000 3,250 ( 6,966 ) —

December 2024 1 Sacramento, CA 338,000 21,000 ( 6,502 ) ( 33,902 )

December 2024 1 Reston, VA 131,000 7,200 ( 869 ) ( 18,540 )

December 2024 1 Kansas City, MO 87,000 8,000 32 ( 4,370 )

December 2024 1 Westford, MA 175,000 5,100 ( 6,481 ) ( 3,554 )

December 2024 2 Provo, UT 125,000 15,000 2,376 —

24 2,789,000 $ 199,351 $ ( 7,410 ) $ ( 147,946 )

May 2022 1 Holtsville, NY 264,000 28,500 1,900 —

June 2022 1 Fairfax, VA 184,000 19,750 ( 13,537 ) —

July 2022 1 Houston, TX 206,000 9,800 ( 135 ) 15,278

August 2022 3 Birmingham, AL 448,000 16,050 ( 265 ) 3,709

August 2022 1 Erlanger, KY 86,000 2,600 135 2,184

September 2022 2 Chesapeake, VA 214,000 24,000 62 649

September 2022 2 Everett, WA 112,000 31,500 11,959 —

September 2022 1 Salem, OR 233,000 34,250 5,369 —

November 2022 1 Kapolei, HI (3)

(1) Gross sales price is the gross contract price, excluding closing costs.

(2) Property was classified as held for sale as of December 31, 2023.

We recorded an $ 11,299 loss on impairment of real estate during the year ended December 31, 2023 to reduce the carrying value of this property to its estimated fair value less costs to sell as of December 31, 2023.

As of December 31, 2024, we had six properties, that are under agreement to sell for an aggregate sales price of $ 54,763 , excluding closing costs, five of which are classified as held for sale in our consolidated balance sheet, as summarized below:

Date of Sale Agreement Number of Properties Location Rentable Square Feet Gross Sales Price (1)

(Loss) on Impairment of Real Estate

September 2024 2 Santa Clara, CA 149,000 $ 21,150 $ ( 11,041 )

October 2024 2 Tempe, AZ 101,000 10,738 —

December 2024 1 Detroit, MI 56,000 4,750 ( 8,001 )

December 2024 1 Reston, VA (2)

275,000 18,125 —

November 2022 1 Englewood, CO 140,000 11,100 860 —

6 581,000 $ 54,763 $ ( 19,042 )

(1) Gross sales price is the gross contract price, excluding closing costs.

(2) Properties were classified as held for sale as of December 31, 2021.

(3) Property is a leasable land parcel.

(1) Gross sales price is the contract price, excluding closing costs.

(2) Property did not meet held for sale criteria as of December 31, 2024.

The pending sales in the preceding table are subject to conditions;

accordingly, we cannot be sure that we will complete these sales or that these sales will not be delayed or the pricing will not change.

See Note 10 for more information regarding our properties held for sale.

We also recorded a $ 12,017 loss on impairment of real estate to reduce the carrying value of one property that was classified as held for sale to its estimated fair value, less costs to sell as of June 30, 2024.

Subsequently, we removed this property from held for sale status due to a change of plan for sale and recorded an additional loss on impairment of $ 2,573 to reduce the carrying value of this property to its estimated fair value as of September 30, 2024.

OFFICE PROPERTIES INCOME TRUST

1 unchanged sentence

(dollars in thousands, except per share amounts)

In February 2025, we sold one additional property with approximately 100,000 rentable square feet for a sale price of $ 5,750 , excluding closing costs.

This property previously secured our March 2027 Notes.

Accordingly, we expect to use the net proceeds of this sale to redeem a portion of our March 2027 Notes in accordance with the terms of the indenture governing the March 2027 Notes.

2023 Disposition Activities

During the year ended December 31, 2021, we sold six properties, a warehouse facility and two vacant land parcels containing approximately 2,565,000 rentable square feet for an aggregate sales price of $ 226,915 , excluding closing costs.

During the year ended December 31, 2023, we sold eight properties containing approximately 553,000 rentable square feet for an aggregate sales price of $ 44,874 , excluding closing costs.

Date of Sale Number of Properties Location Rentable Square Feet Gross

Sales Price (1)

Gain (Loss) on Sale of Real Estate Loss on Impairment of Real Estate

January 2021 — Kansas City, MO (2)(3)

10,000 $ 845 $ ( 63 ) $ —

Gain (Loss) on Sale of Real Estate

January 2023 3 Richmond, VA (2)

89,000 $ 5,350 $ 2,548

April 2021 1 Huntsville, AL 1,371,000 39,000 — 5,383

July 2021 1 Fresno, CA 532,000 6,000 — 33,902

July 2021 1 Liverpool, NY 38,000 650 31 —

August 2021 1 Memphis, TN 205,000 15,270 287 —

September 2021 1 Stoneham, MA 98,000 6,650 ( 282 ) 5,911

October 2021 — Sterling, VA (4)

— 28,500 24,200 —

6 2,565,000 $ 226,915 $ 78,354 $ 45,196

April 2023 1 Phoenix, AZ 107,000 4,900 511

June 2023 1 Vernon Hills, IL 100,000 2,825 ( 2,816 )

September 2023 1 Windsor Mill, MD 80,000 10,500 244

October 2023 1 Santa Clara, CA 66,000 16,049 705

November 2023 1 Chelmsford, MA 111,000 5,250 2,588

8 properties 553,000 $ 44,874 $ 3,780

(1) Gross sales price is the gross contract price, excluding closing costs.

(2) Properties were classified as held for sale as of December 31, 2022.

(3) Consists of a warehouse facility.

(4) Consists of two vacant land parcels.

We also recorded a $ 10,658 loss on impairment of real estate to reduce the carrying value of three properties that were classified as held for sale to their estimated fair values less costs to sell as of September 30, 2021.

Subsequently, we removed these properties from held for sale status due to a change of plan for sale and recorded an impairment adjustment of $ 425 to increase the carrying value of these properties to their estimated fair value as of December 31, 2021.

In addition, we recorded a $ 6,991 loss on impairment of real estate to reduce the carrying value of two properties that were classified as held for sale as of December 31, 2021 and subsequently sold in 2022.

Unconsolidated Joint Ventures

As of December 31, 2023, we owned interests in two joint ventures that owned three properties.

We accounted for these investments under the equity method of accounting.

As of December 31, 2023 and 2022, our investments in unconsolidated joint ventures consisted of the following:

As of December 31, 2024, we owned an interest in one joint venture that owned two properties.

We accounted for this investment under the equity method of accounting.

During the year ended December 31, 2024, our 1750 H Street, NW joint venture did not have sufficient cash flow to pay its monthly debt service resulting in an event of default under the mortgage, and the non-recourse mortgage lender to this joint venture completed a foreclosure of the property, after which, the joint venture ceased to have an economic interest in the property.

We wrote off our full investment in this joint venture as of December 31, 2023 and did not make capital contributions to this joint venture during the year ended December 31, 2024.

Accordingly, we did not record our proportionate share of operating results of the joint venture for the year ended December 31, 2024.

As of December 31, 2024 and 2023, our investments in our unconsolidated joint ventures consisted of the following:

OPI Ownership OPI Carrying Value of Investments at December 31, Number of Properties Location Rentable Square Feet

3 unchanged sentences

Total $ 17,370 $ 18,128 3 471,000

In October 2023, our joint venture partner in our 1750 H Street, NW joint venture failed to fund a $ 600 capital call and was in default of the joint venture agreement as of December 31, 2023.

During our periodic evaluation of our equity method investments for impairment, we determined that the estimated fair value of our investment in our 1750 H Street, NW joint venture was lower than our carrying value and the decline was other than temporary based on current market conditions and the default of our joint venture partner.

As a result, we recorded a loss on impairment of equity method investment of $ 19,183 during the year ended December 31, 2023 to fully write off its carrying value.

OFFICE PROPERTIES INCOME TRUST

1 unchanged sentence

(dollars in thousands, except per share amounts)

The following table provides a summary of the mortgage debt of our two unconsolidated joint ventures:

Joint Venture

Interest Rate (1)

Maturity Date Principal Balance at December 31, 2023 and 2022 (2)

The following table provides a summary of the mortgage debt of our unconsolidated joint ventures as of December 31, 2024 and 2023:

Principal Balance at December 31,

Joint Venture Interest Rate (1)

Maturity Date 2024 (2)

Prosperity Metro Plaza 4.09 % 12/1/2029 $ 50,000 $ 50,000

1750 H Street, NW 3.69 % 8/1/2027 — 32,000

3.69 % 8/1/2027 32,000

Weighted Average / Total 3.93 % $ 50,000 $ 82,000

2 unchanged sentences

None of the debt is recourse to us.

(3) In July 2023, the maturity date of this mortgage loan was extended by three years at the same interest rate.

As of December 31, 2024, the unamortized basis difference of our Prosperity Metro Plaza joint venture of $ 673 was primarily attributable to the difference between the amount we paid to purchase our interest in this joint venture, including transaction costs, and the historical carrying value of the net assets of this joint venture.

This difference is being amortized over the remaining useful life of the related property and the resulting amortization expense is included in equity in net losses of investees in our consolidated statements of comprehensive income (loss).

As of December 31, 2023, there was no unamortized basis difference for our 1750 H Street, NW joint venture.

Rental income from operating leases, including payments derived by index or market-based indices, is recognized on a straight line basis over the lease term when we have determined that the collectability of substantially all of the lease payments is probable.

We increased rental income by $ 26,194 , $ 10,830 and $ 15,368 to record revenue on a straight line basis during the years ended December 31, 2023, 2022 and 2021, respectively.

Rents receivable, excluding properties classified as held for sale, include $ 112,440 and $ 86,305 of straight line rent receivables at December 31, 2023 and 2022, respectively.

Rental income from operating leases, including any payments derived by index or market-based indices, is recognized on a straight line basis over the lease term once we have determined that the collectability of substantially all of the lease payments is probable.

We increased rental income to record revenue on a straight line basis by $ 31,102 and $ 26,194 for the years ended December 31, 2024 and 2023, respectively.

Rents receivable, excluding properties classified as held for sale, included $ 140,132 and $ 112,440 of straight line rent receivables at December 31, 2024 and 2023, respectively.

We do not include in our measurement of our lease receivables certain variable payments, including payments determined by changes in the index or market-based indices after the inception of the lease, certain tenant reimbursements and other income until the specific events that trigger the variable payments have occurred.

5 unchanged sentences

As of December 31, 2024, tenants representing approximately 1.2 % of our total operating lease maturities had exercisable rights to terminate their leases before the stated terms of their leases expire.

In 2024, 2025, 2026, 2027, 2028, 2029, 2030, 2031, 2032, 2034, 2035, 2036, 2037 and 2040, early termination rights become exercisable by other tenants who represented an additional approximatel y 1.4 %, 2.5 %, 2.4 %, 2.0 %, 6.1 %, 2.0 %, 2.6 %, 1.0 %, 0.8 %, 1.4 %, 4.4 %, 0.6 %, 0.6 % and 2.3 % of our t otal operating lease maturities, respectively.

In 2025, 2026, 2027, 2028, 2029, 2030, 2031, 2032, 2034, 2035, 2036, 2037 and 2040, early termination rights become exercisable by other tenants who represented an additional approximately 1.4 %, 1.9 %, 2.0 %, 5.7 %, 4.1 %, 2.6 %, 1.8 %, 5.7 %, 1.5 %, 4.4 %, 0.6 %, 0.6 % and 2.3 % of our total operating lease maturities, respectively.

In certain circumstances, some leases provide the tenant with the right to terminate if the legislature or other funding authority does not appropriate the funding necessary for the tenant to meet its lease obligations;

we have determined the fixed non-cancelable lease term of these leases to be the full term of the lease because we believe the occurrence of early terminations to be a remote contingency based on both our historical experience and our assessments of the likelihood of lease cancellation on a separate lease basis.

As of December 31, 2023, eight of our tenants had

As of December 31, 2024, five of our tenants had the right to

OFFICE PROPERTIES INCOME TRUST

1 unchanged sentence

(dollars in thousands, except per share amounts)

the right to terminate their leases if the respective legislature or other funding authority does not appropriate the funding necessary for the tenant to meet its obligation.

These eight tenants represented approximately 3.9 % of our total operating lease maturities as of December 31, 2023.

Leases where we are the lessee.

We had one lease where we were the lessee which expired on January 31, 2021.

We subleased a portion of the space, which sublease also expired on January 31, 2021.

Rent expense incurred under the lease, net of sublease revenue, was $ 79 for the year ended December 31, 2021.

terminate their leases if the respective legislature or other funding authority does not appropriate the funding necessary for the tenant to meet its obligation.

These five tenants represented approximately 2.8 % of our total operating lease maturities as of December 31, 2024.

Business and Property Management Agreements with RMR

17 unchanged sentences

The MSCI U.S.

REIT/Office REIT Index is the benchmark index for periods on and after August 1, 2021, and the SNL U.S.

REIT Office Index is the benchmark index for periods prior to August 1, 2021.

REIT/Office REIT Index is the applicable benchmark index.

For purposes of the total return per share of our common shareholders, share price appreciation for a measurement period is determined by subtracting (1) the closing price of our common shares on The Nasdaq Stock Market LLC, or Nasdaq, on the last trading day of the year immediately before the first year of the applicable measurement period, or the initial share price, from (2) the average closing price of our common shares on the 10 consecutive trading days having the highest average closing prices during the final 30 trading days in the last year of the measurement period.

OFFICE PROPERTIES INCOME TRUST

1 unchanged sentence

(dollars in thousands, except per share amounts)

• The calculation of the incentive management fee (including the determinations of our equity market capitalization, initial share price and the total return per share of our common shareholders) is subject to adjustments if we issue or repurchase our common shares, or if our common shares are forfeited, during the measurement period.

6 unchanged sentences

• Incentive management fees we paid to RMR for any period may be subject to “clawback” if our financial statements for that period are restated due to material non-compliance with any financial reporting requirements under the securities laws as a result of the bad faith, fraud, willful misconduct or gross negligence of RMR and the amount of the incentive management fee we paid was greater than the amount we would have paid based on the restated financial statements.

Pursuant to our business management agreement with RMR, we recognized net business management fees of $ 14,751 , $ 17,376 and $ 18,637 for the years ended December 31, 2023, 2022 and 2021, respectively.

The net business management fees we recognized are included in general and administrative expenses in our consolidated statements of comprehensive income (loss) for these periods.

The net business management fees we recognized for each of the years ended December 31, 2023, 2022 and 2021 reflect a reduction of $ 603 , for the amortization of the liability we recorded in connection with our former investment in RMR Inc.

Business management fees are included in general and administrative expenses in our consolidated statements of comprehensive income (loss).

We did not incur any incentive management fee pursuant to our business management agreement for the years ended December 31, 2024 or 2023.

1 unchanged sentence

The property management fees payable to RMR by us for each applicable period are equal to 3.0 % of gross collected rents and the construction supervision fees payable to RMR by us for each applicable period are equal to 5.0 % of construction costs.

Pursuant to our property management agreement with RMR, we recognized aggregate net property management and construction supervision fees of $ 23,280 , $ 25,756 and $ 21,103 for each of the years ended December 31, 2023, 2022 and 2021, respectively.

The net property management and construction supervision fees we recognized for the years ended December 31, 2023, 2022 and 2021 reflect a reduction of $ 484 for each of those years for the amortization of the liability we recorded in connection with our former investment in RMR Inc.

For the years ended December 31, 2023, 2022 and 2021, $ 14,890 , $ 15,839 and $ 16,507 , respectively, of the total net property management and construction supervision fees were expensed to other operating expenses in our consolidated statements of income (loss) and $ 8,390 , $ 9,917 and $ 4,596 ,

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

respectively, were capitalized as building improvements in our consolidated balance sheets.

The amounts capitalized are being depreciated over the estimated useful lives of the related capital assets.

Property management fees are included in other operating expenses in our consolidated statements of net income (loss) and construction supervision fees are capitalized as building improvements in our consolidated balance sheets and are depreciated over the estimated useful lives of the related capital assets.

• Expense Reimbursement .

1 unchanged sentence

We are generally not responsible for payment of RMR’s employment, office or administrative expenses incurred to provide management services to us, except for the employment and related expenses of RMR’s employees assigned to work exclusively or partly at our properties, our share of the wages, benefits and other related costs of RMR’s centralized accounting personnel, our share of RMR’s costs for providing our internal audit function and as otherwise agreed.

Our property level operating expenses are generally incorporated into rents charged to our tenants, including certain payroll and related costs incurred by RMR.

We reimbursed RMR $ 25,872 , $ 24,371 and $ 24,766 for these expenses and costs for each of the years ended December 31, 2023, 2022 and 2021, respectively.

We included these amounts in other operating expenses and general and administrative expense, as applicable, for these periods.

Our property level operating expenses are generally incorporated into rents charged to our tenants, including certain payroll and related costs incurred by RMR which are included in other operating expenses and general and administrative expense, as applicable, in our consolidated statements of comprehensive income (loss).

Our management agreements with RMR have terms that end on December 31, 2044, and automatically extend on December 31st of each year for an additional year, so that the terms of our management agreements thereafter end on the 20th anniversary of the date of the extension.

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

• Termination Rights .

10 unchanged sentences

As part of this arrangement, we may enter agreements with RMR and other companies to which RMR or its subsidiaries provide management services for the purpose of obtaining more favorable terms from such vendors and suppliers.

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

• Investment Opportunities .

Under our business management agreement with RMR, we acknowledge that RMR may engage in other activities or businesses and act as the manager to any other person or entity (including other REITs) even though such person or entity has investment policies and objectives similar to ours and we are not entitled to preferential treatment in receiving information, recommendations and other services from RMR.

Management Agreements between our Joint Ventures and RMR .

RMR provides management services to our two unconsolidated joint ventures.

We are not obligated to pay management fees to RMR under our management agreements with RMR for the services it provides regarding the joint ventures.

The joint ventures pay management fees directly to RMR.

In January 2025, in connection with a $ 100,000 credit agreement and related security agreement entered into by RMR and certain of its subsidiaries with Citibank, N.A., or Citibank, and the other lenders party thereto, we consented to the pledge and assignment of RMR’s interest in our management agreements under the security agreement.

Pursuant to the consent, we agreed, among other things, that upon notice that an event of default under the RMR credit agreement has occurred and is continuing, we will continue to make all payments under our management agreements in accordance with the instructions of Citibank, and that if there is an event of default by RMR under our management agreements that would allow us to terminate or suspend our obligations, we will not terminate or suspend without notice to Citibank and providing Citibank 30 days to cure the default on RMR’s behalf.

The consent was approved by our Independent Trustees.

For the years ended December 31, 2024 and 2023, the business management fees, property management fees and construction supervision fees and expense reimbursements recognized in our consolidated financial statements were as follows:

Year Ended December 31,

Pursuant to business management agreement:

Business management fees (1)

$ 13,145 $ 14,751

Pursuant to property management agreement:

Property management fees (2)

$ 13,584 $ 14,890

Construction supervision fees 2,872 8,390

$ 16,456 $ 23,280

Expense Reimbursement:

Property level expenses

$ 25,797 $ 25,872

(1) The net business management fees we recognized for the years ended December 31, 2024 and 2023 each reflect a reduction of $ 603 for the amortization of the liability we recorded in connection with our former investment in RMR Inc.

(2) The net property management fees we recognized for the years ended December 31, 2024 and 2023 each reflect a reduction of $ 484 for the amortization of the liability we recorded in connection with our former investment in RMR Inc.

Management Agreements between our Joint Venture and RMR .

RMR provides management services to our unconsolidated joint venture.

We are not obligated to pay management fees to RMR under our management agreement with RMR for the services it provides regarding the joint venture.

The joint venture pays management fees directly to RMR.

Related Person Transactions

2 unchanged sentences

RMR is a majority owned subsidiary of RMR Inc.

The Chair of our

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

Board of Trustees and one of our Managing Trustees, Adam D.

Portnoy, is the sole trustee, an officer and the controlling shareholder of ABP Trust, which is the controlling shareholder of RMR Inc., the chair of the board of directors, a managing director, the president and chief executive officer of RMR Inc.

The Chair of our Board of Trustees and one of our Managing Trustees, Adam Portnoy, is the sole trustee, an officer and the controlling shareholder of ABP Trust, which is the controlling shareholder of RMR Inc., the chair of the board of directors, a managing director, the president and chief executive officer of RMR Inc.

and an officer and employee of RMR.

7 unchanged sentences

We have two agreements with RMR to provide management services to us.

RMR also provides management services to our unconsolidated joint ventures.

See Note 6 for more information regarding our and our unconsolidated joint ventures’ management agreements with RMR.

RMR also provides management services to our unconsolidated joint venture.

See Note 6 for more information regarding our and our unconsolidated joint venture’s management agreements with RMR.

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

Leases with RMR .

7 unchanged sentences

These awards to RMR employees are in addition to the share awards to our Managing Trustees, as Trustee compensation, and the fees we paid to RMR.

See Note 11 for more information regarding our share awards and activity as well as certain share purchases we made in connection with share award recipients satisfying tax withholding obligations on vesting share awards.

In June 2021, we entered into a 30 -year lease agreement with a subsidiary of Sonesta International Hotels Corporation, or Sonesta, in connection with the redevelopment of an office property we own in Washington, D.C.

as a mixed-use property.

Sonesta’s lease commenced in August 2023 and is for the full-service hotel component of the property that includes approximately 230,000 rentable square feet, which represents approximately 55 % of the total square feet upon completion of the redevelopment.

Sonesta has two options to extend the term for 10 years each.

Pursuant to the lease agreement, Sonesta will pay us annual base rent of approximately $ 6,436 beginning 18 months after the lease commenced.

The annual base rent will increase by 10 % every five years throughout the term.

Sonesta is also obligated to pay its pro rata share of the operating costs for the property.

As of December 31, 2023, we have paid approximately $ 66,000 of tenant improvement costs for the build out of the hotel space pursuant to the lease agreement.

Portnoy is a director and controlling shareholder of Sonesta and Ms.

Clark is a director of Sonesta.

Another officer and employee of RMR is a director and president and chief executive officer of Sonesta.

Terminated Merger Agreement with DHC .

On April 11, 2023, we and Diversified Healthcare Trust, or DHC, entered into an Agreement and Plan of Merger, or the Merger Agreement, pursuant to which we and DHC had agreed that DHC would merge with and into us, with us as the surviving entity in the merger, subject to the terms and conditions of the Merger Agreement.

On September 1, 2023, we and DHC mutually agreed to terminate the Merger Agreement and entered into a termination agreement, or the Termination Agreement.

The mutual termination of the Merger Agreement was separately recommended by our and DHC’s respective Special Committees of each Board of Trustees, and approved by our and DHC’s respective Board of Trustees.

Neither we nor DHC were required to pay any termination fee as a result of the mutual decision to terminate the Merger Agreement.

We and DHC bore our and its respective costs and expenses related to the Merger Agreement and the transactions contemplated thereby in accordance with the terms of the Merger Agreement.

We recorded $ 31,491 of expenses during the year ended December 31, 2023 related to the potential merger with DHC, which is included in acquisition and transaction related costs in our consolidated statement of comprehensive income (loss).

Contemporaneously with the execution of the Merger Agreement, on April 11, 2023, we and our manager, RMR, entered into a Third Amended and Restated Property Management Agreement, or the Amended Property Management Agreement.

The effectiveness of the Amended Property Management Agreement was conditioned upon the consummation of the merger.

Since the merger was not consummated, the Amended Property Management Agreement did not become effective and the Second Amended and Restated Property Management Agreement between us and RMR remains in effect.

Prior to January 1, 2025, we leased 240,000 rentable square feet of a mixed-use property in Washington, D.C.

pursuant to a lease with a subsidiary of Sonesta, or the Sonesta Lease.

We terminated the Sonesta Lease, effective January 1, 2025.

The Sonesta Lease commenced in August 2023 and was amended in September 2024 to expand the premises by 5,900 rentable square feet.

Pursuant to the amended Sonesta Lease, Sonesta was required to pay us annual base rent of approximately $ 6,724 beginning February 2025, and the annual base rent would have increased by 10 % every five years throughout the term.

Sonesta was also obligated to pay its pro rata share of the operating costs for the property.

We recognized rental income of $ 12,428 in 2024 under the Sonesta Lease.

As of December 31, 2024, we had paid approximately $ 76,834 of tenant improvement costs for the build out of the hotel space pursuant to the Sonesta Lease.

Effective January 1, 2025, we entered into a management agreement with Sonesta, or the Sonesta Management Agreement, to replace the Sonesta Lease.

The Sonesta Management Agreement expires on December 31, 2040, and includes two 10-year renewal options.

The Sonesta Management Agreement provides that we are paid an annual owner’s priority return if gross revenues of the hotels, after payment of hotel operating expenses and management and related fees (other than Sonesta’s incentive fee, if applicable), are sufficient to do so.

The Sonesta Management Agreement further provides that we are paid an additional return of the operating profits, as defined therein, after paying the owner’s priority return, reimbursing owner or manager advances, funding furniture, fixtures and equipment, or FF&E, reserves and paying Sonesta’s incentive fee, if applicable.

We do not have any security deposits or guarantees for this Sonesta hotel.

The stated annual owner’s priority return is initially $ 7,500 and increases by 8.0 % of our out-of-pocket capital expenditures and will increase annually to 102 % of our prior year’s annual owner’s priority return.

We are responsible for any capital expenditures in excess of available funds in the FF&E reserve.

The Sonesta Management Agreement requires that 1.0 % of gross revenues for 2025, 3.0 % of gross revenues for 2026 and 4.0 % of gross revenues for each calendar year thereafter be escrowed for future capital expenditures as FF&E reserves.

Pursuant to the Sonesta Management Agreement, we are required to pay Sonesta, after payment of hotel operating expenses, a base management fee equal to 1.5 % of gross revenues, as defined in the Sonesta Management Agreement, for 2025 and 3.0 % of gross revenues each calendar year thereafter.

Additionally, we are required to pay (i) an incentive fee equal to 20 % of net operating profit, as defined in the Sonesta Management Agreement, in excess of the annual owner’s priority;

(ii) a brand promotion fee of 1.75 % of gross revenues for 2025 and 3.5 % of gross revenues for each calendar year thereafter;

and (iii) a loyalty fee of the greater of 1.0 % of room revenues or 4.5 % of qualified room revenues from guests participating in certain loyalty programs.

Sonesta’s incentive management fee, but not its other fees, is earned only after our annual owner’s priority return is paid.

The Sonesta Management Agreement also provides that the pro rata costs Sonesta incurs for advertising, marketing, promotional and public relations programs and campaigns, including its Rewards Program, for the benefit of this hotel are subject to reimbursement by us or are otherwise treated as hotel operating expenses.

We are required to maintain working capital under the Sonesta Management Agreement and have advanced a fixed amount based on the number of rooms in the hotel to meet the cash needs for hotel operations.

The Sonesta Management Agreement also provides that, prior to August 2, 2026, our approval is required for Sonesta to operate another Royal Sonesta Hotel in Washington D.C., other than the Royal Sonesta Washington Dupont Circle located at 2121 P Street, N.W., Washington D.C.

In general, we and Sonesta may terminate the Sonesta Management Agreement for events of default and casualty and condemnation events.

We also have the right to terminate the Sonesta Management Agreement if minimum performance thresholds are not met starting in 2027 for any two consecutive calendar years.

Pursuant to the Sonesta Management Agreement, we or Sonesta may be obligated to pay the other party damages if the terminating party terminates the Sonesta Management Agreement due to the other party’s event of default.

OFFICE PROPERTIES INCOME TRUST

1 unchanged sentence

(dollars in thousands, except per share amounts)

Portnoy is a director and controlling shareholder of Sonesta, and Ms.

Clark is a director of Sonesta.

Another officer and employee of RMR is a director and president and chief executive officer of Sonesta.

Concentration

6 unchanged sentences

As of December 31, 2024, our 128 wholly owned properties were located in 29 states and the District of Columbia.

Properties located in California, Virginia, Illinois, District of Columbia and Texas were responsible for approximately 11.8 %, 11.6 %, 10.6 %, 9.3 %, and 8.8 % of our annualized rental income as of December 31, 2023, respectively.

Properties located in Virginia, California, District of Columbia, Texas and Illinois were responsible for approximately 13.2 %, 11.0 %, 11.0 %, 10.4 %, and 10.1 % of our annualized rental income as of December 31, 2024, respectively.

As of December 31, 2024 and 2023, our outstanding indebtedness consisted of the following:

Revolving credit facility, due in 2024 $ 205,000 $ 195,000

Mortgage note payable, 3.700 % interest rate, due in 2023 (1)

Unsecured revolving credit facility, due in 2024 $ — $ 205,000

Secured revolving credit facility, due in 2027 325,000 —

Secured term loan, due in 2027 100,000 —

Senior unsecured notes, 4.250 % interest rate, due in 2024 (1)

350,000 350,000

Senior unsecured notes, 4.500 % interest rate, due in 2025 (2)

4 unchanged sentences

80,784 350,000

Senior secured notes, 3.250 % interest rate, due in 2027 (3)

Mortgage note payable, 8.272 % interest rate, due in 2028

42,700 42,700

Mortgage note payable, 8.139 % interest rate, due in 2028

26,340 26,340

Mortgage note payable, 7.671 % interest rate, due in 2028

54,300 54,300

Senior secured notes, 9.000 % interest rate, due in March 2029 (4)

Senior secured notes, 9.000 % interest rate, due in September 2029 (5)

Senior unsecured notes, 3.450 % interest rate, due in 2031

1 unchanged sentence

Mortgage note payable, 7.210 % interest rate, due in 2033

30,680 30,680

Mortgage note payable, 7.305 % interest rate, due in 2033

Mortgage note payable, 7.717 % interest rate, due in 2033

14,900 14,900

Senior unsecured notes, 6.375 % interest rate, due in 2050

3 unchanged sentences

$ 2,534,634 $ 2,572,609

(1) This mortgage note was repaid at maturity in June 2023.

(1) These senior notes were redeemed in March 2024.

(2) Certain of these senior notes were redeemed through a series of exchange transactions during the year ended December 31, 2024.

The remaining balance of $ 171,586 at December 31, 2024 was redeemed in cash in January 2025.

(3) These senior notes were issued in December 2024.

(4) These senior notes were issued in February 2024.

(5) These senior notes were issued in June and October 2024.

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

In January 2024, we entered into an amended and restated credit agreement, or our credit agreement, governing a new $ 325,000 secured revolving credit facility and a $ 100,000 secured term loan.

Our credit agreement replaced our prior revolving credit facility, which had a maturity date of January 31, 2024.

As collateral for all loans and other obligations under our credit agreement, certain of our subsidiaries pledged all of their respective equity interests in certain of our direct and indirect property owning subsidiaries, and our pledged subsidiaries provided first mortgage liens on 19 properties that had an undepreciated carrying value, including lease intangibles, other assets and other liabilities, of $ 941,937 as of December 31, 2023.

As collateral for all loans and other obligations under our credit agreement, certain of our subsidiaries pledged all of their respective equity interests in certain of our direct and indirect property owning subsidiaries, and our pledged subsidiaries provided first mortgage liens on 19 properties that had a gross book value of real estate assets of $ 1,030,889 as of December 31, 2024.

We can borrow, repay and reborrow funds available under our revolving credit facility until maturity, and no principal repayments on borrowings under our credit agreement are due until maturity.

The maturity date of our credit agreement is January 29, 2027 and, subject to the payment of an extension fee and meeting certain other requirements, we can extend the stated maturity date of our revolving credit facility by one year .

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

subject to limited exceptions, restrict our ability to increase our distribution rate above the current level of $ 0.01 per common share per quarter and enter into share repurchases.

Our credit agreement contains a number of covenants, including covenants that require us to maintain certain financial ratios, restrict our ability to incur additional debt in excess of calculated amounts and, subject to limited exceptions, restrict our ability to increase our distribution rate above the current level of $ 0.01 per common share per quarter and enter into share repurchases.

Availability of borrowings under our credit agreement is subject to ongoing minimum performance and market values of the 19 collateral properties, our satisfying certain financial covenants and other credit facility conditions.

Interest payable on borrowings under our credit agreement is at a rate of the secured overnight financing rate, or SOFR, plus a margin of 350 basis points.

We are also required to pay an unused facility fee on the amount of total lending commitments, which was 35 basis points per annum at February 14, 2024.

As of February 14, 2024, we had $ 132,000 outstanding under our revolving credit facility, $ 100,000 outstanding under our term loan and $ 193,000 available for borrowing under our revolving credit facility.

Prior Revolving Credit Facility

We are also required to pay an unused facility fee on the amount of total lending commitments, which was 25 basis points per annum at December 31, 2024.

As of December 31, 2024, we were fully drawn on our $ 325,000 revolving credit facility and $ 100,000 was outstanding under our term loan.

As of December 31, 2024, the annual interest rate payable on borrowings under our credit agreement was 7.9 %.

The weighted average annual interest rate for borrowings under our credit agreement for the year ended December 31, 2024 was 8.7 %.

Under our prior revolving credit facility, we were required to pay interest at a rate of SOFR plus a premium, which was 145 basis points per annum at December 31, 2023, on the amount outstanding under our prior revolving credit facility, as well as a facility fee on the total amount of lending commitments, which was 30 basis points per annum at December 31, 2023.

As of December 31, 2023 and 2022, the annual interest rate payable on borrowings under our prior revolving credit facility was 6.9 % and 5.4 %, respectively.

The weighted average annual interest rate for borrowings under our prior revolving credit facility was 6.5 %, 4.0 % and 1.2 % for the years ended December 31, 2023, 2022 and 2021, respectively.

As of December 31, 2023, we had $ 205,000 outstanding under our prior revolving credit facility.

As of December 31, 2023, the annual interest rate payable on borrowings under our prior revolving credit facility was 6.9 %.

The weighted average annual interest rate for borrowings under our prior revolving credit facility for the year ended December 31, 2023 was 6.5 %.

Our revolving credit facility is governed by a credit agreement with a syndicate of institutional lenders.

Our credit agreement and senior notes indentures and their supplements provide for acceleration of payment of all amounts due thereunder upon the occurrence and continuation of certain events of default, such as, in the case of our credit agreement, a change of control of us, which includes RMR, ceasing to act as our business and property manager.

Our credit agreement and our senior notes indentures and their supplements also contain, and our prior revolving credit facility contained, covenants, including covenants that restrict our ability to incur debts, require us to comply with certain financial covenants and, in the case of our credit agreement, restrict our ability to increase our distribution rate above the current level of $ 0.01 per common share per quarter.

We believe we were in compliance with the terms and conditions of the respective covenants under our credit agreement and our senior notes indentures and their supplements at December 31, 2023.

Mortgage Note Issuances

During the year ended December 31, 2023, we issued six fixed rate, interest-only mortgage notes as summarized in the following table:

Issuance Date Secured By Principal Balance (1)

Interest Rate Maturity Net Book Value of Collateral as of December 31, 2023

$ 30,680 7.210 % 7/1/2033 $ 36,807

June 2023 One property

26,340 8.139 % 7/1/2028 52,342

June 2023 One property

Our credit agreement and senior notes indentures and their supplements also contain covenants, including covenants that restrict our ability to incur debts, require us to comply with certain financial covenants and, in the case of our credit agreement, restrict our ability to increase our distribution rate above the current level of $ 0.01 per common share per quarter.

We believe we were in compliance with the terms and conditions of the respective covenants under our credit agreement and senior notes indentures and their supplements at December 31, 2024.

Senior Secured Notes Issuance

In February 2024, we issued $ 300,000 in aggregate principal amount of 9.000 % senior secured notes due March 2029, or the March 2029 Notes.

The aggregate net proceeds from the offering of the March 2029 Notes were $ 270,712 , after initial purchaser discounts and other offering expenses.

The March 2029 Notes are fully and unconditionally guaranteed on a joint, several and senior secured basis by certain of our subsidiaries and secured by a pledge of all of the respective equity interests of the subsidiary guarantors and first mortgage liens on 17 properties with a gross book value of real estate assets of $ 621,506 as of December 31, 2024.

The March 2029 Notes require semi-annual payments of interest only and are prepayable, at par plus accrued interest, after March 31, 2028.

Senior Unsecured Notes Redemption

In March 2024, we redeemed, at par plus accrued interest, all $ 350,000 of our 4.25 % senior unsecured notes due 2024.

As a result of this redemption, we recorded a loss on early extinguishment of debt of $ 425 during the year ended December 31, 2024, which represented the unamortized discounts related to these notes.

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

Senior Notes Exchanges

In June and October 2024, through two exchange transactions, we exchanged $ 609,999 in aggregate principal amount of new 9.000 % senior secured notes due September 2029, or the September 2029 Notes, for an aggregate $ 895,373 of certain of our outstanding senior unsecured notes, or the Existing Notes, and an aggregate 1,406,952 of our common shares valued at $ 2.26 per share, and such transactions, the 2029 Senior Note Exchanges, as follows:

Existing Notes Exchanged Aggregate Principal Amount of Existing Notes Accepted for Exchange Aggregate Principal Amount of September 2029 Notes Delivered

Existing 4.50 % 2025 Notes

$ 181,000 $ 183,981

June 2023 One property

Existing 2.650 % 2026 Notes

159,512 114,803

August 2023 One property

Existing 2.400 % 2027 Notes

269,216 164,162

September 2023 Two properties

Existing 3.450 % 2031 Notes

285,645 147,053

Total / Weighted Average $ 177,320 7.792 % $ 239,754

Total $ 895,373 $ 609,999

The September 2029 Notes are fully and unconditionally guaranteed on a joint, several and senior secured basis by certain of our subsidiaries and are secured by first mortgage liens on 19 properties with a gross book value of real estate assets of $ 721,375 as of December 31, 2024 and second mortgage liens on the 19 properties securing our credit agreement.

The September 2029 Notes require semi-annual payments of interest only and are prepayable, at par plus accrued interest, after June 3, 2028.

During the year ended December 31, 2024, we recorded a net gain on early extinguishment of debt of $ 212,735 as a result of the 2029 Senior Note Exchanges.

In December 2024, through an exchange transaction, we exchanged $ 444,992 of new 3.250 % senior secured notes due March 2027, or the March 2027 Notes, 11,532,794 of our common shares valued at $ 1.37 per share and cash premiums of $ 25,000 for $ 281,514 of 4.500 % senior unsecured notes due 2025, or the 2025 Notes, and $ 58,486 in cash from certain existing noteholders.

This transaction is referred to herein as the 2027 Senior Note Exchange.

The March 2027 Notes require quarterly payments of interest and quarterly principal amortization payments of $ 6,500 , and on or before March 1, 2026, require a mandatory principal payment of $ 125,000 , which is subject to reduction for certain prior redemptions of the March 2027 Notes.

The March 2027 Notes are fully and unconditionally guaranteed on a joint, several and senior secured basis by certain of our subsidiaries and are secured by first mortgage liens on 37 properties with a gross book value of real estate assets of $ 1,279,487 as of December 31, 2024 and second mortgage liens on the 19 properties securing the September 2029 Notes and they are fully and unconditionally guaranteed, on a joint, secured and senior unsecured basis by certain of our other subsidiaries.

During the year ended December 31, 2024, we recorded a loss on early extinguishment of debt of $ 87,064 as a result of the 2027 Senior Note Exchange.

We redeemed, at par plus accrued interest, the remaining $ 171,586 of the 2025 Notes in January 2025.

During the year ended December 31, 2024, in a series of exchange transactions, we exchanged $ 15,900 in aggregate principal amount of the 2025 Notes for an aggregate amount of 7,565,722 of our common shares at a weighted average price of $ 2.07 per share.

During the year ended December 31, 2024, we recorded a gain on early extinguishment of debt of $ 939 as a result of these exchanges.

The gains we realized on early extinguishment of debt are considered cancellation of debt income, or CODI, for income tax purposes and part of our REIT taxable income.

We do not expect that any special distribution will be required to maintain our qualification for taxation as a REIT as a result of generating CODI in 2024 as a result of offsetting losses from the sale of real estate and other tax strategies.

On February 7, 2025, we commenced a series of exchange offers, or the Exchange Offers, pursuant to which we are offering to issue up to $ 175,000 in aggregate principal amount of new 8.000 % senior guaranteed unsecured notes due 2030, or the New 2030 Notes, and related guarantees in exchange for our outstanding (i) 2.650 % senior unsecured notes due 2026, (ii) 2.400 % senior unsecured notes due 2027 and (iii) 3.450 % senior unsecured notes due 2031.

The Exchange Offers are being made subject to the terms and conditions set forth in an offering memorandum dated as of February 7, 2025.

As of December 31, 2024, seven of our properties with an aggregate gross book value of real estate assets of $ 304,673 were encumbered by mortgage notes with an aggregate principal amount of $ 177,320 .

Our mortgage notes are non-recourse, subject to certain limited exceptions and do not contain any material financial covenants.

(2) Requires interest-only payments through May 2028, at which time principal and interest payments are due monthly through the maturity date.

Mortgage Note Repayment

In June 2023, we repaid at maturity, a mortgage note secured by one property with an outstanding principal balance of $ 50,000 , an annual interest rate of 3.70 %.

OFFICE PROPERTIES INCOME TRUST

1 unchanged sentence

(dollars in thousands, except per share amounts)

Senior Secured Notes Issuance

In February 2024, we issued $ 300,000 of 9.000 % senior secured notes due 2029, or the 2029 Notes.

The aggregate net proceeds from the offering of the 2029 Notes were $ 271,500 , after initial purchaser discounts and other estimated offering expenses.

The 2029 Notes are fully and unconditionally guaranteed on a joint, several and senior secured basis by certain of our subsidiaries and secured by a pledge of all of the respective equity interests of the subsidiary guarantors and first mortgage liens on 17 properties with an undepreciated carrying value, including lease intangibles, other assets and other liabilities, of $ 574,291 as of December 31, 2023.

The 2029 Notes require semi-annual payments of interest only and are prepayable, at par plus accrued interest, after March 31, 2028.

Senior Unsecured Notes Redemption

In February 2024, we issued a notice of early redemption, at par plus accrued interest, of all of our $ 350,000 of 4.25 % senior unsecured notes due 2024.

The redemption is expected to take place in March 2024 and is conditioned upon our borrowing an amount under our revolving credit facility sufficient, together with the net proceeds from the offering of the 2029 Notes, to pay the redemption price on or prior to the redemption date.

The required principal payments due during the next five years and thereafter under all our outstanding consolidated debt as of December 31, 2024 were as follows:

Year Principal Payment

2024 $ 555,000

Thereafter 329,909

Total $ 2,594,320 (1)

(1) Includes $ 171,586 aggregate principal of the 2025 Notes, which were redeemed in full in January 2025.

(2) Total consolidated debt outstanding as of December 31, 2024, net of unamortized premiums, discounts and issuance costs totaling $ 91,890 , was $ 2,534,634 .

None of our unsecured debt obligations require principal or sinking fund payments prior to their maturity dates.

We currently do not have sufficient sources of liquidity to repay our $ 650,000 senior unsecured notes due 2025 and are evaluating market-based alternatives to obtain debt financing.

Based on the significant number of unencumbered properties in our portfolio, our successful history of obtaining debt financings and our current financing metrics, we believe it is probable that we can obtain new debt financing that will allow us satisfy the 2025 unsecured notes as they become due.

We have also engaged Moelis & Company LLC as our financial advisor to assist in evaluating our options to address our upcoming debt maturities.

OFFICE PROPERTIES INCOME TRUST

8 unchanged sentences

$ 25,909 $ — $ 25,909 $ —

(1) We recorded an impairment charge of $ 11,299 to reduce the carrying value of one property in our consolidated balance sheet to its estimated fair value less estimated costs to sell of $ 1,777 , based on a negotiated sales price with a third party buyer (Level 2 input as defined in the fair value hierarchy under GAAP).

See Note 4 for more information.

We recorded an impairment charge of $ 19,183 to fully write off our equity method investment in our 1750 H NW joint venture, based on our estimates of fair value of the investment which reflects implied pricing based on ongoing negotiations with the lender to this joint venture regarding the property (a Level 3 input as defined in the fair value hierarchy under GAAP).

(1) We recorded an impairment charge of $ 19,042 to reduce the carrying values of three properties that are classified as held for sale in our condensed consolidated balance sheet to their estimated fair values less estimated costs to sell of $ 739 , based on negotiated sales prices with third party buyers (Level 2 inputs as defined in the fair value hierarchy under GAAP).

See Note 4 for more information.

In addition to the assets described above, our financial instruments include our cash and cash equivalents, restricted cash, rents receivable, accounts payable, a revolving credit facility, senior notes, mortgage notes payable, amounts due to related persons, other accrued expenses and security deposits.

In addition to the assets described above, our financial instruments include our cash and cash equivalents, restricted cash, rents receivable, accounts payable, a revolving credit facility, a term loan, senior notes, mortgage notes payable, amounts due to related persons, other accrued expenses and security deposits.

At December 31, 2024 and 2023, the fair values of our financial instruments approximated their carrying values in our consolidated financial statements, due to their short term nature or floating interest rates, except as follows:

10 unchanged sentences

80,486 49,475 348,086 196,147

Senior secured notes, 3.250 % interest rate, due in 2027

363,432 383,806 — —

Senior secured notes, 9.000 % interest rate, due in March 2029

275,632 293,100 — —

Senior secured notes, 9.000 % interest rate, due in September 2029

637,052 529,436 — —

Senior unsecured notes, 3.450 % interest rate, due in 2031

3 unchanged sentences

Mortgage notes payable 172,912 177,295 172,131 179,813

172,131 179,813 49,917 49,099

Total $ 2,111,306 $ 1,838,856 $ 2,367,609 $ 1,686,825

(1) Includes unamortized debt premiums, discounts and issuance costs totaling $ 90,218 and $ 21,711 as of December 31, 2024 and 2023, respectively.

(2) Balances as of December 31, 2022 include a mortgage note secured by one property with an outstanding principal balance of $ 50,000 that was repaid in June 2023.

(3) Balances as of December 31, 2023 include six mortgage notes issued during the year ended December 31, 2023 with an aggregate principal balance of $ 177,320 .

We estimated the fair values of our senior unsecured notes (except for our senior unsecured notes due 2050) using an average of the bid and ask price of the notes (Level 2 inputs as defined in the fair value hierarchy under GAAP) as of the measurement date.

We estimated the fair values of our senior notes (except for our senior unsecured notes due 2050) using an average of the bid and ask price of the notes (Level 2 inputs as defined in the fair value hierarchy under GAAP) as of the measurement date.

We estimated the fair values of our senior unsecured notes due 2050 based on the closing price on Nasdaq (Level 1 inputs as defined in the fair value hierarchy under GAAP) as of the measurement date.

1 unchanged sentence

Because Level 3 inputs are unobservable, our estimated fair values may differ materially from the actual fair values.

Shareholders’ Equity

We have common shares available for issuance under the terms of our Amended and Restated 2009 Incentive Share Award Plan, or the 2009 Plan.

During the years ended December 31, 2024 and 2023, we awarded to our officers and other employees of RMR annual share awards of 544,555 and 210,300 of our common shares, respectively, valued at $ 1,160 and $ 1,211 , in

OFFICE PROPERTIES INCOME TRUST

1 unchanged sentence

(dollars in thousands, except per share amounts)

Shareholders’ Equity

We have common shares available for issuance under the terms of our Amended and Restated 2009 Incentive Share Award Plan, or the 2009 Plan.

During the years ended December 31, 2023, 2022 and 2021, we awarded to our officers and other employees of RMR annual share awards of 210,300 , 141,200 and 117,800 of our common shares, respectively, valued at $ 1,211 , $ 2,470 and $ 2,994 , in aggregate, respectively.

We also awarded each of our then Tr ustees 3,500 of our common shares in each of 2023, 2022 and 2021 as part of their annual compensation.

These awards had aggregate values of $ 249 ( $ 28 per Trustee), $ 593 ($ 66 p er Trustee) and $ 837 ($ 105 per Trustee) in 2023, 2022 and 2021, respectively.

The values of the share awards were based upon the closing price of our common shares trading on Nasdaq on the date of award.

aggregate, respectively.

During the years ended December 31, 2024 and 2023, we awarded each of our nine Trustees, in accordance with our Trustee compensation arrangements, 11,627 and 3,500 of our common shares, respectively.

These awards had aggregate values of $ 225 ( $ 25 per Trustee) and $ 249 ( $ 28 per Trustee) in 2024 and 2023, respectively.

The values of the share awards were based upon the closing price of our common shares on Nasdaq on the date of award.

The common shares awarded to our officers and certain other employees of RMR vest in five equal annual installments beginning on the date of award.

2 unchanged sentences

A summary of shares awarded, forfeited, vested and unvested under the terms of the 2009 Plan for the years ended December 31, 2024 and 2023, is as follows:

2023 2022 2021

Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Grant Date Fair Value

Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Grant Date Fair Value

Unvested at beginning of year 288,681 $ 12.01 231,301 $ 21.47

10 unchanged sentences

Share Purchases

During the years ended December 31, 2023, 2022 and 2021, w e purchased 48,329 , 30,821 and 37,801 of o ur common shares, respectively, valued at weighted average sh are prices of $ 6.08 , $ 17.54 and $ 26.55 per c ommon share, respectively, from certain of our current and former Trustees and officers and certain current and former officers and employees of RMR in satisfaction of tax withholding and payment obligations in connection with the vesting of awards of our common shares.

During the years ended December 31, 2024 and 2023, w e purchased 85,338 and 48,329 of o ur common shares, respectively, valued at weighted average sh are prices of $ 2.25 and $ 6.08 per c ommon share, respectively, from certain of our current and former Trustees and officers and certain current and former officers and employees of RMR in satisfaction of tax withholding and payment obligations in connection with the vesting of prior awards of our common shares.

Distributions

4 unchanged sentences

2023 $ 1.30 $ 63,187 100.00 % — % — %

2021 $ 2.20 $ 106,368 — % 100.00 % — %

On January 16, 2025, we declared a quarterly cash distribution payable to common shareholders of record on January 27, 2025 in the amount of $ 0.01 per share, or approximately $ 698 .

1 unchanged sentence

OFFICE PROPERTIES INCOME TRUST

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(dollars in thousands, except per share amounts)

Segment Reporting

We manage our business on a consolidated basis and therefore have one reportable segment:

ownership and leasing of properties.

The chief operating decision maker, or CODM, is our President and Chief Operating Officer.

The CODM assesses performance, allocates resources and makes strategic decisions based on net income (loss) as shown in our consolidated statements of comprehensive income (loss).

The CODM is also regularly provided with information on expenses related to our management agreements with RMR, which are detailed in Note 9.

The accounting policies of our reportable segment are the same as those described in Note 2.

The measure of segment assets is reported as total assets in our consolidated balance sheets.

OFFICE PROPERTIES INCOME TRUST

REAL ESTATE AND ACCUMULATED DEPRECIATION

9 unchanged sentences

Acquired Original

445 Jan Davis Drive Huntsville, AL 1 $ — $ 1,501 $ 1,492 $ — $ — $ 1,501 $ 1,492 $ 2,993 $ ( 199 ) 12/31/2018 2007

445 Jan Davis Drive (8)

Huntsville, AL 1 $ — $ 1,501 $ 1,492 $ — $ — $ 1,501 $ 1,492 $ 2,993 $ ( 239 ) 12/31/2018 2007

131 Clayton Street Montgomery, AL 1 — 920 9,084 528 — 920 9,612 10,532 ( 3,228 ) 6/22/2011 2007

4344 Carmichael Road Montgomery, AL 1 — 1,374 11,658 572 — 1,374 12,230 13,604 ( 3,453 ) 12/17/2013 2009

15451 North 28th Avenue Phoenix, AZ 1 — 1,917 7,416 1,239 — 1,917 8,655 10,572 ( 2,016 ) 9/10/2014 1996

15451 North 28th Avenue (6)

Phoenix, AZ 1 — 1,917 7,416 1,279 — 1,917 8,695 10,612 ( 2,310 ) 9/10/2014 1996

711 S 14th Avenue Safford, AZ 1 — 460 11,708 1,165 ( 4,440 ) 364 8,529 8,893 ( 2,036 ) 6/16/2010 1992

Regents Center Tempe, AZ 2 — 4,121 3,042 354 — 4,121 3,396 7,517 ( 841 ) 12/31/2018 1988

Campbell Place Carlsbad, CA 2 — 5,769 3,871 7,595 — 5,769 11,466 17,235 ( 3,407 ) 12/31/2018 2007

2544 Campbell Place (7)

Carlsbad, CA 1 — 2,687 1,796 1,585 — 2,687 3,381 6,068 ( 939 ) 12/31/2018 2007

2548 Campbell Place (6)

Carlsbad, CA 1 — 3,082 2,075 5,156 — 3,082 7,231 10,313 ( 2,461 ) 12/31/2018 2007

Folsom Corporate Center (5)

Folsom, CA 1 — 2,904 5,583 1,587 — 2,904 7,170 10,074 ( 1,684 ) 12/31/2018 2008

Bayside Technology Park Fremont, CA 1 — 10,784 648 255 — 10,784 903 11,687 ( 154 ) 12/31/2018 1990

Bayside Technology Park (7)

Fremont, CA 1 — 10,784 648 269 — 10,784 917 11,701 ( 201 ) 12/31/2018 1990

Mather Boulevard Rancho Cordova, CA 1 — 562 16,923 1,056 — 562 17,979 18,541 ( 5,186 ) 10/30/2013 2012

1 unchanged sentence

100 Redwood Shores Parkway Redwood City, CA 1 — 14,454 7,721 — — 14,454 7,721 22,175 ( 1,285 ) 12/31/2018 1993

3875 Atherton Road Rocklin, CA 1 — 177 853 479 — 177 1,332 1,509 ( 140 ) 12/31/2018 1991

801 K Street Sacramento, CA 1 — 4,688 61,994 10,472 — 4,688 72,466 77,154 ( 15,524 ) 1/29/2016 1989

9815 Goethe Road Sacramento, CA 1 — 1,450 9,465 2,181 — 1,450 11,646 13,096 ( 3,400 ) 9/14/2011 1992

Capitol Place Sacramento, CA 1 — 2,290 35,891 8,674 — 2,290 44,565 46,855 ( 15,686 ) 12/17/2009 1988

9815 Goethe Road (6)

Sacramento, CA 1 — 1,450 9,465 3,537 — 1,450 13,002 14,452 ( 3,718 ) 9/14/2011 1992

Capitol Place (6)

Sacramento, CA 1 — 2,290 35,891 9,997 — 2,290 45,888 48,178 ( 17,395 ) 12/17/2009 1988

4560 Viewridge Road (5)

San Diego, CA 1 — 4,269 18,316 5,392 — 4,347 23,630 27,977 ( 15,662 ) 3/31/1997 1996

2115 O’Nel Drive San Jose, CA 1 — 12,305 5,062 385 — 12,305 5,447 17,752 ( 765 ) 12/31/2018 1984

North First Street San Jose, CA 1 — 8,311 4,003 443 — 8,311 4,446 12,757 ( 729 ) 12/31/2018 1984

2115 O’Nel Drive (7)

San Jose, CA 1 — 12,305 5,062 385 — 12,305 5,447 17,752 ( 945 ) 12/31/2018 1984

51 Rio Robles Drive San Jose, CA 1 — 7,416 4,782 571 — 7,416 5,353 12,769 ( 1,049 ) 12/31/2018 1984

2500 Walsh Avenue Santa Clara, CA 1 — 6,687 8,326 280 — 6,687 8,606 15,293 ( 1,181 ) 12/31/2018 1982

3250 and 3260 Jay Street Santa Clara, CA 2 — 19,899 14,051 114 — 19,899 14,165 34,064 ( 1,949 ) 12/31/2018 1982

77 Rio Robles Drive (6)

San Jose, CA 1 — 8,362 5,393 9,932 — 8,362 15,325 23,687 ( 3,261 ) 12/31/2018 1984

145 Rio Robles Drive

San Jose, CA 1 8,078 7,909 3,523 6,608 — 7,909 10,131 18,040 ( 1,686 ) 12/31/2018 1984

2500 Walsh Avenue (6)

Santa Clara, CA 1 — 6,687 8,326 2,922 — 6,687 11,248 17,935 ( 1,426 ) 12/31/2018 1982

603 San Juan Avenue Stockton, CA 1 — 563 5,470 217 — 563 5,687 6,250 ( 1,771 ) 7/20/2012 2012

350 West Java Drive Sunnyvale, CA 1 — 24,609 462 978 — 24,609 1,440 26,049 ( 148 ) 12/31/2018 1984

350 West Java Drive (6)

Sunnyvale, CA 1 — 24,609 462 3,296 — 24,609 3,758 28,367 ( 334 ) 12/31/2018 1984

7958 South Chester Street Centennial, CO 1 — 6,682 7,153 2,881 — 6,682 10,034 16,716 ( 1,643 ) 12/31/2018 2000

350 Spectrum Loop Colorado Springs, CO 1 — 3,650 7,732 594 — 3,650 8,326 11,976 ( 1,205 ) 12/31/2018 2000

12795 West Alameda Parkway Lakewood, CO 1 — 2,640 23,777 ( 7,662 ) ( 14,590 ) 585 3,580 4,165 ( 38 ) 1/15/2010 1988

Corporate Center Lakewood, CO 3 — 2,887 27,537 2,613 — 2,887 30,150 33,037 ( 15,398 ) 10/11/2002 1980

11 Dupont Circle, NW Washington, DC 1 — 28,255 44,743 19,249 — 28,255 63,992 92,247 ( 12,479 ) 10/2/2017 1974

11 Dupont Circle, NW (7)

Washington, DC 1 — 28,255 44,743 24,474 — 28,255 69,217 97,472 ( 15,454 ) 10/2/2017 1974

1211 Connecticut Avenue, NW Washington, DC 1 — 30,388 24,667 4,407 — 30,388 29,074 59,462 ( 6,704 ) 10/2/2017 1967

1401 K Street, NW (7)

Washington, DC 1 — 29,215 34,656 8,480 — 29,215 43,136 72,351 ( 11,067 ) 10/2/2017 1929

20 Massachusetts Avenue (7)

Washington, DC 1 — 12,009 51,527 223,321 — 12,231 274,626 286,857 ( 60,247 ) 3/31/1997 1996

440 First Street, NW (5)

Washington, DC 1 — 27,903 38,624 3,403 — 27,903 42,027 69,930 ( 7,549 ) 10/2/2017 1982

625 Indiana Avenue (7)

Washington, DC 1 — 26,000 25,955 12,825 — 26,000 38,780 64,780 ( 14,278 ) 8/17/2010 1989

OFFICE PROPERTIES INCOME TRUST

10 unchanged sentences

Acquired Original

1211 Connecticut Avenue, NW Washington, DC 1 — 30,388 24,667 4,855 — 30,388 29,522 59,910 ( 5,821 ) 10/2/2017 1967

1401 K Street, NW Washington, DC 1 — 29,215 34,656 8,485 — 29,215 43,141 72,356 ( 9,458 ) 10/2/2017 1929

20 Massachusetts Avenue Washington, DC 1 — 12,009 51,527 221,203 — 12,231 272,508 284,739 ( 48,475 ) 3/31/1997 1996

440 First Street, NW (5)

Washington, DC 1 — 27,903 38,624 2,169 — 27,903 40,793 68,696 ( 6,341 ) 10/2/2017 1982

625 Indiana Avenue Washington, DC 1 — 26,000 25,955 12,158 — 26,000 38,113 64,113 ( 12,464 ) 8/17/2010 1989

840 First Street, NE Washington, DC 1 — 42,727 73,278 2,913 — 42,727 76,191 118,918 ( 14,541 ) 10/2/2017 2003

10350 NW 112th Avenue Miami, FL 1 — 4,798 2,757 2,354 — 4,798 5,111 9,909 ( 684 ) 12/31/2018 2002

7850 Southwest 6th Court Plantation, FL 1 — 4,800 30,592 14,993 — 4,800 45,585 50,385 ( 9,839 ) 5/12/2011 1999

8900 Grand Oak Circle Tampa, FL 1 — 1,100 11,773 1,661 — 1,100 13,434 14,534 ( 4,219 ) 10/15/2010 1994

10350 NW 112th Avenue (8)

Miami, FL 1 — 4,798 2,757 2,413 — 4,798 5,170 9,968 ( 1,016 ) 12/31/2018 2002

7850 Southwest 6th Court (6)

Plantation, FL 1 — 4,800 30,592 16,817 — 4,800 47,409 52,209 ( 11,433 ) 5/12/2011 1999

8900 Grand Oak Circle (7)

Tampa, FL 1 — 1,100 11,773 1,788 — 1,100 13,561 14,661 ( 4,649 ) 10/15/2010 1994

180 Ted Turner Drive SW (5)

Atlanta, GA 1 — 5,717 20,017 3,061 — 5,717 23,078 28,795 ( 6,623 ) 7/25/2012 2007

1224 Hammond Drive Atlanta, GA 1 — 13,040 135,459 11,583 — 13,040 147,042 160,082 ( 10,789 ) 6/25/2021 2020

Corporate Square Atlanta, GA 5 — 3,996 29,763 26,570 — 3,996 56,333 60,329 ( 21,009 ) 7/16/2004 1967

Executive Park Atlanta, GA 1 — 1,521 11,826 4,123 — 1,521 15,949 17,470 ( 9,089 ) 7/16/2004 1972

1224 Hammond Drive (6)

Atlanta, GA 1 — 13,040 135,459 11,678 — 13,040 147,137 160,177 ( 15,612 ) 6/25/2021 2020

One Georgia Center (5)

2 unchanged sentences

Duluth, GA 1 26,156 6,927 22,951 2,268 — 6,927 25,219 32,146 ( 3,817 ) 12/31/2018 2013

4712 Southpark Boulevard Ellenwood, GA 1 — 1,390 19,635 911 — 1,390 20,546 21,936 ( 5,707 ) 7/25/2012 2005

4712 Southpark Boulevard (8)

Ellenwood, GA 1 — 1,390 19,635 1,327 — 1,390 20,962 22,352 ( 6,311 ) 7/25/2012 2005

8305 NW 62nd Avenue Johnston, IA 1 — 2,649 7,997 — — 2,649 7,997 10,646 ( 1,330 ) 12/31/2018 2011

1185, 1249 & 1387 S.

Vinnell Way Boise, ID 3 — 3,390 29,026 1,246 — 3,390 30,272 33,662 ( 8,663 ) 9/11/2012 1996;

Vinnell Way (6)

Boise, ID 3 — 3,390 29,026 1,520 — 3,390 30,546 33,936 ( 9,503 ) 9/11/2012 1996;

Arlington Heights (5)

1 unchanged sentence

Chicago, IL 1 — 42,935 252,914 1,035 — 42,935 253,949 296,884 ( 29,784 ) 6/24/2021 2015

HUB 1415 Naperville, IL 1 — 12,333 20,586 23,564 — 12,333 44,150 56,483 ( 7,248 ) 12/31/2018 2001

Naperville, IL 1 — 12,333 20,586 26,551 — 12,333 47,137 59,470 ( 10,286 ) 12/31/2018 2001

7601 and 7635 Interactive Way Indianapolis, IN 2 — 3,337 14,522 34 — 3,337 14,556 17,893 ( 2,281 ) 12/31/2018 2003

Intech Park Indianapolis, IN 3 — 4,170 69,759 12,052 — 4,170 81,811 85,981 ( 26,133 ) 10/14/2011 2000;

7125 Industrial Road Florence, KY 1 — 1,698 11,722 293 — 1,698 12,015 13,713 ( 3,349 ) 12/31/2012 1980

251 Causeway Street Boston, MA 3 — 26,851 36,756 5,296 — 26,851 42,052 68,903 ( 9,174 ) 8/17/2010 1987

330 Billerica Road Chelmsford, MA 1 — 2,477 — 10,246 — 2,477 10,246 12,723 ( 1,924 ) 12/31/2018 1984

75 Pleasant Street Malden, MA 1 — 1,050 31,086 275 — 1,050 31,361 32,411 ( 10,636 ) 5/24/2010 2008

25 Newport Avenue Quincy, MA 1 — 2,700 9,199 3,106 — 2,700 12,305 15,005 ( 3,572 ) 2/16/2011 1985

251 Causeway Street (7)

Boston, MA 3 — 26,851 36,756 6,426 — 26,848 43,185 70,033 ( 10,631 ) 8/17/2010 1987

330 Billerica Road (8)

Chelmsford, MA 1 — 2,477 — 10,246 — 2,477 10,246 12,723 ( 2,743 ) 12/31/2018 1984

25 Newport Avenue (7)

Quincy, MA 1 — 2,700 9,199 2,963 — 2,700 12,162 14,862 ( 4,054 ) 2/16/2011 1985

2009-2011 Commerce Park Drive (7)

Annapolis, MD 1 — 1,580 3,825 4,097 1,581 7,921 9,502 ( 1,689 ) 10/2/2017 1989

2001-2003 Commerce Park Drive Annapolis, MD 1 — 2,477 3,840 1,204 — 2,476 5,045 7,521 ( 1,138 ) 10/2/2017 1989

4201 Patterson Avenue (7)

Baltimore, MD 1 — 901 8,097 4,746 ( 85 ) 893 12,766 13,659 ( 7,833 ) 10/15/1998 1989

7001 Columbia Gateway Drive (7)

Columbia, MD 1 — 5,642 10,352 4,209 — 5,642 14,561 20,203 ( 2,254 ) 12/31/2018 2008

6310 Hillside Center Columbia, MD 1 — 1,424 2,084 440 — 1,424 2,524 3,948 ( 631 ) 10/2/2017 2001

6315 Hillside Center (7)

Columbia, MD 1 — 2,013 2,144 575 — 2,013 2,719 4,732 ( 712 ) 10/2/2017 2001

TenThreeTwenty (7)

Columbia, MD 1 — 3,126 16,361 4,798 — 3,126 21,159 24,285 ( 4,279 ) 10/2/2017 1982

3300 75th Avenue Landover, MD 1 29,634 4,110 36,371 3,746 — 4,110 40,117 44,227 ( 14,846 ) 2/26/2010 1985

Redland 520/530 (7)

Rockville, MD 3 — 12,714 61,377 8,166 — 12,714 69,543 82,257 ( 12,618 ) 10/2/2017 2008

Redland 540 (7)

Rockville, MD 1 — 10,740 17,714 4,605 — 10,740 22,319 33,059 ( 5,698 ) 10/2/2017 2003

OFFICE PROPERTIES INCOME TRUST

10 unchanged sentences

Acquired Original

314 Littleton Road Westford, MA 1 — 5,691 8,487 100 — 5,691 8,587 14,278 ( 1,201 ) 12/31/2018 2007

Annapolis Commerce Center Annapolis, MD 2 — 4,057 7,665 4,806 — 4,057 12,471 16,528 ( 2,241 ) 10/2/2017 1989

4201 Patterson Avenue Baltimore, MD 1 — 901 8,097 4,134 ( 85 ) 893 12,154 13,047 ( 7,198 ) 10/15/1998 1989

7001 Columbia Gateway Drive Columbia, MD 1 — 5,642 10,352 3,444 — 5,642 13,796 19,438 ( 1,605 ) 12/31/2018 2008

Hillside Center Columbia, MD 2 — 3,437 4,228 1,015 — 3,437 5,243 8,680 ( 1,098 ) 10/2/2017 2001

TenThreeTwenty Columbia, MD 1 — 3,126 16,361 4,011 — 3,126 20,372 23,498 ( 3,418 ) 10/2/2017 1982

3300 75th Avenue Landover, MD 1 29,537 4,110 36,371 3,730 — 4,110 40,101 44,211 ( 13,789 ) 2/26/2010 1985

Redland 520/530 Rockville, MD 3 — 12,714 61,377 8,002 — 12,714 69,379 82,093 ( 11,313 ) 10/2/2017 2008

Redland 540 Rockville, MD 1 — 10,740 17,714 6,108 — 10,740 23,822 34,562 ( 5,344 ) 10/2/2017 2003

3550 Green Court Ann Arbor, MI 1 — 3,630 4,857 — — 3,630 4,857 8,487 ( 857 ) 12/31/2018 1998

Jefferson Avenue Detroit, MI 1 — 630 18,002 586 — 630 18,588 19,218 ( 6,322 ) 4/23/2010 2009

Rosedale Corporate Plaza Roseville, MN 1 — 672 6,045 819 — 672 6,864 7,536 ( 3,917 ) 12/1/1999 1987

1300 Summit Street Kansas City, MO 1 — 2,776 12,070 925 — 2,776 12,995 15,771 ( 3,690 ) 9/27/2012 1998

Rosedale Corporate Plaza (8)

Roseville, MN 1 — 672 6,045 2,896 — 672 8,941 9,613 ( 4,107 ) 12/1/1999 1987

2555 Grand Boulevard (5)

Kansas City, MO 1 — 4,209 51,522 5,642 — 4,209 57,164 61,373 ( 10,135 ) 12/31/2018 2003

4241 NE 34th Street Kansas City, MO 1 — 1,133 5,649 5,056 — 1,470 10,368 11,838 ( 5,455 ) 3/31/1997 1995

4241 NE 34th Street (7)

Kansas City, MO 1 — 1,133 5,649 5,284 — 1,470 10,596 12,066 ( 5,834 ) 3/31/1997 1995

1220 Echelon Parkway Jackson, MS 1 14,528 440 25,458 2,239 — 440 27,697 28,137 ( 8,217 ) 7/25/2012 2009

1 unchanged sentence

Charlotte, NC 2 — 1,334 19,075 4,444 — 1,334 23,519 24,853 ( 4,475 ) 12/31/2018 1995

18010 and 18020 Burt Street Omaha, NE 2 — 6,977 12,500 2,369 — 6,977 14,869 21,846 ( 1,733 ) 12/31/2018 2012

18010 Burt Street (8)

Omaha, NE 1 — 2,819 6,250 4,710 — 2,819 10,960 13,779 ( 982 ) 12/31/2018 2012

18020 Burt Street Omaha, NE 1 — 4,158 6,250 13 — 4,158 6,263 10,421 ( 1,039 ) 12/31/2018 2012

500 Charles Ewing Boulevard Ewing, NJ 1 42,354 4,808 26,002 1,846 — 4,808 27,848 32,656 ( 4,620 ) 12/31/2018 2012

299 Jefferson Road Parsippany, NJ 1 — 4,543 2,914 1,282 — 4,543 4,196 8,739 ( 723 ) 12/31/2018 2011

One Jefferson Road Parsippany, NJ 1 — 4,415 5,249 103 — 4,415 5,352 9,767 ( 741 ) 12/31/2018 2009

Airline Corporate Center Colonie, NY 1 — 790 6,400 1,876 — 790 8,276 9,066 ( 2,239 ) 6/22/2012 2004

1212 Pittsford - Victor Road Pittsford, NY 1 — 608 78 1,627 — 608 1,705 2,313 ( 174 ) 12/31/2018 1965

2231 Schrock Road Columbus, OH 1 — 716 217 578 — 716 795 1,511 ( 163 ) 12/31/2018 1999

8800 Tinicum Boulevard Philadelphia, PA 1 — 5,573 22,686 6,022 — 5,573 28,708 34,281 ( 3,658 ) 12/31/2018 2000

446 Wrenplace Road Fort Mill, SC 1 — 5,031 22,524 43 — 5,031 22,567 27,598 ( 1,704 ) 12/22/2020 2019

299 Jefferson Road (7)

Parsippany, NJ 1 — 4,543 2,914 1,649 — 4,543 4,563 9,106 ( 893 ) 12/31/2018 2011

One Jefferson Road (7)

Parsippany, NJ 1 — 4,415 5,249 103 — 4,415 5,352 9,767 ( 898 ) 12/31/2018 2009

Airline Corporate Center (7)

Colonie, NY 1 — 790 6,400 1,968 — 790 8,368 9,158 ( 2,612 ) 6/22/2012 2004

1212 Pittsford - Victor Road (7)

Pittsford, NY 1 — 608 78 1,706 — 608 1,784 2,392 ( 355 ) 12/31/2018 1965

2231 Schrock Road (8)

Columbus, OH 1 — 716 217 578 — 716 795 1,511 ( 229 ) 12/31/2018 1999

8800 Tinicum Boulevard (7)

Philadelphia, PA 1 — 5,573 22,686 6,883 — 5,573 29,569 35,142 ( 4,577 ) 12/31/2018 2000

446 Wrenplace Road (7)

Fort Mill, SC 1 — 5,031 22,524 42 — 5,031 22,566 27,597 ( 2,270 ) 12/22/2020 2019

9680 Old Bailes Road Fort Mill, SC 1 — 834 2,944 91 — 834 3,035 3,869 ( 519 ) 12/31/2018 2007

16001 North Dallas Parkway Addison, TX 2 — 10,282 63,071 2,558 — 10,282 65,629 75,911 ( 9,485 ) 12/31/2018 1987

16001 North Dallas Parkway (8)

Addison, TX 2 — 10,282 63,071 2,910 — 10,282 65,981 76,263 ( 11,484 ) 12/31/2018 1987

Research Park (6)

Austin, TX 2 — 4,258 13,747 2,298 — 4,258 16,045 20,303 ( 4,155 ) 12/31/2018 1999

10451 Clay Road (8)

Houston, TX 1 — 5,495 10,253 2,432 — 5,495 12,685 18,180 ( 2,486 ) 12/31/2018 2013

202 North Castlegory Road (8)

Houston, TX 1 — 863 5,024 98 — 863 5,122 5,985 ( 796 ) 12/31/2018 2016

John Carpenter Freeway (8)

Irving, TX 1 — 1,413 2,365 1,843 — 1,413 4,208 5,621 ( 1,799 ) 12/31/2018 1995

8675,8701-8711 Freeport Pkwy and 8901 Esters Boulevard (7)

Irving, TX 3 — 12,970 31,566 757 — 12,970 32,323 45,293 ( 5,250 ) 12/31/2018 1990

1511 East Common Street (7)

New Braunfels, TX 1 — 4,965 1,266 251 — 4,965 1,517 6,482 ( 424 ) 12/31/2018 2005

2900 West Plano Parkway Plano, TX 1 — 6,819 8,831 — — 6,819 8,831 15,650 ( 1,469 ) 12/31/2018 1998

3400 West Plano Parkway (8)

Plano, TX 1 — 4,543 15,964 321 — 4,543 16,285 20,828 ( 2,745 ) 12/31/2018 1994

3600 Wiseman Boulevard (6)

San Antonio, TX 1 — 3,493 6,662 2,389 — 3,493 9,051 12,544 ( 1,487 ) 12/31/2018 2004

701 Clay Road (4)

Waco, TX 1 26,156 2,030 8,708 15,052 — 2,060 23,730 25,790 ( 11,137 ) 12/23/1997 1997

OFFICE PROPERTIES INCOME TRUST

10 unchanged sentences

Acquired Original

Research Park Austin, TX 2 — 4,258 13,747 534 — 4,258 14,281 18,539 ( 3,403 ) 12/31/2018 1999

10451 Clay Road Houston, TX 1 — 5,495 10,253 2,432 — 5,495 12,685 18,180 ( 1,809 ) 12/31/2018 2013

202 North Castlegory Road Houston, TX 1 — 863 5,024 41 — 863 5,065 5,928 ( 657 ) 12/31/2018 2016

John Carpenter Freeway Irving, TX 1 — 1,413 2,365 1,843 — 1,413 4,208 5,621 ( 1,445 ) 12/31/2018 1995

8675,8701-8711 Freeport Pkwy and 8901 Esters Boulevard Irving, TX 3 — 12,970 31,566 138 — 12,970 31,704 44,674 ( 4,375 ) 12/31/2018 1990

1511 East Common Street New Braunfels, TX 1 — 4,965 1,266 251 — 4,965 1,517 6,482 ( 323 ) 12/31/2018 2005

2900 West Plano Parkway Plano, TX 1 — 6,819 8,831 — — 6,819 8,831 15,650 ( 1,224 ) 12/31/2018 1998

3400 West Plano Parkway Plano, TX 1 — 4,543 15,964 321 — 4,543 16,285 20,828 ( 2,286 ) 12/31/2018 1994

3600 Wiseman Boulevard San Antonio, TX 1 — 3,493 6,662 2,134 — 3,493 8,796 12,289 ( 1,059 ) 12/31/2018 2004

701 Clay Road (4)

Waco, TX 1 25,903 2,030 8,708 14,651 — 2,060 23,329 25,389 ( 9,787 ) 12/23/1997 1997

1800 Novell Place Provo, UT 1 — 7,487 43,487 13,364 — 7,487 56,851 64,338 ( 7,307 ) 12/31/2018 2000

4885-4931 North 300 West Provo, UT 2 — 3,915 9,429 21 — 3,915 9,450 13,365 ( 1,392 ) 12/31/2018 2009

1800 Novell Place (6)

Provo, UT 1 — 7,487 43,487 19,841 — 7,487 63,328 70,815 ( 9,528 ) 12/31/2018 2000

14660 Lee Road (8)

Chantilly, VA 1 — 2,536 14,686 3,260 — 2,536 17,946 20,482 ( 3,295 ) 12/22/2016 1998

Enterchange at Meadowville Chester, VA 1 — 1,478 9,594 1,369 — 1,478 10,963 12,441 ( 2,720 ) 8/28/2013 1999

7987 Ashton Avenue Manassas, VA 1 — 1,562 8,253 1,069 — 1,562 9,322 10,884 ( 1,946 ) 1/3/2017 1989

Two Commercial Place Norfolk, VA 1 — 4,494 21,508 1,033 — 4,494 22,541 27,035 ( 2,976 ) 12/31/2018 1974

1759 Business Center Drive Reston, VA 1 — 4,033 28,517 2,517 — 4,033 31,034 35,067 ( 7,563 ) 5/28/2014 1987

14672 Lee Road (5)

Chantilly, VA 1 — 2,253 24,749 4,800 — 2,253 29,549 31,802 ( 7,435 ) 12/22/2016 2002

14668 Lee Road (5)

Chantilly, VA 1 — 2,177 34,779 18,526 — 2,177 53,305 55,482 ( 7,933 ) 12/22/2016 2006

Enterchange at Meadowville (6)

Chester, VA 1 — 1,478 9,594 1,369 — 1,478 10,963 12,441 ( 3,072 ) 8/28/2013 1999

7987 Ashton Avenue (7)

Manassas, VA 1 — 1,562 8,253 1,093 — 1,562 9,346 10,908 ( 2,265 ) 1/3/2017 1989

Two Commercial Place (8)

Norfolk, VA 1 — 4,494 21,508 1,096 — 4,494 22,604 27,098 ( 3,628 ) 12/31/2018 1974

1760 Business Center Drive Reston, VA 1 — 5,033 50,141 6,325 — 5,033 56,466 61,499 ( 15,184 ) 5/28/2014 1987

1 unchanged sentence

9201 Forest Hill Avenue Richmond, VA 1 — 1,344 375 668 — 1,344 1,043 2,387 ( 322 ) 12/31/2018 1985

9960 Mayland Drive Richmond, VA 1 — 2,614 15,930 4,690 — 2,614 20,620 23,234 ( 5,109 ) 5/20/2014 1994

9960 Mayland Drive (7)

Richmond, VA 1 — 2,614 15,930 5,021 — 2,614 20,951 23,565 ( 5,943 ) 5/20/2014 1994

1751 Blue Hills Drive (5)

Roanoke, VA 1 — 2,689 7,761 — — 2,689 7,761 10,450 ( 1,291 ) 12/31/2018 2003

Atlantic Corporate Park Sterling, VA 2 — 5,752 29,316 3,616 — 5,752 32,932 38,684 ( 5,532 ) 10/2/2017 2008

Atlantic Corporate Park (7)

Sterling, VA 2 — 5,752 29,316 4,423 — 5,752 33,739 39,491 ( 6,660 ) 10/2/2017 2008

Orbital Sciences Campus (5)

1 unchanged sentence

Sterling Park Business Center Sterling, VA 1 26,007 5,871 44,324 135 — 5,871 44,459 50,330 ( 8,072 ) 10/2/2017 2016

65 Bowdoin Street S.

65 Bowdoin Street (6)

Burlington, VT 1 — 700 8,416 239 — 700 8,655 9,355 ( 3,179 ) 4/9/2010 2009

1 unchanged sentence

Richland, WA 2 — 3,970 17,035 4,807 — 4,042 21,770 25,812 ( 13,792 ) 3/31/1997 1995

Unison Elliott Bay-Lab Space Seattle, WA 2 — 17,316 34,281 137,343 — 17,316 171,624 188,940 ( 5,302 ) 12/31/2018 2000

Unison Elliott Bay-Office Space Seattle, WA 1 — 9,324 18,459 5,101 — 9,324 23,560 32,884 ( 2,953 ) 12/31/2018 2000

OFFICE PROPERTIES INCOME TRUST

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2023

(dollars in thousands)

Initial Cost to Company Costs Capitalized Subsequent to Acquisition Cost amount carried at Close of Period

Property Location Number of Properties Encumbrances (1)

Land Buildings

Equipment Impairments/

Writedowns Land Buildings

Equipment Total (2)

Depreciation (3)

Acquired Original

Unison Elliott Bay-Lab Space (8)

Seattle, WA 2 — 17,316 34,281 147,272 — 17,316 181,553 198,869 ( 12,064 ) 12/31/2018 2000

Unison Elliott Bay-Office Space (8)

Seattle, WA 1 — 9,324 18,459 4,858 — 9,324 23,317 32,641 ( 3,753 ) 12/31/2018 2000

5353 Yellowstone Road (5)

2 unchanged sentences

Properties Held for Sale

400 South Jefferson Street

Chicago, IL 1 — 19,379 20,115 1,136 ( 11,299 ) 13,555 15,776 29,331 ( 3,030 ) 12/31/2018 1947

3250 and 3260 Jay Street Santa Clara, CA 2 — 19,899 14,051 83 ( 11,041 ) 12,986 10,006 22,992 ( 2,244 ) 12/31/2018 1982

Jefferson Avenue (7)

Detroit, MI 1 — 630 18,002 596 ( 8,001 ) 224 11,003 11,227 ( 6,807 ) 4/23/2010 2009

Regents Center Tempe, AZ 2 — 4,121 3,042 353 — 4,121 3,395 7,516 ( 979 ) 12/31/2018 1988

5 — 24,650 35,095 1,032 ( 19,042 ) 17,331 24,404 41,735 ( 10,030 )

4 unchanged sentences

(3) Depreciation on building and improvements is provided for periods ranging up to 40 years and on equipment up to seven years .

OFFICE PROPERTIES INCOME TRUST

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(dollars in thousands)

(4) These two properties are collateral for our $ 54,300 mortgage note.

(5) These 19 properties (with the exception of 14660 Lee Road) are collateral for our $ 325,000 secured revolving credit facility and $ 100,000 term loan under our amended and restated credit facility, which we entered into in January 2024.

(5) These 19 properties are first lien collateral for our $ 425,000 credit agreement and second lien collateral for our $ 610,000 of 9.000 % senior secured notes due September 2029, or the September 2029 Notes.

(6) These 17 properties are collateral for our $ 300,000 of 9.000 % senior secured notes due March 2029.

(7) These 37 properties are collateral for our $ 445,000 of 3.250 % senior secured notes due March 2027, or the March 2027 Notes.

(8) These 19 properties are first lien collateral for the September 2029 Notes and second lien collateral for the March 2027 Notes.

OFFICE PROPERTIES INCOME TRUST

8 unchanged sentences

Disposals ( 51,011 ) ( 15,709 )

Cost basis adjustment (1)

( 37,239 ) ( 37,239 )

Reclassification of assets of properties held for sale ( 29,331 ) ( 3,030 )

7 unchanged sentences

Balance at December 31, 2024 $ 3,657,559 $ 618,650

Additions 221,246 107,460

Loss on asset impairment ( 11,299 ) —

Disposals ( 51,011 ) ( 15,709 )

Reclassification of assets of properties held for sale ( 29,331 ) ( 3,030 )

Balance at December 31, 2023 $ 4,065,679 $ 650,179

(1) Represents the reclassification between accumulated depreciation and building made to certain properties reclassified as assets of properties held for sale at fair value less costs to sell in accordance with GAAP.

(1) Represents the reclassification between accumulated depreciation and building made to certain properties measured at fair value in accordance with GAAP.

Pursuant to the requirements of Section 13 and 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

22 unchanged sentences

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

What changed 10-K

Item 9A. Controls and Procedures