Item 9A. Controls and Procedures
Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
As required by SEC Rule 13a-15(b), we have evaluated, under the supervision of and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act, as of December 31, 2023. Based on the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures for the periods covered by this report were effective to provide reasonable assurance that information required to be disclosed by the Company in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
Management’s Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the
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effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation under the framework in Internal Control—Integrated Framework (2013) , our management concluded that our internal control over financial reporting was effective as of December 31, 2023.
The effectiveness of our internal control over financial reporting as of December 31, 2023 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report, which appears on page F-2 of this report.
Changes in Internal Controls
There was no change to our internal control over financial reporting during the fourth quarter ended December 31, 2023 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Item 9B. Other Information
During the quarter ended December 31, 2023, all items required to be disclosed in a Current Report on Form 8-K were reported under Form 8-K.
During the quarter ended December 31, 2023, none of the Company’s directors or officers adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act). Similarly, in that same time period, the Company did not adopt or terminate any Rule 10b5-1 trading arrangement.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not Applicable.
PART III.
Item 10. Directors, Executive Officers and Corporate Governance
The information required by Item 10 will be included in the Proxy Statement to be filed relating to our 2024 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 11. Executive Compensation
The information required by Item 11 will be included in the Proxy Statement to be filed relating to our 2024 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information required by Item 12 will be included in the Proxy Statement to be filed relating to our 2024 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by Item 13 will be included in the Proxy Statement to be filed relating to our 2024 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 14. Principal Accountant Fees and Services
The information required by Item 14 will be included in the Proxy Statement to be filed relating to our 2024 Annual Meeting of Stockholders and is incorporated herein by reference.
PART IV.
Item 15. Exhibits and Financial Statement Schedules
1. Consolidated Financial Statements
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The financial statements listed in the accompanying Index to Consolidated Financial Statements on page F-1 are filed as a part of this report.
2. Financial Statement Schedules
The financial statement schedules required by this Item are filed with this report and listed in the accompanying Index to Consolidated Financial Statements on page F-1. All other financial statement schedules are not applicable.
3. Exhibits
The following exhibits are filed as part of this report:
Exhibit Number Description of Document
3.1 Articles of Amendment and Restatement (including all articles of amendment and articles supplementary) (incorporated by reference to the Quarterly Report on Form 10-Q filed with the SEC on July 30, 2019)
3.2 Third Amended and Restated Bylaws (incorporated by reference to the Current Report on Form 8-K filed with the SEC on May 1, 2018)
4.1 Form of Common Stock Certificate (incorporated by reference to the Registration Statement on Form S-11/A (File No. 333-168368) filed with the SEC on September 24, 2010)
4.2 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Exchange Act (incorporated by reference to the Annual Report on Form 10-K filed with the SEC on February 16, 2022)
10.1 Second Amended and Restated Agreement of Limited Partnership, dated as of February 15, 2023 (incorporated by reference to the Annual Report on Form 10-K filed with the SEC on February 15, 2023)
10.2 Amended and Restated STAG Industrial, Inc. 2011 Equity Incentive Plan, effective April 30, 2018 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on May 1, 2018)*
10.3 Amendment to the 2011 Equity Incentive Plan, dated as of April 25, 2023 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on April 28, 2023)*
10.4 Form of LTIP Unit Agreement (incorporated by reference to the Registration Statement on Form S-11/A (File No. 333-168368) filed with the SEC on April 5, 2011)*
10.5 Form of Performance Award Agreement (incorporated by reference to the Quarterly Report on Form 10-Q filed with the SEC on May 3, 2016)*
10.6 STAG Industrial Inc. Employee Retirement Vesting Program, effective January 7, 2021 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on January 13, 2021)*
10.7 Amended and Restated Executive Employment Agreement with William R. Crooker, effective as of July 1, 2022 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on July 6, 2022)*
10.8 Executive Employment Agreement with Matts S. Pinard, dated January 10, 2022 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on January 12, 2022)*
10.8 Executive Employment Agreement with Jeffrey M. Sullivan, dated October 27, 2014 (incorporated by reference to the Quarterly Report on Form 10-Q filed with the SEC on October 31, 2014)*
10.9 Amended and Restated Executive Employment Agreement with Michael C. Chase, effective as of July 1, 2022 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on July 6, 2022)*
10.10 Executive Employment Agreement with Steven T. Kimball, effective as of March 31, 2023 (incorporated by reference to the Quarterly Report of Form 10-Q filed with the SEC on April 26, 2023)*
10.11 Form of Indemnification Agreement (incorporated by reference to the Registration Statement on Form S-11/A (File No. 333-168368) filed with the SEC on February 16, 2011)*
10.12 Registration Rights Agreement, dated April 20, 2011 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on April 21, 2011)
10.13 Unsecured Credit Facility: Amended and Restated Credit Agreement, dated as of July 26, 2022 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on July 29, 2022)
10.14 Unsecured Term Loan A: Third Amended and Restated Term Loan Agreement, dated as of September 1, 2022 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on September 8, 2022)
10.15 Unsecured Term Loan F: Amended and Restated Term Loan Agreement, dated as of September 1, 2022 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on September 8, 2022)
10.16 Unsecured Term Loan G: Amended and Restated Term Loan Agreement, dated as of September 1, 2022 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on September 8, 2022)
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Exhibit Number Description of Document
10.17 Unsecured Term Loan H: Term Loan Agreement, dated as of July 26, 2022 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on July 29, 2022)
10.18 Unsecured Term Loan I: Term Loan Agreement, dated as of July 26, 2022 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on July 29, 2022)
10.19 Series A Unsecured Notes, Series B Unsecured Notes: Note Purchase Agreement, dated as of April 16, 2014 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on April 22, 2014)
10.20 Series A Unsecured Notes, Series B Unsecured Notes: First Amendment to Note Purchase Agreement, dated as of December 18, 2014 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on December 19, 2014)
10.21 Series A Unsecured Notes, Series B Unsecured Notes: Second Amendment to Note Purchase Agreement, dated as of December 1, 2015 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on December 4, 2015)
10.22 Series A Unsecured Notes, Series B Unsecured Notes: Third Amendment to Note Purchase Agreement, dated as of April 10, 2018 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on April 13, 2018)
10.23 Series C Unsecured Notes, Series D Unsecured Notes, Series E Unsecured Notes: Note Purchase Agreement, dated as of December 18, 2014 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on December 19, 2014)
10.24 Series C Unsecured Notes, Series D Unsecured Notes, Series E Unsecured Notes: First Amendment to Note Purchase Agreement, dated as of December 1, 2015 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on December 4, 2015)
10.25 Series C Unsecured Notes, Series D Unsecured Notes, Series E Unsecured Notes: Second Amendment to Note Purchase Agreement, dated as of April 10, 2018 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on April 13, 2018)
10.26 Series G Unsecured Notes, Series H Unsecured Notes: Note Purchase Agreement, dated as of April 10, 2018 (incorporated by reference to the Current Report on Form 8-K filed with the SEC on April 13, 2018)
10.27 Series I Unsecured Notes, Series J Unsecured Notes: Note Purchase Agreement, dated as of July 8, 2021 (incorporated by reference to the Quarterly Report on Form 10-Q filed with the SEC on October 28, 2021)
10.28 Series K Unsecured Notes: Note Purchase Agreement, dated as of April 28, 2022 (incorporated by reference to the Quarterly Report on Form 10-Q filed with the SEC on May 3, 2022)
19.1 Insider Trading Policy
21.1 Subsidiaries of STAG Industrial, Inc.
23.1 Consent of PricewaterhouseCoopers LLP
24.1 Power of Attorney (included on signature page)
31.1 Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2 Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
97.1 Clawback Policy
101 The following materials from STAG Industrial, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2023 formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income, (vi) the Consolidated Statements of Equity, (v) the Consolidated Statements of Cash Flows, and (vi) related notes to these consolidated financial statements.
104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101).
* Represents management contract or compensatory plan or arrangement.
Item 16. Form 10-K Summary
None.
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SIGNATURES
Pursuant to the requirements of Section 13 or 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.
STAG INDUSTRIAL, INC.
Dated: February 13, 2024
/s/ William R. Crooker
By: William R. Crooker
President and Chief Executive Officer
KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned officers and directors of STAG Industrial, Inc., hereby severally constitute William R. Crooker and Matts S. Pinard, and each of them singly, our true and lawful attorneys with full power to them, and each of them singly, to sign for us and in our names in the capacities indicated below, the Form 10-K filed herewith and any and all amendments to said Form 10-K, and generally to do all such things in our names and in our capacities as officers and directors to enable STAG Industrial, Inc. to comply with the provisions of the Securities Exchange Act of 1934, as amended, and all requirements of the Securities and Exchange Commission, hereby ratifying and confirming our signatures as they may be signed by our said attorneys, or any of them, to said Form 10-K and any and all amendments thereto.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and dates indicated.
Date Signature Title
February 13, 2024 /s/ William R. Crooker President, Chief Executive Officer and Director
(principal executive officer)
William R. Crooker
February 13, 2024 /s/ Benjamin S. Butcher Director
Benjamin S. Butcher
February 13, 2024 /s/ Jit Kee Chin Director
Jit Kee Chin
February 13, 2024 /s/ Virgis W. Colbert Director
Virgis W. Colbert
February 13, 2024 /s/ Michelle S. Dilley Director
Michelle S. Dilley
February 13, 2024 /s/ Jeffrey D. Furber Director
Jeffrey D. Furber
February 13, 2024 /s/ Larry T. Guillemette Chairman of the Board
Larry T. Guillemette
February 13, 2024 /s/ Francis X. Jacoby III Director
Francis X. Jacoby III
February 13, 2024 /s/ Christopher P. Marr Director
Christopher P. Marr
February 13, 2024 /s/ Hans S. Weger Director
Hans S. Weger
February 13, 2024 /s/ Matts S. Pinard Chief Financial Officer, Executive Vice President and Treasurer (principal financial officer)
Matts S. Pinard
February 13, 2024 /s/ Jaclyn M. Paul
Chief Accounting Officer (principal accounting officer)
Jaclyn M. Paul
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STAG INDUSTRIAL, INC.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm (PCAOB ID 238 )
2
Consolidated Balance Sheets as of December 31, 2023 and 2022
4
Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021
5
Consolidated Statements of Comprehensive Income for the years ended December 31, 2023, 2022 and 2021
6
Consolidated Statements of Equity for the years ended December 31, 2023, 2022 and 2021
7
Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021
8
Notes to Consolidated Financial Statements
9
Financial Statement Schedule—Schedule III—Real Estate and Accumulated Depreciation as of December 31, 2023
34
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Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of STAG Industrial, Inc.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of STAG Industrial, Inc. and its subsidiaries (the “Company”) as of December 31, 2023, and 2022, and the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2023, including the related notes and financial statement schedule listed in the accompanying index (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above 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. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) 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 directors of the company; and (iii) 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.
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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.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Purchase Price Accounting
As described in Notes 2 and 3 to the consolidated financial statements, during 2023, the Company completed 16 property acquisitions for consideration of approximately $322 million, of which approximately $56 million of land, $248 million of buildings and improvements, $18.5 million of net leasing intangibles, and $0.5 million of other liabilities were recorded. Management allocates the purchase price of properties based upon the fair value of the assets acquired and liabilities assumed, which generally consist of land, buildings, tenant improvements, mortgage debt assumed, and deferred leasing intangibles, which includes in-place leases, above market and below market leases, and tenant relationships. The process for determining the allocation to these components requires estimates and assumptions, including rental rates, discount rates, exit capitalization rates, and land value per square foot.
The principal considerations for our determination that performing procedures relating to purchase price accounting is a critical audit matter are (i) there was significant judgment by management when developing the fair value measurement of the tangible and intangible assets acquired and liabilities assumed, which resulted in a high degree of auditor judgment and subjectivity in performing procedures relating to these estimates, (ii) significant audit effort was necessary in evaluating the significant assumptions, including rental rates, discount rates, exit capitalization rates, and land value per square foot, (iii) significant auditor judgment was necessary in evaluating audit evidence, and (iv) the audit effort included the involvement of professionals with specialized skill and knowledge to assist in evaluating the audit evidence obtained.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to purchase price accounting, including controls over the allocation of the purchase price to the assets acquired and liabilities assumed. These procedures also included, among others, testing management’s process for estimating the fair value of assets acquired and liabilities assumed by (i) reading the purchase agreements and (ii) evaluating the appropriateness of methods and, for a sample of acquisitions, the reasonableness of significant assumptions used by management in developing the fair value measurement including rental rates, discount rates, exit capitalization rates, and land value per square foot. Evaluating these assumptions involved evaluating whether the assumptions used were reasonable considering past performance of the tangible and intangible assets acquired and liabilities assumed, consistency with external market and industry data, and considering whether the assumptions were consistent with evidence obtained in other areas of the audit. Procedures were also performed to test the completeness and accuracy of data provided by management. For certain acquisitions, professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of management’s methods and evaluating the reasonableness of the assumptions related to the rental rates, discount rates, exit capitalization rates, and land value per square foot.
/s/ PricewaterhouseCoopers LLP
Boston, Massachusetts
February 13, 2024
We have served as the Company’s or its predecessor’s auditor since 2009.
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STAG Industrial, Inc.
Consolidated Balance Sheets
(in thousands, except share data)
December 31, 2023 December 31, 2022
Assets
Rental Property:
Land $ 698,633 $ 647,098
Buildings and improvements, net of accumulated depreciation of $ 921,846 and $ 763,128 , respectively
4,838,522 4,706,745
Deferred leasing intangibles, net of accumulated amortization of $ 360,094 and $ 328,848 , respectively
435,722 508,935
Total rental property, net 5,972,877 5,862,778
Cash and cash equivalents 20,741 25,884
Restricted cash 1,127 905
Tenant accounts receivable 128,274 115,509
Prepaid expenses and other assets 80,455 71,733
Interest rate swaps 50,418 72,223
Operating lease right-of-use assets 29,566 31,313
Assets held for sale, net — 4,643
Total assets $ 6,283,458 $ 6,184,988
Liabilities and Equity
Liabilities:
Unsecured credit facility $ 402,000 $ 175,000
Unsecured term loans, net 1,021,773 1,020,440
Unsecured notes, net 1,195,872 1,295,442
Mortgage notes, net 4,401 7,898
Accounts payable, accrued expenses and other liabilities 83,152 97,371
Tenant prepaid rent and security deposits 44,238 40,847
Dividends and distributions payable 22,726 22,282
Deferred leasing intangibles, net of accumulated amortization of $ 26,613 and $ 24,593 , respectively
29,908 32,427
Operating lease liabilities 33,577 35,100
Total liabilities 2,837,647 2,726,807
Commitments and contingencies (Note 11)
Equity:
Preferred stock, par value $ 0.01 per share, 20,000,000 shares authorized at December 31, 2023 and December 31, 2022; none issued or outstanding
— —
Common stock, par value $ 0.01 per share, 300,000,000 shares authorized at December 31, 2023 and December 31, 2022, 181,690,867 and 179,248,980 shares issued and outstanding at December 31, 2023 and December 31, 2022, respectively
1,817 1,792
Additional paid-in capital 4,272,376 4,188,677
Cumulative dividends in excess of earnings ( 948,720 ) ( 876,145 )
Accumulated other comprehensive income 49,207 70,500
Total stockholders’ equity 3,374,680 3,384,824
Noncontrolling interest 71,131 73,357
Total equity 3,445,811 3,458,181
Total liabilities and equity $ 6,283,458 $ 6,184,988
The accompanying notes are an integral part of these consolidated financial statements.
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STAG Industrial, Inc.
Consolidated Statements of Operations
(in thousands, except share data)
Year ended December 31,
2023 2022 2021
Revenue
Rental income $ 705,160 $ 654,377 $ 559,432
Other income 2,675 2,968 2,727
Total revenue 707,835 657,345 562,159
Expenses
Property 139,596 125,701 107,986
General and administrative 47,491 46,958 48,629
Depreciation and amortization 278,447 275,040 238,699
Loss on impairment — 1,783 —
Other expenses 4,693 4,363 2,878
Total expenses 470,227 453,845 398,192
Other income (expense)
Interest and other income 68 103 121
Interest expense ( 94,575 ) ( 78,018 ) ( 63,484 )
Debt extinguishment and modification expenses — ( 838 ) ( 2,152 )
Gain on the sales of rental property, net 54,100 57,487 97,980
Total other income (expense) ( 40,407 ) ( 21,266 ) 32,465
Net income $ 197,201 $ 182,234 $ 196,432
Less: income attributable to noncontrolling interest after preferred stock dividends 4,356 3,908 4,098
Net income attributable to STAG Industrial, Inc. $ 192,845 $ 178,326 $ 192,334
Less: preferred stock dividends — — 1,289
Less: redemption of preferred stock — — 2,582
Less: amount allocated to participating securities 212 237 288
Net income attributable to common stockholders $ 192,633 $ 178,089 $ 188,175
Weighted average common shares outstanding — basic 180,221 178,753 163,442
Weighted average common shares outstanding — diluted 180,555 178,940 164,090
Net income per share — basic and diluted
Net income per share attributable to common stockholders — basic $ 1.07 $ 1.00 $ 1.15
Net income per share attributable to common stockholders — diluted $ 1.07 $ 1.00 $ 1.15
The accompanying notes are an integral part of these consolidated financial statements.
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STAG Industrial, Inc.
Consolidated Statements of Comprehensive Income
(in thousands)
Year ended December 31,
2023 2022 2021
Net income $ 197,201 $ 182,234 $ 196,432
Other comprehensive income (loss):
Income (loss) on interest rate swaps ( 21,774 ) 84,086 28,856
Other comprehensive income (loss) ( 21,774 ) 84,086 28,856
Comprehensive income 175,427 266,320 225,288
Income attributable to noncontrolling interest after preferred stock dividends ( 4,356 ) ( 3,908 ) ( 4,098 )
Other comprehensive (income) loss attributable to noncontrolling interest 481 ( 1,803 ) ( 614 )
Comprehensive income attributable to STAG Industrial, Inc. $ 171,552 $ 260,609 $ 220,576
The accompanying notes are an integral part of these consolidated financial statements.
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STAG Industrial, Inc.
Consolidated Statements of Equity
(in thousands, except share data)
Preferred Stock Common Stock Additional Paid-in Capital Cumulative Dividends in Excess of Earnings Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Equity Noncontrolling Interest - Unit Holders in Operating Partnership Total Equity
Shares Par Amount
Balance, December 31, 2020 $ 75,000 158,209,823 $ 1,582 $ 3,421,721 $ ( 742,071 ) $ ( 40,025 ) $ 2,716,207 $ 54,845 $ 2,771,052
Proceeds from sales of common stock, net — 19,238,685 192 706,680 — — 706,872 — 706,872
Redemption of preferred stock ( 75,000 ) — — 2,573 ( 2,582 ) — ( 75,009 ) — ( 75,009 )
Dividends and distributions, net ($1.45 per share/unit)
— — — — ( 239,859 ) — ( 239,859 ) ( 8,293 ) ( 248,152 )
Non-cash compensation activity, net — 149,516 1 3,024 ( 154 ) — 2,871 10,665 13,536
Redemption of common units to common stock — 171,318 2 2,852 — — 2,854 ( 2,854 ) —
Rebalancing of noncontrolling interest — — — ( 6,812 ) — — ( 6,812 ) 6,812 —
Other comprehensive income — — — — — 28,242 28,242 614 28,856
Net income — — — — 192,334 — 192,334 4,098 196,432
Balance, December 31, 2021 $ — 177,769,342 $ 1,777 $ 4,130,038 $ ( 792,332 ) $ ( 11,783 ) $ 3,327,700 $ 65,887 $ 3,393,587
Proceeds from sales of common stock, net — 1,328,335 13 54,931 — — 54,944 — 54,944
Dividends and distributions, net ($1.46 per share/unit)
— — — — ( 261,359 ) — ( 261,359 ) ( 5,832 ) ( 267,191 )
Non-cash compensation activity, net — 52,809 1 2,832 ( 780 ) — 2,053 8,468 10,521
Redemption of common units to common stock — 98,494 1 1,856 — — 1,857 ( 1,857 ) —
Rebalancing of noncontrolling interest — — — ( 980 ) — — ( 980 ) 980 —
Other comprehensive income — — — — — 82,283 82,283 1,803 84,086
Net income — — — — 178,326 — 178,326 3,908 182,234
Balance, December 31, 2022 $ — 179,248,980 $ 1,792 $ 4,188,677 $ ( 876,145 ) $ 70,500 $ 3,384,824 $ 73,357 $ 3,458,181
Proceeds from sales of common stock, net — 1,967,009 20 69,436 — — 69,456 — 69,456
Dividends and distributions, net ($1.47 per share/unit)
— — — — ( 265,337 ) — ( 265,337 ) ( 2,672 ) ( 268,009 )
Non-cash compensation activity, net — 102,704 1 1,748 ( 83 ) — 1,666 9,090 10,756
Redemption of common units to common stock — 372,174 4 6,997 — — 7,001 ( 7,001 ) —
Rebalancing of noncontrolling interest — — — 5,518 — — 5,518 ( 5,518 ) —
Other comprehensive loss — — — — — ( 21,293 ) ( 21,293 ) ( 481 ) ( 21,774 )
Net income — — — — 192,845 — 192,845 4,356 197,201
Balance, December 31, 2023 $ — 181,690,867 $ 1,817 $ 4,272,376 $ ( 948,720 ) $ 49,207 $ 3,374,680 $ 71,131 $ 3,445,811
The accompanying notes are an integral part of these consolidated financial statements.
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STAG Industrial, Inc .
Consolidated Statements of Cash Flows
(in thousands)
Year ended December 31,
2023 2022 2021
Cash flows from operating activities:
Net income $ 197,201 $ 182,234 $ 196,432
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 278,447 275,040 238,699
Loss on impairment — 1,783 —
Non-cash portion of interest expense 3,905 3,747 2,931
Amortization of above and below market leases, net ( 887 ) ( 352 ) 2,051
Straight-line rent adjustments, net ( 16,648 ) ( 17,610 ) ( 17,516 )
Debt extinguishment and modification expenses — 21 249
Gain on the sales of rental property, net ( 54,100 ) ( 57,487 ) ( 97,980 )
Non-cash compensation expense 11,486 12,068 14,955
Change in assets and liabilities:
Tenant accounts receivable 1,915 ( 6,438 ) ( 36 )
Prepaid expenses and other assets ( 23,870 ) ( 21,870 ) ( 18,664 )
Accounts payable, accrued expenses and other liabilities ( 9,237 ) 13,531 6,763
Tenant prepaid rent and security deposits 2,880 3,264 8,270
Total adjustments 193,891 205,697 139,722
Net cash provided by operating activities 391,092 387,931 336,154
Cash flows from investing activities:
Acquisitions of land and buildings and improvements ( 303,991 ) ( 421,784 ) ( 1,211,023 )
Additions of land and buildings and improvements ( 107,856 ) ( 111,653 ) ( 39,503 )
Acquisitions of other assets — ( 2,134 ) ( 1,004 )
Acquisitions of operating lease right-of-use assets — ( 3,541 ) ( 5,627 )
Proceeds from sales of rental property, net 105,602 135,348 187,972
Acquisitions of tenant prepaid rent 511 445 1,024
Acquisition deposits, net 3,850 1,428 ( 3,131 )
Acquisitions of deferred leasing intangibles ( 18,462 ) ( 49,174 ) ( 154,755 )
Acquisitions of operating lease liabilities — 3,541 5,627
Net cash used in investing activities ( 320,346 ) ( 447,524 ) ( 1,220,420 )
Cash flows from financing activities:
Proceeds from unsecured credit facility 1,167,000 1,288,000 2,665,000
Repayment of unsecured credit facility ( 940,000 ) ( 1,409,000 ) ( 2,476,000 )
Proceeds from unsecured term loans — 375,000 1,125,000
Repayment of unsecured term loans — ( 325,000 ) ( 1,125,000 )
Proceeds from unsecured notes — 400,000 325,000
Repayment of unsecured notes ( 100,000 ) — —
Repayment of mortgage notes ( 3,503 ) ( 46,943 ) ( 2,225 )
Redemption of preferred stock — — ( 75,000 )
Payment of loan fees and costs ( 270 ) ( 5,211 ) ( 9,579 )
Dividends and distributions ( 267,567 ) ( 266,817 ) ( 245,722 )
Proceeds from sales of common stock, net 69,485 54,753 706,991
Repurchase and retirement of share-based compensation ( 812 ) ( 1,596 ) ( 1,342 )
Net cash provided by (used in) financing activities ( 75,667 ) 63,186 887,123
Increase (decrease) in cash and cash equivalents and restricted cash ( 4,921 ) 3,593 2,857
Cash and cash equivalents and restricted cash—beginning of period 26,789 23,196 20,339
Cash and cash equivalents and restricted cash—end of period $ 21,868 $ 26,789 $ 23,196
Supplemental disclosure:
Cash paid for interest, net of amounts capitalized of $ 2,600 , $ 1,456 , and $ 53 for 2023, 2022, and 2021, respectively
$ 89,979 $ 72,740 $ 58,392
Supplemental schedule of non-cash investing and financing activities
Additions of land and buildings and improvements $ — $ ( 2,674 ) $ ( 465 )
Transfer of other assets to building and other capital improvements $ — $ 2,674 $ 465
Acquisitions of land and buildings and improvements $ ( 66 ) $ — $ ( 5,990 )
Acquisitions of deferred leasing intangibles $ ( 6 ) $ — $ ( 948 )
Partial disposal due to involuntary conversion of building $ 2,968 $ — $ —
Investing other receivables due to involuntary conversion of building $ ( 2,968 ) $ — $ —
Change in additions of land, building, and improvements included in accounts payable, accrued expenses and other liabilities $ 2,836 $ ( 7,897 ) $ ( 1,285 )
Additions to building and other capital improvements from non-cash compensation $ ( 92 ) $ ( 62 ) $ ( 9 )
Assumption of mortgage notes $ — $ — $ 5,103
Fair market value adjustment to mortgage notes acquired $ — $ — $ ( 161 )
Change in loan fees, costs, and offering costs included in accounts payable, accrued expenses and other liabilities $ ( 30 ) $ 192 $ 930
Dividends and distributions accrued $ 22,726 $ 22,282 $ 21,906
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
STAG Industrial, Inc.
Notes to Consolidated Financial Statements
1. Organization and Description of Business
STAG Industrial, Inc. (the “Company”) is an industrial real estate operating company focused on the acquisition, ownership, and operation of industrial properties in the United States. The Company was formed as a Maryland corporation and has elected to be treated and intends to continue to qualify as a real estate investment trust (“REIT”) under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”). The Company is structured as an umbrella partnership REIT, commonly called an UPREIT, and owns all of its properties and conducts substantially all of its business through its operating partnership, STAG Industrial Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”). As of December 31, 2023 and 2022, the Company owned a 97.9 % and 97.9 %, respectively, of the common units of the limited partnership interests in the Operating Partnership. The Company is the sole member of the general partner of the Operating Partnership. As used herein, the “Company” refers to STAG Industrial, Inc. and its consolidated subsidiaries, including the Operating Partnership, except where context otherwise requires.
As of December 31, 2023, the Company owned 569 industrial buildings in 41 states with approximately 112.3 million rentable square feet (square feet unaudited herein and throughout the Notes).
2. Summary of Significant Accounting Policies
Basis of Presentation
The Company’s consolidated financial statements include the accounts of the Company, the Operating Partnership, and their consolidated subsidiaries. Interests in the Operating Partnership not owned by the Company are referred to as “Noncontrolling Common Units.” These Noncontrolling Common Units are held by other limited partners in the form of common units (“Other Common Units”) and long-term incentive plan units (“LTIP units”) issued pursuant to the STAG Industrial, Inc. 2011 Equity Incentive Plan, as amended and restated (the “2011 Plan”). All significant intercompany balances and transactions have been eliminated in the consolidation of entities. The financial statements of the Company are presented on a consolidated basis for all periods presented.
Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Rental Property and Deferred Leasing Intangibles
Rental property is carried at cost less accumulated depreciation and amortization. Expenditures for maintenance and repairs are expensed as incurred. Significant renovations and betterments that extend the economic useful lives of assets are capitalized.
The Company capitalizes costs directly and indirectly related to the development, pre-development, redevelopment, or improvement of rental property. Real estate taxes, compensation costs of development personnel, insurance, interest, and other directly related costs during construction periods are capitalized as incurred, with depreciation commencing on the date the property is substantially completed. Such costs begin to be capitalized to the development projects from the point the Company is undergoing the necessary activities to get the development project ready for its intended use and cease when the development projects are substantially completed and held available for occupancy. Interest is capitalized based on actual capital expenditures from the period when development or redevelopment commences until the asset is ready for its intended use, at the weighted average borrowing rate of the Company’s unsecured indebtedness during the period.
For properties classified as held for sale, the Company ceases depreciating and amortizing the rental property and values the rental property at the lower of depreciated and amortized cost or fair value less costs to dispose. The Company presents those properties classified as held for sale with any qualifying assets and liabilities associated with those properties as held for sale in the accompanying Consolidated Balance Sheets.
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Using information available at the time of acquisition, the Company allocates the purchase price of properties acquired based upon the fair value of the assets acquired and liabilities assumed, which generally consist of land, buildings, tenant improvements, mortgage debt assumed, and deferred leasing intangibles, which includes in-place leases, above market and below market leases, and tenant relationships. The process for determining the allocation to these components requires estimates and assumptions, including rental rates, discount rates and exit capitalization rates, and land value per square foot, as well as available market information, and therefore involves subjective analysis and uncertainty. The fair value of the tangible assets of an acquired property considers the value of the property as if it were vacant. The portion of the purchase price that is allocated to above and below market leases is valued based on the present value of the difference between prevailing market rates and the in-place rates measured over a period equal to the remaining term of the lease term plus the term of any bargain renewal options. The purchase price is further allocated to in-place lease values and tenant relationships based on the Company’s evaluation of the specific characteristics of each tenant’s lease and its overall relationship with the respective tenant.
The above and below market lease values are amortized into rental income over the remaining lease term. The value of in-place lease intangibles and tenant relationships are amortized over the remaining lease term (and expected renewal period of the respective lease for tenant relationships) as increases to depreciation and amortization expense. The remaining lease terms are adjusted for bargain renewal options or assumed exercises of early termination options, as applicable. If a tenant subsequently terminates its lease, any unamortized portion of above and below market leases is accelerated into rental income and the in-place lease value and tenant relationships are accelerated into depreciation and amortization expense over the shortened lease term.
The purchase price allocated to deferred leasing intangible assets are included in rental property, net on the accompanying Consolidated Balance Sheets, and the purchase price allocated to deferred leasing intangible liabilities are included in deferred leasing intangibles, net on the accompanying Consolidated Balance Sheets under the liabilities section.
In determining the fair value of the debt assumed, the Company discounts the spread between the future contractual interest payments and hypothetical future interest payments on mortgage debt based on a current market rate. The associated fair market value debt adjustment is amortized through interest expense over the life of the debt on a basis which approximates the effective interest method.
The Company evaluates the carrying value of all tangible and intangible rental property assets and deferred leasing intangible liabilities (collectively, the “property”) held for use for possible impairment when an event or change in circumstance has occurred that indicates their carrying value may not be recoverable. The evaluation includes estimating and reviewing anticipated future undiscounted cash flows to be derived from the property. If such cash flows are less than the property’s carrying value, an impairment charge is recognized to the extent by which the property’s carrying value exceeds the estimated fair value. Estimating future cash flows is highly subjective and is based in part on assumptions regarding anticipated hold period, future occupancy, rental rates, capital requirements, and exit capitalization rates that could differ from actual results. The discount rate used to present value the cash flows for determining fair value is also subjective.
Depreciation expense is computed using the straight-line method based on the following estimated useful lives.
Description Estimated Useful Life
Building 40 Years
Building and land improvements (maximum) 20 Years
Tenant improvements Shorter of useful life or terms of related lease
Fully depreciated or amortized tenant improvements, deferred leasing intangible assets, or deferred leasing intangible liabilities and the associated accumulated depreciation or amortization are written-off. The Company wrote-off fully depreciated or amortized tenant improvements, deferred leasing intangible assets, and deferred leasing intangible liabilities of approximately $ 3.9 million, $ 63.0 million, $ 6.3 million, respectively, for the year ended December 31, 2023 and approximately $ 3.4 million, $ 53.8 million, $ 4.9 million, respectively, for the year ended December 31, 2022.
Leases
For leases in which the Company is the lessee, the Company recognizes a right-of-use asset and corresponding lease liability on the accompanying Consolidated Balance Sheets equal to the present value of the fixed lease payments. In determining the operating right-of-use asset and lease liability for the Company’s operating leases, the Company estimates an appropriate incremental borrowing rate on a fully-collateralized basis for the terms of the leases. The Company utilizes a market-based
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approach to estimate the incremental borrowing rate for each individual lease. Additionally, since the terms of the Company’s ground leases are significantly longer than the terms of borrowings available to the Company on a fully-collateralized basis, the estimate of this rate requires significant judgment, and considers factors such as yields on outstanding public debt and other market based pricing on longer duration financing instruments.
Cash and Cash Equivalents
Cash and cash equivalents consist of cash and highly liquid short-term investments with original maturities of three months or less. The Company maintains cash and cash equivalents in United States banking institutions that may exceed amounts insured by the Federal Deposit Insurance Corporation. While the Company monitors the cash balances in its operating accounts, these cash balances could be impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets. To date, the Company has experienced no loss or lack of access to cash in its operating accounts, and mitigates this risk by using nationally recognized banking institutions.
Restricted Cash
Restricted cash may include tenant security deposits, cash held in escrow for real estate taxes and capital improvements as required by various mortgage note agreements, and cash held by the Company’s transfer agent for preferred stock dividends, if any, that are distributed subsequent to period end. Restricted cash may also include cash held by qualified intermediaries to facilitate a like-kind exchange of real estate under Section 1031 of the Code.
The following table presents a reconciliation of cash and cash equivalents and restricted cash reported on the accompanying Consolidated Balance Sheets to amounts reported on the accompanying Consolidated Statements of Cash Flows.
Reconciliation of cash and cash equivalents and restricted cash (in thousands) December 31, 2023 December 31, 2022
Cash and cash equivalents $ 20,741 $ 25,884
Restricted cash 1,127 905
Total cash and cash equivalents and restricted cash $ 21,868 $ 26,789
Deferred Costs
Deferred financing fees and debt issuance costs include costs incurred in obtaining debt that are capitalized and are presented as a direct deduction from the carrying amount of the associated debt liability that is not a line-of-credit arrangement on the accompanying Consolidated Balance Sheets. Deferred financing fees and debt issuance costs related to line-of-credit arrangements are presented as an asset in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets. The deferred financing fees and debt issuance costs are amortized through interest expense over the life of the respective loans on a basis which approximates the effective interest method. Any unamortized amounts upon early repayment of debt are written off in the period of repayment as a loss on extinguishment of debt. Fully amortized deferred financing fees and debt issuance costs are written off upon maturity of the underlying debt.
Leasing commissions include commissions and other direct and incremental costs incurred to obtain new tenant leases as well as to renew existing tenant leases, and are presented in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets. Leasing commissions are capitalized and amortized over the terms of the related leases (and bargain renewal terms or assumed exercise of early termination options) using the straight-line method. If a lease terminates prior to the expiration of its initial term, any unamortized costs related to the lease are accelerated into amortization expense. Changes in leasing commissions are presented in the cash flows from operating activities section of the accompanying Consolidated Statements of Cash Flows.
Goodwill
The excess of the cost of an acquired business over the net of the amounts assigned to assets acquired (including identified intangible assets) and liabilities assumed is recorded as goodwill. Goodwill of the Company of approximately $ 4.9 million represents amounts allocated to the assembled workforce from the acquired management company, and is presented in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets. The Company’s goodwill has an indeterminate life and is not amortized, but is tested for impairment on an annual basis at December 31, or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company takes a qualitative approach to consider whether an impairment of goodwill exists prior to quantitatively determining the fair value of the reporting unit in step one of the impairment test. The Company has recorded no impairments to goodwill through December 31, 2023.
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Use of Derivative Financial Instruments
The Company records all derivatives on the accompanying Consolidated Balance Sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.
In accordance with fair value measurement guidance, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting arrangements on a net basis by counterparty portfolio. Credit risk is the risk of failure of the counterparty to perform under the terms of the contract. The Company minimizes the credit risk in its derivative financial instruments by entering into transactions with various high-quality counterparties. The Company’s exposure to credit risk at any point is generally limited to amounts recorded as assets on the accompanying Consolidated Balance Sheets.
Fair Value of Financial Instruments
Financial instruments include cash and cash equivalents, restricted cash, tenant accounts receivable, interest rate swaps, accounts payable, accrued expenses, unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes. See Note 4 for the fair value of the Company’s indebtedness. See Note 5 for the fair value of the Company’s interest rate swaps.
The Company adopted fair value measurement provisions for its financial instruments recorded at fair value. The guidance establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
Offering Costs
Underwriting commissions and direct offering costs have been reflected as a reduction of additional paid-in capital on the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity. Indirect costs associated with equity offerings are expensed as incurred and included in general and administrative expenses on the accompanying Consolidated Statements of Operations.
Dividends
Earnings and profits, which determine the taxability of dividends to stockholders, will differ from income reported for financial reporting purposes due to the differences for federal income tax purposes in the treatment of gains on the sale of real property, revenue and expense recognition, and in the estimated useful lives and basis used to compute depreciation. In addition, the Company’s distributions may include a return of capital. To the extent that the Company makes distributions in excess of its current and accumulated earnings and profits, such distributions would generally be considered a return of capital for federal income tax purposes to the extent of the holder’s adjusted tax basis in its shares. A return of capital may not be taxable. A return of capital has the effect of reducing the holder’s adjusted tax basis in its investment, which may or may not be taxable to the holder.
The Company paid dividends to holders of the 6.875% Series C Cumulative Redeemable Preferred Stock, par value $0.01 per share (“Series C Preferred Stock”), of approximately $ 1.3 million ($ 0.429688 per share) during the year ended December 31, 2021, of which $ 0.400294 per share was treated as ordinary income for tax purposes, $ 0.022149 per share was treated as unrecaptured section 1250 capital gain for tax purposes, and $ 0.007245 per share was treated as other capital gain for income tax purposes.
F-12
The following table summarizes the tax treatment of dividends per share of common stock for federal income tax purposes.
Year ended December 31,
2023 2022 2021
Federal Income Tax Treatment of Dividends per Common Share Per Share % Per Share % Per Share %
Ordinary income $ 1.243518 83.7 % $ 1.172486 80.4 % $ 1.119899 81.3 %
Return of capital — — % 0.165158 11.3 % 0.175355 12.7 %
Unrecaptured section 1250 capital gain 0.089829 6.0 % 0.014248 1.0 % 0.061970 4.5 %
Other capital gain 0.151665 10.3 % 0.107278 7.3 % 0.020269 1.5 %
Total (1)
$ 1.485012 100.0 % $ 1.459170 100.0 % $ 1.377493 100.0 %
(1) The December 2020 monthly common stock dividend of $ 0.12 per share was partially included in the stockholder’s 2021 tax year in the amount of $ 0.04833 per share. The December 2021 monthly common stock dividend of $ 0.120833 per share was included in the stockholder’s 2022 tax year. The December 2022 monthly common stock dividend of $ 0.121667 per share was included in the stockholder’s 2023 tax year. The December 2023 monthly common stock dividend of $ 0.1225 per share was partially included in the stockholder’s 2023 tax year in the amount of $ 0.015845 per share and the remainder will be included in the stockholder’s 2024 tax year.
Revenue Recognition
All current leases are classified as operating leases and rental income is recognized on a straight-line basis over the term of the lease (and expected bargain renewal terms or assumed exercise of early termination options) when collectability is reasonably assured. Differences between rental income earned and amounts due under the lease are charged or credited, as applicable, to accrued rental income.
The Company determined that for all leases where the Company is the lessor, that the timing and pattern of transfer of the non-lease components and associated lease components are the same, and that the lease components, if accounted for separately, would be classified as an operating lease. Accordingly, the Company has made an accounting policy election to recognize the combined component in accordance with Accounting Standards Codification Topic 842 as rental income on the accompanying Consolidated Statements of Operations.
Rental income recognition commences when the tenant takes possession of or controls the physical use of the leased space and the leased space is substantially complete and ready for its intended use. In order to determine whether the leased space is substantially complete and ready for its intended use, the Company determines whether the Company or the tenant own the tenant improvements. When it is determined that the Company is the owner of the tenant improvements, rental income recognition begins when the tenant takes possession of or controls the physical use of the finished space, which is generally when the Company owned tenant improvements are completed. In instances when it is determined that the tenant is the owner of tenant improvements, rental income recognition begins when the tenant takes possession of or controls the physical use of the leased space.
The Company evaluates its operating leases to determine if it is probable it will collect substantially all of the lessee’s remaining lease payments under the lease term. For those that are not probable of collection, the Company converts to the cash basis of accounting. If the Company subsequently determines that it is probable it will collect substantially all of the lessee’s remaining lease payments under the lease term, the Company will reinstate the accrued rent balance adjusting for the amount related to the period when the lease was accounted for on a cash basis.
When the Company is the owner of tenant improvements or other capital items, the cost to construct the tenant improvements or other capital items, including costs paid for or reimbursed by the tenants, is recorded as capital assets. For these tenant improvements or other capital items, the costs funded by or reimbursed by the tenants are recorded as deferred revenue, which is amortized on a straight-line basis as income over the shorter of the useful life of the capital asset or the term of the related lease.
Early lease termination fees are recorded in rental income on a straight-line basis from the notification date of such termination to the then remaining (not the original) lease term, if any, or upon collection if collection is not reasonably assured.
Gain on the Sales of Rental Property, net
The timing of the derecognition of a rental property and the corresponding recognition of gain on the sales of rental property, net is measured by various criteria related to the terms of the sale transaction and if the Company has lost control of the
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property and the acquirer has gained control of the property after the transaction. If the derecognition criteria is met, the full gain is recognized.
Incentive and Equity-Based Employee Compensation Plans
The Company grants equity-based compensation awards to its employees and directors in the form of restricted shares of common stock, LTIP units, and performance units. See Notes 6, 7 and 8 for further discussion of restricted shares of common stock, LTIP units, and performance units , respectively. The Company measures equity-based compensation expense based on the fair value of the awards on the grant date and recognizes the expense ratably over the vesting period, and forfeitures are recognized in the period in which they occur.
On January 7, 2021, the Company adopted the STAG Industrial, Inc. Employee Retirement Vesting Program (the “Vesting Program”) to provide supplemental retirement benefits for eligible employees. For those employees who are retirement eligible or will become retirement eligible during the applicable vesting period under the terms of the Vesting Program, the Company accelerates equity-based compensation through the employee’s six-month retirement notification period or retirement eligibility date, respectively.
Related-Party Transactions
The Company did no t have any related-party transactions during the years ended December 31, 2023, 2022 and 2021.
Taxes
Federal Income Taxes
The Company elected to be taxed as a REIT under the Code commencing with its taxable year ended December 31, 2011 and intends to continue to qualify as a REIT. As a REIT, the Company is generally not subject to corporate level federal income tax on the earnings distributed currently to its stockholders that it derives from its REIT qualifying activities. As a REIT, the Company is required to distribute at least 90% of its REIT taxable income to its stockholders and meet the various other requirements imposed by the Code relating to such matters as operating results, asset holdings, distribution levels and diversity of stock ownership.
The Company will not be required to make distributions with respect to income derived from the activities conducted through subsidiaries that the Company elects to treat as taxable REIT subsidiaries (“TRS”) for federal income tax purposes, nor will it have to comply with income, assets, or ownership restrictions inside of the TRS. Certain activities that the Company undertakes must or should be conducted by a TRS, such as performing non-customary services for its tenants and holding assets that it cannot hold directly. A TRS is subject to federal and state income taxes. The Company’s TRS recognized a net income (loss) of approximately $ 0 , $ 0.1 million and $( 8,000 ), for the years ended December 31, 2023, 2022 and 2021, respectively, which has been included on the accompanying Consolidated Statements of Operations.
State and Local Income, Excise, and Franchise Tax
The Company and certain of its subsidiaries are subject to certain state and local income, excise and franchise taxes. Taxes in the amount of approximately $ 2.0 million, $ 2.1 million and $ 1.7 million have been recorded in other expenses on the accompanying Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021, respectively.
Uncertain Tax Positions
Tax benefits of uncertain tax positions are recognized only if it is more likely than not that the tax position will be sustained based solely on its technical merits, with the taxing authority having full knowledge of all relevant information. The measurement of a tax benefit for an uncertain tax position that meets the “more likely than not” threshold is based on a cumulative probability model under which the largest amount of tax benefit recognized is the amount with a greater than 50% likelihood of being realized upon ultimate settlement with the taxing authority having full knowledge of all the relevant information. As of December 31, 2023, 2022 and 2021, there were no liabilities for uncertain tax positions.
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Earnings Per Shar e
The Company uses the two-class method of computing earnings per common share, which is an earnings allocation formula that determines earnings per share for common stock and any participating securities according to dividends declared (whether paid or unpaid) and participation rights in undistributed earnings. Basic net income per common share is computed by dividing net income available to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted net income per common share is computed by dividing net income available to common stockholders by the sum of the weighted average number of shares of common stock outstanding and any dilutive securities for the period.
Segment Reporting
The Company manages its operations on an aggregated, single segment basis for purposes of assessing performance and making operating decisions and, accordingly, has only one reporting and operating segment.
Concentrations of Credit Risk
Concentrations of credit risk relevant to the Company may arise when a number of financing arrangements, including revolving credit facilities or derivatives, are entered into with the same lenders or counterparties, and have similar economic features that would cause their inability to meet contractual obligations. The Company mitigates the concentration of credit risk as it relates to financing arrangements by entering into loan syndications with multiple, reputable financial institutions and diversifying its debt counterparties. The Company also reduces exposure by diversifying its derivatives across multiple counterparties who meet established credit and capital guidelines.
Concentrations of credit risk may also arise when the Company enters into leases with multiple tenants concentrated in the same industry, or into a significant lease or multiple leases with a single tenant, or tenants are located in the same geographic region, or have similar economic features that would cause their inability to meet contractual obligations, including those to the Company, to be similarly affected. The Company regularly monitors its tenant base to assess potential concentrations of credit risk through financial statement review, tenant management calls, and press releases. Management believes the current credit risk of the Company’s portfolio is reasonably well diversified and does not contain any unusual concentration of credit risk.
3. Rental Property
The following table summarizes the components of rental property, net as of December 31, 2023 and 2022.
Rental Property (in thousands) December 31, 2023 December 31, 2022
Land $ 698,633 $ 647,098
Buildings, net of accumulated depreciation of $ 622,941 and $ 513,053 , respectively
4,330,799
4,232,964
Tenant improvements, net of accumulated depreciation of $ 36,920 and $ 31,578 , respectively
39,145 44,526
Building and land improvements, net of accumulated depreciation of $ 261,985 and $ 218,497 , respectively
369,724 339,274
Construction in progress 98,854 89,981
Deferred leasing intangibles, net of accumulated amortization of $ 360,094 and $ 328,848 , respectively
435,722 508,935
Total rental property, net $ 5,972,877 $ 5,862,778
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Acquisitions
The following tables summarize the acquisitions of the Company during the years ended December 31, 2023 and 2022. The Company accounted for all of its acquisitions as asset acquisitions.
Year ended December 31, 2023
Market(1) Date Acquired Square Feet Number of Buildings Purchase Price
(in thousands)
Central New Jersey, NJ April 24, 2023 101,381 1 $ 26,660
Greensboro, NC May 5, 2023 133,622 1 14,004
Three and Six months ended June 30, 2023 235,003 2 40,664
Portland, OR July 18, 2023 121,426 2 20,685
Allentown, PA July 24, 2023 222,042 3 34,859
Philadelphia, PA July 24, 2023 152,625 1 15,031
Sacramento, CA August 7, 2023 96,658 1 13,725
Chicago, IL August 10, 2023 400,088 1 41,348
Tampa, FL (2)
August 30, 2023 — — 9,572
Indianapolis, IN September 18, 2023 258,000 1 21,306
Riverside, CA September 25, 2023 157,146 2 36,095
Dallas, TX September 29, 2023 120,900 1 21,288
Three months ended September 30, 2023 1,528,885 12 213,909
Greenville, SC (3)
October 5, 2023 — — 18,735
Greenville, SC October 5, 2023 233,433 1 18,735
Reno, NV October 19, 2023 165,000 1 29,971
Three months ended December 31, 2023 398,433 2 67,441
Year ended December 31, 2023 2,162,321 16 $ 322,014
(1) As defined by CBRE-EA industrial market geographies. If the building is located outside of a CBRE-EA defined market, the city and state is reflected.
(2) The Company acquired vacant land parcels.
(3) The Company acquired one building under development.
Year ended December 31, 2022
Market (1)
Date Acquired Square Feet Number of Buildings Purchase Price
(in thousands)
Kansas City, MO January 6, 2022 702,000 1 $ 60,428
Chicago, IL January 31, 2022 72,499 1 8,128
Columbus, OH February 8, 2022 138,213 1 11,492
Cleveland, OH February 8, 2022 136,800 1 13,001
Nashville, TN March 10, 2022 109,807 1 12,810
Greenville, SC March 10, 2022 289,103 1 28,274
Memphis, TN March 18, 2022 195,622 1 15,828
Greenville, SC March 18, 2022 155,717 1 16,390
Three months ended March 31, 2022 1,799,761 8 166,351
Atlanta, GA April 1, 2022 210,858 1 21,119
Minneapolis, MN April 4, 2022 160,000 1 13,472
Grand Rapids, MI April 14, 2022 211,125 2 12,274
Pittsburgh, PA April 19, 2022 400,000 1 50,178
Greenville, SC (2)
April 22, 2022 — — 5,559
Birmingham, AL May 5, 2022 67,168 1 7,871
San Jose, CA June 7, 2022 175,325 1 29,630
Fredricksburg, VA June 29, 2022 140,555 1 20,257
Norfolk, VA June 29, 2022 102,512 1 10,561
Three months ended June 30, 2022 1,467,543 9 170,921
Atlanta, GA July 15, 2022 159,048 1 10,062
Fresno, CA July 25, 2022 232,072 1 30,121
El Paso, TX July 26, 2022 326,166 4 37,792
Portland, OR September 12, 2022 78,000 1 11,281
Louisville, KY September 21, 2022 563,032 1 38,064
Three months ended September 30, 2022 1,358,318 8 127,320
Chicago, IL December 28, 2022 115,491 1 8,055
Three months ended December 31, 2022 115,491 1 8,055
Year ended December 31, 2022 4,741,113 26 $ 472,647
(1) As defined by CBRE-EA industrial market geographies. If the building is located outside of a CBRE-EA defined market, the city and state is reflected.
(2) The Company acquired vacant land parcels.
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The following table summarizes the allocation of the consideration paid at the date of acquisition during the years ended December 31, 2023 and 2022 for the acquired assets and liabilities in connection with the acquisitions identified in the tables above.
Year ended December 31, 2023 Year ended December 31, 2022
Acquired Assets and Liabilities Purchase price (in thousands) Weighted average amortization period (years) of intangibles at acquisition Purchase price (in thousands) Weighted average amortization period (years) of intangibles at acquisition
Land $ 56,055 N/A $ 39,346 N/A
Buildings 217,420 N/A 360,209 N/A
Tenant improvements 1,407 N/A 2,640 N/A
Building and land improvements 12,988 N/A 19,589 N/A
Construction in progress 16,187 N/A — N/A
Other assets — N/A 2,134 N/A
Operating lease right-of-use assets — N/A 3,541 N/A
Deferred leasing intangibles - In-place leases 16,914 5.1 34,321 7.9
Deferred leasing intangibles - Tenant relationships 6,870 8.9 18,418 11.1
Deferred leasing intangibles - Above market leases 523 2.7 2,456 11.6
Deferred leasing intangibles - Below market leases ( 5,839 ) 6.4 ( 6,021 ) 7.5
Operating lease liabilities — N/A ( 3,541 ) N/A
Tenant prepaid rent ( 511 ) N/A ( 445 ) N/A
Total purchase price 322,014 472,647
Dispositions
The following table summarizes the Company’s dispositions for the years ended December 31, 2023, 2022, and 2021. All of the dispositions were sold to third parties and were accounted for under the full accrual method.
Year ended December 31,
Sales of rental property, net (dollars in thousands) 2023 2022 2021
Number of buildings 10 8 22
Number of land parcels — 1 —
Building square feet (in millions) $ 2.0 1.8 2.7
2023 dispositions contribution to net income (1)
$ 2,354 $ 5,926 $ 5,033
2022 dispositions contribution to net income (1)
$ — $ 1,008 $ 4,699
2021 dispositions contribution to net income (1)
$ — $ — $ 862
Proceeds from sales of rental property, net $ 105,602 $ 135,348 $ 187,972
Net book value $ 51,502 $ 77,861 $ 89,992
Gain on the sales of rental property, net $ 54,100 $ 57,487 $ 97,980
(1) Exclusive of any loss on impairment, gain on involuntary conversion, and gain on the sales of rental property, net.
Loss on Impairment
The following table summarizes the Company’s loss on impairment for asset held and used during the year ended December 31, 2022. The Company did not recognize a loss on impairment during the years ended December 31, 2023 and 2021.
Market (1)
Buildings Event or Change in Circumstance Leading to Impairment Evaluation (2)
Valuation technique utilized to estimate fair value Fair Value (3)
Loss on Impairment
(in thousands)
Hartford, CT 1 Change in estimated hold period (4)
Discounted cash flows (5)
$ 834 $ 1,783
Year ended December 31, 2022 $ 1,783
(1) As defined by CBRE-EA industrial market geographies. If the building is located outside of a CBRE-EA defined market, the city and state is reflected.
(2) The Company tested the asset group for impairment utilizing a probability weighted recovery analysis of certain scenarios, and it was determined that the carrying value of the property and intangibles were not recoverable from the estimated future undiscounted cash flows.
(3) The estimated fair value of the property is based on Level 3 inputs and is a non-recurring fair value measurement. Level 3 is defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
(4) This property was sold during the year ended December 31, 2023.
(5) Level 3 inputs used to determine fair value for the property impaired: discount rate of 10.0 % and exit capitalization rate of 8.5 %.
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Involuntary Conversion
In December 2023, the Company recorded an estimated loss on involuntary conversion of approximately $ 3.0 million for the year ended December 31, 2023 related to a tornado that damaged one of the Company’s buildings. An insurance policy provides coverage for these losses, and accordingly the loss on involuntary conversion was fully offset for the year ended December 31, 2023. As of December 31, 2023, the receivable from the insurance coverage is estimated to be approximately $ 3.0 million , which is included in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets.
Deferred Leasing Intangibles
The following table summarizes the deferred leasing intangibles, net on the accompanying Consolidated Balance Sheets as of December 31, 2023 and 2022.
December 31, 2023 December 31, 2022
Deferred Leasing Intangibles (in thousands) Gross Accumulated Amortization Net Gross Accumulated Amortization Net
Above market leases $ 79,946 $ ( 35,698 ) $ 44,248 $ 86,172 $ ( 34,954 ) $ 51,218
Other intangible lease assets 715,870 ( 324,396 ) 391,474 751,611 ( 293,894 ) 457,717
Total deferred leasing intangible assets $ 795,816 $ ( 360,094 ) $ 435,722 $ 837,783 $ ( 328,848 ) $ 508,935
Below market leases $ 56,521 $ ( 26,613 ) $ 29,908 $ 57,020 $ ( 24,593 ) $ 32,427
Total deferred leasing intangible liabilities $ 56,521 $ ( 26,613 ) $ 29,908 $ 57,020 $ ( 24,593 ) $ 32,427
The following table summarizes the amortization expense and the net increase (decrease) to rental income for the amortization of deferred leasing intangibles during the years ended December 31, 2023, 2022 and 2021.
Year ended December 31,
Deferred Leasing Intangibles Amortization (in thousands) 2023 2022 2021
Net increase (decrease) to rental income related to above and below market lease amortization $ 865 $ 329 $ ( 2,073 )
Amortization expense related to other intangible lease assets $ 89,036 $ 95,901 $ 88,729
The following table summarizes the amortization of deferred leasing intangibles over the next five calendar years as of December 31, 2023.
Year Amortization Expense Related to Other Intangible Lease Assets (in thousands) Net Increase (Decrease) to Rental Income Related to Above and Below Market Lease Amortization (in thousands)
2024 $ 78,001 $ 812
2025 $ 65,955 $ 402
2026 $ 56,307 $ ( 448 )
2027 $ 44,613 $ ( 1,317 )
2028 $ 37,521 $ ( 1,334 )
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4. Debt
The following table summarizes the Company’s outstanding indebtedness, including borrowings under the Company’s unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes as of December 31, 2023 and 2022.
Indebtedness (dollars in thousands) December 31, 2023 December 31, 2022 Interest Rate (1)(2)
Maturity Date Prepayment Terms (3)
Unsecured credit facility:
Unsecured Credit Facility (4)
$ 402,000
$ 175,000 Term SOFR + 0.855 %
October 23, 2026 i
Total unsecured credit facility 402,000
175,000
Unsecured term loans:
Unsecured Term Loan F 200,000 200,000 2.94 % January 12, 2025 i
Unsecured Term Loan G 300,000 300,000 1.78 % February 5, 2026 i
Unsecured Term Loan A 150,000
150,000 2.14 % March 15, 2027 i
Unsecured Term Loan H 187,500 187,500 3.73 % January 25, 2028 i
Unsecured Term Loan I 187,500 187,500 3.49 % January 25, 2028 i
Total unsecured term loans 1,025,000 1,025,000
Total unamortized deferred financing fees and debt issuance costs ( 3,227 ) ( 4,560 )
Total carrying value unsecured term loans, net 1,021,773
1,020,440
Unsecured notes:
Series F Unsecured Notes — 100,000 3.98 % January 5, 2023 ii
Series A Unsecured Notes 50,000
50,000 4.98 % October 1, 2024 ii
Series D Unsecured Notes 100,000
100,000 4.32 % February 20, 2025 ii
Series G Unsecured Notes 75,000 75,000 4.10 % June 13, 2025 ii
Series B Unsecured Notes 50,000
50,000 4.98 % July 1, 2026 ii
Series C Unsecured Notes 80,000
80,000 4.42 % December 30, 2026 ii
Series E Unsecured Notes 20,000
20,000 4.42 % February 20, 2027 ii
Series H Unsecured Notes 100,000 100,000 4.27 % June 13, 2028 ii
Series I Unsecured Notes 275,000 275,000 2.80 % September 29, 2031 ii
Series K Unsecured Notes 400,000 400,000 4.12 % June 28, 2032 ii
Series J Unsecured Notes 50,000 50,000 2.95 % September 28, 2033 ii
Total unsecured notes 1,200,000 1,300,000
Total unamortized deferred financing fees and debt issuance costs ( 4,128 ) ( 4,558 )
Total carrying value unsecured notes, net 1,195,872
1,295,442
Mortgage notes (secured debt):
Thrivent Financial for Lutherans — 3,296 4.78 % December 15, 2023 iii
United of Omaha Life Insurance Company 4,537 4,744 3.71 % October 1, 2039 ii
Total mortgage notes 4,537
8,040
Net unamortized fair market value discount ( 136 ) ( 137 )
Total unamortized deferred financing fees and debt issuance costs — ( 5 )
Total carrying value mortgage notes, net 4,401
7,898
Total / weighted average interest rate (5)
$ 2,624,046
2,498,780 3.79 %
(1) Interest rate as of December 31, 2023. At December 31, 2023, the one-month Term Secured Overnight Financing Rate (“Term SOFR”) was 5.35472 %. The current interest rate is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums or discounts. The spread over the applicable rate for the Company’s unsecured credit facility and unsecured term loans is based on the Company’s debt rating and leverage ratio, as defined in the respective loan agreements.
(2) The unsecured credit facility has a stated rate of one-month Term SOFR plus a 0.10 % adjustment and a spread of 0.775 %, less a sustainability-related interest rate adjustment of 0.02 %. The unsecured term loans have a stated interest rate of one-month Term SOFR plus a 0.10 % adjustment and a spread of 0.85 %, less a sustainability-related interest rate adjustment of 0.02 %. As of December 31, 2023, one-month Term SOFR for the Unsecured Term Loans A, F, G, H, and I was swapped to a fixed rate of 1.31 %, 2.11 %, 0.95 %, 2.90 %, and 2.66 %, respectively (which includes the 0.10% adjustment). One-month Term SOFR for the Unsecured Term Loan H will be swapped to a fixed rate of 2.50 % effective January 12, 2024.
(3) Prepayment terms consist of (i) pre-payable with no penalty; (ii) pre-payable with penalty; and (iii) pre-payable without penalty three months prior to the maturity date.
(4) The capacity of the unsecured credit facility is $ 1.0 billion. Deferred financing fees and debt issuance costs, net of accumulated amortization related to the unsecured credit facility of approximately $ 3.3 million and $ 5.2 million are included in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets as of December 31, 2023 and December 31, 2022, respectively. The initial maturity date is October 24, 2025, or such later date which may be extended pursuant to two six -month extension options exercisable by the Company in its discretion upon advance written notice. Exercise of each six-month option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension; (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date; and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of
F-19
the conditions. We are required to pay a facility fee on the aggregate commitment amount (currently $1.0 billion) at a rate per annum of 0.1 % to 0.3 %, depending on our debt rating, as defined in the credit agreement. The facility fee is due and payable quarterly.
(5) The weighted average interest rate was calculated using the fixed interest rate swapped on the notional amount of $ 1,025.0 million of debt, and is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums or discounts.
The aggregate undrawn nominal commitment on the unsecured credit facility as of December 31, 2023 was approximately $ 594.7 million, including issued letters of credit. The Company’s actual borrowing capacity at any given point in time may be less or restricted to a maximum amount based on the Company’s debt covenant compliance. Total accrued interest for the Company’s indebtedness was approximately $ 14.6 million and $ 13.1 million as of December 31, 2023 and 2022, respectively, and is included in accounts payable, accrued expenses and other liabilities on the accompanying Consolidated Balance Sheets.
The following table summarizes the costs included in interest expense related to the Company’s debt arrangements on the accompanying Consolidated Statement of Operations for the years ended December 31, 2023, 2022 and 2021.
Year ended December 31,
Costs Included in Interest Expense (in thousands) 2023 2022 2021
Amortization of deferred financing fees and debt issuance costs and fair market value premiums/discounts $ 3,905 $ 3,747 $ 2,931
Facility, unused, and other fees $ 1,759 $ 1,548 $ 1,642
2023 Debt Activity
On December 15, 2023, the mortgage note associated with Thrivent Financial for Lutherans in the amount of approximately $ 3.2 million was repaid in full.
On January 19, 2023, the sustainability-related interest rate adjustment for the Unsecured Term Loan H and Unsecured Term Loan I went into effect in connection with the Company's 2022 public disclosure assessment score of “A” from the Global Real Estate Sustainability Benchmark (GRESB). The interest rate adjustment, a 0.02 % interest rate reduction for each instrument, will end on June 29, 2024, in accordance with the respective loan agreements.
On January 5, 2023, the Company redeemed in full at maturity the $ 100.0 million in aggregate principal amount of the Series F Unsecured Notes with a fixed interest rate of 3.98%.
2022 Debt Activity
On October 3, 2022, the Company achieved a 2022 public disclosure assessment score of “A” from the Global Real Estate Sustainability Benchmark (GRESB). The improved score triggered a sustainability-related interest rate adjustment for the Unsecured Term Loan A, Unsecured Term Loan F, Unsecured Term Loan G, and Unsecured Credit Facility. The interest rate adjustment, a 0.02 % interest rate reduction for each instrument, went into effect on October 17, 2022 and will end on June 29, 2024, in accordance with the respective loan agreements.
On September 1, 2022, the mortgage note associated with the Wells Fargo Bank, National Association CMBS Loan was repaid in full.
On September 1, 2022, the Company entered into separate amended and restated loan agreements for the Unsecured Term Loan A, the Unsecured Term Loan F, and the Unsecured Term Loan G (“Amended and Restated Unsecured Term Loans”), to provide that borrowings under the Amended and Restated Unsecured Term Loans bear a current annual interest rate of one-month Term SOFR, plus an adjustment of 0.10 % and a spread of 0.85 %, based on the Company’s debt rating and leverage ratio (as defined in the applicable loan agreement). Other than the interest rate provisions described above, the material terms of the Amended and Restated Unsecured Term Loans, including the maturity dates, remain unchanged.
On July 26, 2022, the Company entered into an amended and restated credit agreement for the unsecured credit facility (the “July 2022 Credit Agreement”), which provided for an increase in the aggregate commitments available for borrowing under the unsecured credit facility from $ 750.0 million to up to $ 1.0 billion. The July 2022 Credit Agreement also provided for the replacement of one-month LIBOR for one-month Term SOFR, plus a 0.10 % adjustment. In connection with the July 2022 Credit Agreement, the Company incurred approximately $ 1.4 million in costs which are being deferred and amortized through the maturity date of the unsecured credit facility. The unamortized fees will continue to be deferred and amortized through the
F-20
maturity date. Other than the increase in the borrowing commitments and the interest rate provisions described above, the material terms of the unsecured credit facility remain unchanged.
On July 26, 2022, the Company entered into (i) an unsecured term loan agreement with Wells Fargo Bank, National Association and the other lenders party thereto, providing for a new senior unsecured term loan in the original principal amount of $ 187.5 million (“Unsecured Term Loan H”) and (ii) an unsecured term loan agreement with Bank of America, N.A., and the other lenders party thereto, providing for a new senior unsecured term loan in the original principal amount of $ 187.5 million (“Unsecured Term Loan I”). In connection with the new unsecured term loans, the $150.0 million Unsecured Term Loan D and the $175.0 million Unsecured Term Loan E were repaid in full. Each of the Unsecured Term Loan H and the Unsecured Term Loan I bears a current annual interest rate of one-month Term SOFR, plus a 0.10 % adjustment and a spread of 0.85 % based on the Company’s debt rating and leverage ratio (as defined in the applicable loan agreement), and matures on January 25, 2028. In connection with the new unsecured term loans, the Company incurred approximately $ 1.2 million in costs which are being deferred and amortized through the maturity dates on the unsecured term loans. The Company also recognized debt extinguishment and modification expenses of approximately $ 0.8 million related to unamortized deferred financing fees and debt issuance costs related to the Unsecured Term Loan D and the Unsecured Term Loan E and other third-party costs.
On April 28, 2022, the Company entered into a note purchase agreement (the “April 2022 NPA”) for the private placement by the Operating Partnership of $ 400.0 million senior unsecured notes (the “Series K Unsecured Notes”) maturing June 28, 2032, with a fixed annual interest rate of 4.12 %. The April 2022 NPA contains a number of financial covenants substantially similar to the financial covenants contained in the Company’s unsecured credit facility and other unsecured notes, plus a financial covenant that requires the Company to maintain a minimum interest coverage ratio of not less than 1.50 :1.00. The Operating Partnership issued the Series K Unsecured Notes on June 28, 2022. The Company and certain wholly owned subsidiaries of the Operating Partnership are guarantors of the Series K Unsecured Notes.
Financial Covenant Considerations
The Company’s ability to borrow under the unsecured credit facility, unsecured term loans, and unsecured notes are subject to its ongoing compliance with a number of customary financial covenants, including:
• a maximum consolidated leverage ratio of not greater than 0.60 :1.00;
• a maximum secured leverage ratio of not greater than 0.40 :1.00;
• a maximum unencumbered leverage ratio of not greater than 0.60 :1.00;
• a minimum fixed charge ratio of not less than or equal to 1.50 :1.00;
• a minimum unsecured interest coverage ratio of not less than or equal to 1.75 :1.00; and
• with respect to the unsecured notes, a minimum interest coverage ratio of not less than 1.50 :1.00.
The Company was in compliance with all such applicable restrictions and financial and other covenants as of December 31, 2023 and 2022 related to its unsecured credit facility, unsecured term loans, and unsecured notes. In the event of a default under the unsecured credit facility or the unsecured term loans, the Company’s dividend distributions are limited to the minimum amount necessary for the Company to maintain its status as a REIT.
Each of the Company’s mortgage notes has specific properties and assignments of rents and leases that are collateral for these loans. The real estate net book value of the properties that are collateral for the Company’s debt arrangements was approximately $ 7.5 million and $ 14.8 million at December 31, 2023 and 2022, respectively, and is limited to senior, property-level secured debt financing arrangements.
F-21
Fair Value of Debt
The following table summarizes the aggregate principal amount outstanding under the Company’s debt arrangements and the corresponding estimate of fair value as of December 31, 2023 and 2022. The fair value of the Company’s debt is based on Level 3 inputs.
December 31, 2023 December 31, 2022
Indebtedness (in thousands) Principal Outstanding Fair Value Principal Outstanding Fair Value
Unsecured credit facility $ 402,000 $ 402,000 $ 175,000 $ 175,000
Unsecured term loans 1,025,000 1,025,000 1,025,000 1,025,000
Unsecured notes 1,200,000 1,074,003 1,300,000 1,150,283
Mortgage notes 4,537 3,535 8,040 6,855
Total principal amount 2,631,537 $ 2,504,538 2,508,040 $ 2,357,138
Net unamortized fair market value discount ( 136 ) ( 137 )
Total unamortized deferred financing fees and debt issuance costs ( 7,355 ) ( 9,123 )
Total carrying value $ 2,624,046 $ 2,498,780
Future Principal Payments of Debt
The following table summarizes the Company’s aggregate future principal payments of the Company’s debt at December 31, 2023.
Year Future Principal Payments of Debt
(in thousands)
2024 $ 50,215
2025 777,223
2026 430,231
2027 170,240
2028 475,249
Thereafter 728,379
Total aggregate principal payments $ 2,631,537
5. Derivative Financial Instruments
Risk Management Objective of Using Derivatives
The Company’s use of derivative instruments is limited to the utilization of interest rate swaps to manage interest rate risk exposure on existing and future liabilities and not for speculative purposes. The principal objective of such arrangements is to minimize the risks and related costs associated with the Company’s operating and financial structure.
As of December 31, 2023, the Company had 21 interest rate swaps outstanding, all of which are used to hedge the variable cash flows associated with unsecured loans. All of the Company’s interest rate swaps convert the related loans’ Term SOFR components to effectively fixed interest rates, and the Company has concluded that each of the hedging relationships are highly effective. The following table summarizes the fair value of the interest rate swaps outstanding as of December 31, 2023 and 2022.
Balance Sheet Line Item (in thousands) Notional Amount December 31, 2023 Fair Value December 31, 2023 Notional Amount December 31, 2022 Fair Value December 31, 2022
Interest rate swaps-Asset $ 1,200,000 $ 50,418 $ 1,650,000 $ 72,223
Interest rate swaps-Liability $ — $ — $ — $ —
Cash Flow Hedges of Interest Rate Risk
The Company’s objectives in using interest rate swaps are to add stability to interest expense and to manage its exposure to interest rate movements. The Company uses interest rate swaps to fix the rate of its long term variable rate debt. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.
F-22
For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income (loss) and subsequently reclassified to interest expense in the same periods during which the hedged transaction affects earnings.
Amounts reported in accumulated other comprehensive income (loss) related to derivatives designated as qualifying cash flow hedges will be reclassified to interest expense as interest payments are made on the Company’s variable rate debt. The Company estimates that approximately $ 29.6 million will be reclassified from accumulated other comprehensive income (loss) as a decrease to interest expense over the next 12 months.
The following table summarizes the effect of cash flow hedge accounting and the location of the amounts related to the Company’s derivatives in the consolidated financial statements for the years ended December 31, 2023, 2022 and 2021.
Year ended December 31,
Effect of Cash Flow Hedge Accounting (in thousands) 2023 2022 2021
Income recognized in accumulated other comprehensive income (loss) on interest rate swaps $ 12,333 $ 85,726 $ 12,520
Income (loss) reclassified from accumulated other comprehensive income (loss) into income as interest expense $ 34,107 $ 1,640 $ ( 16,336 )
Total interest expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded $ 94,575 $ 78,018 $ 63,484
Credit-risk-related Contingent Features
The Company has agreements with each of its derivative counterparties that contain a provision where the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on the indebtedness.
As of December 31, 2023, the Company had not breached the provisions of these agreements and had not posted any collateral related to these agreements.
Fair Value of Interest Rate Swaps
The Company’s valuation of the interest rate swaps is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs including interest rate curves. The fair values of interest rate swaps are determined by using the market standard methodology of netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves.
The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.
Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company or its counterparties. However, as of December 31, 2023 and 2022, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.
F-23
The following table summarizes the Company’s financial instruments that were recorded at fair value on a recurring basis as of December 31, 2023 and 2022.
Fair Value Measurements as of December 31, 2023 Using
Balance Sheet Line Item (in thousands) Fair Value December 31, 2023 Level 1 Level 2 Level 3
Interest rate swaps-Asset $ 50,418 $ — $ 50,418 $ —
Fair Value Measurements as of December 31, 2022 Using
Balance Sheet Line Item (in thousands) Fair Value December 31, 2022 Level 1 Level 2 Level 3
Interest rate swaps-Asset $ 72,223 $ — $ 72,223 $ —
6. Equity
Preferred Stock
The Company is authorized to issue up to 20,000,000 shares of preferred stock, par value $ 0.01 per share. As of December 31, 2023 and December 31, 2022, there were no shares of preferred stock issued or outstanding.
On March 1, 2021, the Company gave notice to redeem all 3,000,000 issued and outstanding shares of the Series C Preferred Stock on March 31, 2021. The Company redeemed the Series C Preferred Stock on March 31, 2021 at a cash redemption price of $ 25.00 per share, plus accrued and unpaid dividends to, but excluding, the redemption date. The Company recognized a deemed dividend to the holders of the Series C Preferred Stock of approximately $ 2.6 million on the accompanying Consolidated Statements of Operations for the year ended December 31, 2021 related to redemption costs and the original issuance costs of the Series C Preferred Stock.
Common Stock
The Company is authorized to issue up to 300,000,000 shares of common stock, par value $ 0.01 per share.
The following table summarizes the terms of the Company’s at-the-market (“ATM”) common stock offering program as of December 31, 2023.
ATM Common Stock Offering Program Date Maximum Aggregate Offering Price (in thousands) Aggregate Available as of December 31, 2023 (in thousands)
2022 $750 million ATM February 17, 2022 $ 750,000 $ 637,663
The following tables summarize the activity for the ATM common stock offering program during the years ended December 31, 2023 and 2022 (in thousands, except share data).
Year ended December 31, 2023
ATM Common Stock Offering Program Shares
Sold Weighted Average Price Per Share Net Proceeds (in thousands)
2022 $750 million ATM (1)
249,016 $ 35.55 $ 8,765
Total/weighted average 249,016 $ 35.55 $ 8,765
(1) Excludes shares sold on a forward basis under the ATM common stock offering program during the year ended December 31, 2023, which are discussed below.
Year ended December 31, 2022
ATM Common Stock Offering Program Shares
Sold Weighted Average Price Per Share Net Proceeds (in thousands)
2019 $600 million ATM (1)
128,335 $ 45.03 $ 5,721
Total/weighted average 128,335 $ 45.03 $ 5,721
(1) This program ended during the quarter ended March 31, 2022. Excludes shares sold on a forward basis under the ATM common stock offering program during the year ended December 31, 2022, which are discussed below.
Subsequent to December 31, 2023, on January 9, 2024, the Company sold 567,112 shares on a forward basis under the ATM common stock offering program at a sale price of $ 38.8818 per share (an aggregate of approximately $ 22.1 million gross sale price), or $ 38.5058 per share net of commissions. The Company did not receive any proceeds from the sale of such shares on a forward basis. The Company expects to fully physically settle the applicable forward sale agreement on one or more dates prior to the scheduled maturity date of January 9, 2025, at which point we would receive the proceeds net of certain costs; provided,
F-24
however, the Company may elect to cash settle or net share settle such forward sale agreement at any time through the scheduled maturity date.
On December 14, 2023, the Company sold 1,100,000 shares on a forward basis under the ATM common stock offering program at a sale price of $ 38.00 per share (an aggregate of $ 41.8 million gross sale price), or $ 37.62 per share net of commissions. The Company did not receive any proceeds from the sale of such shares on a forward basis. The Company expects to fully physically settle the applicable forward sale agreement on one or more dates prior to the scheduled maturity date of December 14, 2024, at which point we would receive the proceeds net of certain costs; provided, however, the Company may elect to cash settle or net share settle such forward sale agreement at any time through the scheduled maturity date.
On June 16, 2023, the Company sold 992,295 shares on a forward basis under the ATM common stock offering program at a weighted average sale price of $ 36.5319 per share (an aggregate of approximately $ 36.3 million gross sale price), or $ 36.1820 per share net of commissions. The Company did not initially receive any proceeds from the sale of such shares on a forward basis. On July 27, 2023, the Company physically settled in full the forward sales agreements by issuing 992,295 shares of common stock for net proceeds of approximately $ 35.9 million, or $ 36.2046 per share.
On May 5, 2023, the Company sold 725,698 shares on a forward basis under the ATM common stock offering program at a sale price of $ 35.0458 per share (an aggregate of approximately $ 25.4 million gross sale price), or $ 34.6953 per share net of commissions. The Company did not initially receive any proceeds from the sale of such shares on a forward basis. On July 27, 2023, the Company physically settled in full the forward sales agreements by issuing 725,698 shares of common stock for net proceeds of approximately $ 25.2 million, or $ 34.7714 per share.
On November 3, 2021, the Company completed an underwritten public offering of an aggregate of 8,000,000 shares of common stock at a price to the underwriters of $ 41.99 per share, consisting of (i) 5,250,000 shares offered directly by the Company and (ii) 2,750,000 shares offered by the forward dealer in connection with certain forward sales agreements. The offering closed on November 8, 2021 and the Company received net proceeds from the sale of shares offered directly by the Company of approximately $ 220.4 million. On December 1, 2021, the underwriters exercised their option to purchase an additional 1,200,000 offered by the forward dealer in connection with certain forward sales agreements for an offering price of $ 41.87 per share and the underwriters’ option closed on December 3, 2021. On December 27, 2021, the Company partially physically settled the forward sales agreement by issuing 2,750,000 shares of common stock and received net proceeds of approximately $ 115.0 million. On March 29, 2022, the Company physically settled in full the forward sales agreement by issuing 1,200,000 shares of common stock for net proceeds of approximately $ 49.7 million, or $ 41.39 per share.
On April 5, 2021, the Company sold 1,446,760 shares on a forward basis under the ATM common stock offering program at a price of $ 34.56 per share, or $ 50.0 million, and $ 34.2144 per share net of sales agent fees. The Company does not initially receive any proceeds from the sale of shares on a forward basis. On September 29, 2021, the Company physically settled in full the forward sales agreements under the ATM common stock offering program by issuing 1,446,760 shares of common stock and received net proceeds of approximately $ 48.4 million, or $ 33.4585 per share.
On September 29, 2021, the Company physically settled in full the forward sales agreements completed on November 16, 2020 by issuing the remaining 4,681,923 shares of common stock and received net proceeds of approximately $ 133.8 million, or $ 28.5791 per share.
Restricted Stock-Based Compensation
Pursuant to the 2011 Plan, the Company grants restricted shares of common stock to certain employees of the Company. The restricted shares of common stock are subject to time-based vesting. Restricted shares of common stock granted in 2023, 2022, and 2021, subject to the recipient’s continued employment, will vest over four years in equal installments on January 1 of each year beginning in 2024, 2023, and 2022, respectively. Holders of restricted shares of common stock have voting rights and rights to receive dividends. Restricted shares of common stock may not be sold, assigned, transferred, pledged or otherwise disposed of and are subject to a risk of forfeiture prior to the expiration of the applicable vesting period.
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The following table summarizes activity related to the Company’s unvested restricted shares of common stock during the years ended December 31, 2023, 2022 and 2021.
Unvested Restricted Shares of Common Stock Shares Weighted Average Grant Date Fair Value per Share
Balance at December 31, 2020 184,890 $ 27.70
Granted 90,304 $ 29.77
Vested (1)
( 79,140 ) $ 27.01
Forfeited ( 10,339 ) $ 30.32
Balance at December 31, 2021 185,715 $ 28.86
Granted 58,580 $ 44.19
Vested (1)
( 73,556 ) $ 28.03
Forfeited ( 14,036 ) $ 36.16
Balance at December 31, 2022 156,703 $ 34.32
Granted 55,954 $ 34.73
Vested (1)
( 68,625 ) $ 31.71
Forfeited — $ —
Balance at December 31, 2023 144,032 $ 35.73
(1) The Company repurchased and retired 24,210 , 25,836 , and 27,706 restricted shares of common stock that vested during the years ended December 31, 2023, 2022, and 2021, respectively.
The unrecognized compensation expense associated with the Company’s restricted shares of common stock at December 31, 2023 was approximately $ 2.9 million and is expected to be recognized over a weighted average period of approximately 2.3 years.
The following table summarizes the fair value at vesting for the restricted shares of common stock that vested during the years ended December 31, 2023, 2022 and 2021.
Year ended December 31,
Vested Restricted Shares of Common Stock 2023 2022 2021
Vested restricted shares of common stock 68,625 73,556 79,140
Fair value of vested restricted shares of common stock (in thousands) $ 2,217 $ 3,528 $ 2,581
7. Noncontrolling Interest
The following table summarizes the activity for noncontrolling interest in the Company during the years ended December 31, 2023, 2022 and 2021.
Noncontrolling Interest LTIP Units Other
Common Units Total
Noncontrolling Common Units Noncontrolling Interest Percentage
Balance at December 31, 2020 1,692,423 1,592,815 3,285,238 2.0 %
Granted/Issued 405,844 — 405,844 N/A
Forfeited — — — N/A
Conversions from LTIP units to Other Common Units ( 149,143 ) 149,143 — N/A
Redemptions from Other Common Units to common stock — ( 171,318 ) ( 171,318 ) N/A
Balance at December 31, 2021 1,949,124 1,570,640 3,519,764 1.9 %
Granted/Issued 470,237 — 470,237 N/A
Forfeited ( 6,791 ) — ( 6,791 ) N/A
Conversions from LTIP units to Other Common Units ( 98,494 ) 98,494 — N/A
Redemptions from Other Common Units to common stock — ( 98,494 ) ( 98,494 ) N/A
Balance at December 31, 2022 2,314,076 1,570,640 3,884,716 2.1 %
Granted/Issued 326,215 — 326,215 N/A
Forfeited ( 9,119 ) — ( 9,119 ) N/A
Conversions from LTIP units to Other Common Units ( 269,252 ) 269,252 — N/A
Redemptions from Other Common Units to common stock — ( 372,174 ) ( 372,174 ) N/A
Balance at December 31, 2023 2,361,920 1,467,718 3,829,638 2.1 %
The Company adjusts the carrying value of noncontrolling interest to reflect its share of the book value of the Operating Partnership when there has been a change in the Company’s ownership of the Operating Partnership. Such adjustments are recorded to additional paid-in capital as a rebalancing of noncontrolling interest on the accompanying Consolidated Statements of Equity.
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LTIP Units
LTIP units are granted to certain executive officers and senior employees of the Company as part of their compensation, and to independent directors for their service. LTIP units are valued by reference to the value of the Company’s common stock and are subject to such conditions and restrictions as the compensation committee of the board of directors may determine, including continued employment or service. Vested LTIP units can be converted to Other Common Units on a one -for-one basis once an equity transaction has occurred that results in the accretion of the member’s capital account to the economic equivalent of an Other Common Unit. All LTIP units, whether vested or not, will receive the same monthly per unit distributions as Other Common Units, which equal per share dividends on common stock.
LTIP units granted in January 2023, 2022, and 2021 to certain senior executive officers and senior employees, subject to the recipient’s continued employment, will vest quarterly over four years , with the first vesting date having been March 31, 2023, 2022, and 2021, respectively. LTIP units granted in January 2023, 2022, and 2021 to independent directors, subject to the recipient’s continued service, will vest on January 1, 2024, 2023, and 2022, respectively.
Refer to Note 8 for a discussion of the LTIP units granted in January 2024, 2023, and 2022, pursuant to the 2021, 2020, and 2019 performance units, respectively.
On March 13, 2023, the Company executed an employment agreement with Steven T. Kimball to serve as the Company's Executive Vice President of Real Estate Operations, effective March 31, 2023. On March 31, 2023, pursuant to the 2011 Plan, the Company awarded Mr. Kimball an initial LTIP unit grant equal in value to approximately $ 0.6 million, which equated to 19,345 LTIP units, which will vest in equal installments on a quarterly basis over four years , with the first vesting date having been March 31, 2023, subject to Mr. Kimball’s continued employment.
On August 17, 2021, the Company and David G. King, the Company’s Executive Vice President and Director of Real Estate Operations, agreed that Mr. King’s employment with the Company would terminate effective September 17, 2021. Pursuant to the terms and conditions of the executive employment agreement and the several LTIP unit agreements and performance award agreements between the Company and Mr. King, Mr. King received a severance package from the Company, including a lump sum cash payment, the continuation of certain insurance benefits, immediate vesting of outstanding LTIP units and eligibility to receive a pro-rated award payment for outstanding performance units. Accordingly, the Company accelerated the expense recognition of Mr. King's unvested LTIP units in the amount of approximately $ 0.5 million, which is included in general and administrative expenses for the year ended December 31, 2021 on the accompanying Consolidated Statements of Operations. Additionally, the unrecognized compensation expense associated with Mr. King’s performance units will not be recognized. The Company also incurred approximately $ 1.6 million related to the lump sum cash payment and continuation of certain insurance benefits, which is included in general and administrative expenses during the year ended December 31, 2021 on the accompanying Consolidated Statements of Operations. On October 15, 2021, Mr. King received 57,100 shares of common stock for his pro-rated award payment for outstanding performance units.
The fair value of the LTIP units at the date of grant was determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation. The fair value of the LTIP units is based on Level 3 inputs and is a non-recurring fair value measurement. The following table summarizes the assumptions used in valuing such LTIP units granted during the years ended December 31, 2023, 2022 and 2021 (excluding those LTIP units granted pursuant to the settlements of performance units; refer to Note 8 for details).
LTIP Units Assumptions
Grant date March 31, 2023 January 11, 2023 January 10, 2022 January 7, 2021
Expected term (years) 10 10 10 10
Expected stock price volatility 37.0 % 37.0 % 34.0 % 34.0 %
Expected dividend yield 4.0 % 4.0 % 4.0 % 5.0 %
Risk-free interest rate 3.810 % 3.900 % 1.204 % 0.229 %
Fair value of LTIP units at issuance (in thousands) $ 628 $ 4,635 $ 4,385 $ 4,316
LTIP units at issuance 19,345 139,026 104,241 153,430
Fair value unit price per LTIP unit at issuance $ 32.47 $ 33.34 $ 42.07 $ 28.13
The expected stock price volatility is based on a mix of the historical and implied volatilities of the Company and certain peer group comp anies. The expected dividend yield is based on the Company’s average historical dividend yield and the dividend
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yield as of the valuation date for each award. The risk-free interest rate is based on U.S. Treasury note yields matching a three-year time period.
The following table summarizes activity related to the Company’s unvested LTIP units during the years ended December 31, 2023, 2022 and 2021.
Unvested LTIP Units LTIP Units Weighted Average Grant Date Fair Value per Share
Balance at December 31, 2020 211,448 $ 26.54
Granted 405,844 $ 28.13
Vested ( 427,184 ) $ 27.47
Forfeited — $ —
Balance at December 31, 2021 190,108 $ 27.84
Granted 470,237 $ 42.07
Vested ( 513,438 ) $ 38.67
Forfeited ( 6,791 ) $ 34.02
Balance at December 31, 2022 140,116 $ 35.60
Granted 326,215 $ 33.29
Vested ( 280,286 ) $ 33.81
Forfeited ( 9,119 ) $ 34.11
Balance at December 31, 2023 176,926 $ 34.25
The unrecognized compensation expense associated with the Company’s LTIP units at December 31, 2023 was approximately $ 3.3 million and is expected to be recognized over a weighted average period of approximately 2.5 years.
The following table summarizes the fair value at vesting for the LTIP units that vested during years ended December 31, 2023, 2022 and 2021.
Year ended December 31,
Vested LTIP units 2023 2022 2021
Vested LTIP units 280,286 513,438 427,184
Fair value of vested LTIP units (in thousands) $ 9,507 $ 21,662 $ 16,390
Other Common Units
Other Common Units and shares of the Company’s common stock have essentially the same economic characteristics in that Other Common Units directly, and shares of the Company’s common stock indirectly, through the Company’s interest in the Operating Partnership, share equally in the total net income or loss distributions of the Operating Partnership. Subject to certain restrictions, investors who own Other Common Units have the right to cause the Operating Partnership to redeem any or all of their Other Common Units for cash equal to the then-current value of one share of the Company’s common stock, or, at the Company’s election, shares of common stock on a one -for-one basis. When redeeming the Other Common Unit for cash, the value of a share of common stock is calculated as the average common stock closing price on the NYSE for the 10 days immediately preceding the redemption notice date. Each Other Common Unit receives the same monthly distribution as a share of common stock.
8. Equity Incentive Plan
The 2011 Plan provides for the issuance of equity-based awards, including stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock awards and other awards based on shares of the Company’s common stock, such as LTIP units in the Operating Partnership, that may be made by the Company directly to the executive officers, directors, employees, and other individuals providing bona fide services to or for the Company.
Subject to certain adjustments identified within the 2011 Plan, the aggregate number of shares of the Company’s common stock that may be awarded under the 2011 Plan is 10,142,461 shares. Under the 2011 Plan, each LTIP unit awarded will be equivalent to an award of one share of common stock reserved under the 2011 Plan, thereby reducing the number of shares of common stock available for other equity awards on a one -for-one basis.
The 2011 Plan may be terminated, amended, modified or suspended at any time by the board of directors, subject to stockholder approval as required by law or stock exchange rules. The 2011 Plan expires on April 24, 2033.
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Under the 2011 Plan, the Company grants performance units to certain key employees of the Company. The ultimate value of the performance units depends on the Company’s total stockholder return (“TSR”) over a three-year period (the “measuring period”). At the end of the measuring period, the performance units convert into shares of common stock, or, at the Company’s election and with the award recipient’s consent, LTIP units or other securities (“Award Shares”), at a rate depending on the Company’s TSR over the measuring period as compared to various benchmarks and on the absolute amount of the Company’s TSR. A recipient of performance units may receive as few as zero shares or as many as 250 % of the number of target units, plus deemed dividends.
For the performance units granted in 2021 and 2022, at the end of the measuring period the performance units convert into common stock or LTIP units at a rate depending on the Company’s TSR over the measuring period as compared to three different benchmarks and on the absolute amount of the Company’s TSR. The target amount of the performance units is nominally allocated as: (i) 25 % to the Company’s TSR compared to the TSR of an industry peer group; (ii) 25 % to the Company’s TSR compared to the TSR of a size-based peer group; and (iii) 50 % to the Company’s TSR compared to the TSR of the companies in the MSCI US REIT index.
For the performance units granted in 2023, at the end of the measuring period the performance units convert into common stock or LTIP units at a rate depending on the Company’s TSR over the measuring period as compared to two different benchmarks and on the absolute amount of the Company’s TSR. The target amount of the performance units is nominally allocated as follows: (i) 50 % to the Company’s TSR compared to the TSR of an industry peer group; and (ii) 50 % to the Company’s TSR compared to the TSR of the companies in the MSCI US REIT Index.
No dividends are paid to the recipient during the measuring period. At the end of the measuring period, if the Company’s TSR is such that the recipient earns Award Shares, the recipient will receive additional Award Shares relating to dividends deemed to have been paid and reinvested on the Award Shares. The Company, in the discretion of the compensation committee of the board of directors, may pay the cash value of the deemed dividends instead of issuing additional Award Shares. The Award Shares are immediately vested at the end of the measuring period.
In January 2023, 2022, and 2021, the Company granted performance units approved by the compensation committee of the board of directors, under the 2011 Plan to certain key employees of the Company. The measuring periods commenced on January 1, 2023, 2022, and 2021, respectively, and end on December 31, 2025, 2024, and 2023, respectively.
On March 31, 2023, in connection with the execution of the employment agreement discussed in Note 7, the Company granted Mr. Kimball performance units under the 2011 Plan with a target grant date fair value equal to approximately $ 0.6 million. The terms and measuring period of the performance units granted to Mr. Kimball are the same as the performance units granted in January 2023.
The fair value of the performance units as of the grant date was determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation. The fair value of the performance units is based on Level 3 inputs and non-recurring fair value measurements. The performance unit equity compensation expense is recognized ratably from the grant date into earnings over the respective vesting periods. The following table summarizes the assumptions used in valuing the performance units granted during the years ended December 31, 2023, 2022 and 2021.
Performance Units Assumptions
Grant date March 31, 2023 January 11, 2023 January 10, 2022 January 7, 2021
Expected stock price volatility 25.4 % 37.4 % 34.1 % 34.4 %
Expected dividend yield 4.0 % 4.0 % 4.0 % 5.0 %
Risk-free interest rate 3.8725 % 3.9060 % 1.1979 % 0.2271 %
Fair value of performance units grant (in thousands) $ 609 $ 4,517 $ 6,289 $ 5,522
The expected stock price volatility is based on a mix of the historical and implied volatilities of the Company and certain peer group companies. The expected dividend yield is based on the Company’s average historical dividend yield and the dividend yield as of the valuation date for each award. The risk-free interest rate is based on U.S. Treasury note yields matching the three-year time period of the performance period.
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During the years ended December 31, 2023, 2022, and 2021, it was determined that the Company’s total stockholder return exceeded the threshold percentage and return hurdle for each of the 2021, 2020, and 2019 performance units, respectively. The following table summarizes the compensation committee of the board of directors approved issuances of LTIP units and shares of common stock for the conclusion of the measuring periods for performance units for the years ended December 31, 2023, 2022, and 2021.
Settlement of Performance Units in LTIP Units or Shares of Common Stock 2021 Performance Units 2020 Performance Units 2019 Performance Units
Measuring period conclusion date December 31, 2023 December 31, 2022 December 31, 2021
Issuance date January 8, 2024 January 11, 2023 January 10, 2022
Vested LTIP units 257,282 167,844 365,996
Vested shares of common stock 49,106 40,660 27,934
Shares of common stock repurchased and retired 4,716 875 8,257
The unrecognized compensation expense associated with the Company’s performance units at December 31, 2023 was approximately $ 5.1 million and is expected to be recognized over a weighted average period of approximately 1.7 years.
At December 31, 2023 and 2022, the number of shares available for issuance under the 2011 Plan were 4,226,328 and 1,269,097 , respectively. The number of shares available for issuance under the 2011 Plan as of December 31, 2023 do not include an allocation for the 2023 and 2022 performance units as the awards were not determinable as of December 31, 2023. The number of shares available for issuance under the 2011 Plan as of December 31, 2022 do not include an allocation for the 2022 and 2021 performance units as the awards were not determinable as of December 31, 2022.
Non-cash Compensation Expense
The following table summarizes the amounts recorded in general and administrative expenses in the accompanying Consolidated Statements of Operations for the amortization of restricted shares of common stock, LTIP units, performance units, and the Company’s director compensation for the years ended December 31, 2023, 2022 and 2021.
Year ended December 31,
Non-Cash Compensation Expense (in thousands) 2023 2022 2021
Restricted shares of common stock $ 1,936 $ 2,103 $ 2,236
LTIP units 4,194 3,996 6,489 (1)
Performance units 4,754 5,423 5,730
Director compensation (2)
583 504 488
Total non-cash compensation expense $ 11,467 $ 12,026 $ 14,943
(1) Inclusive of approximately $ 0.5 million non-cash compensation expense during the year ended December 31, 2021 associated with the severance cost of an executive officer, as discussed in Note 7.
(2) All of the Company’s independent directors elected to receive shares of common stock in lieu of cash for their service during the years ended December 31, 2023, 2022 and 2021. The number of shares of common stock granted was calculated based on the trailing 10 days average common stock price on the third business day preceding the grant date.
9. Leases
Lessor Leases
The Company has operating leases in which it is the lessor for its rental property. Certain leases contain variable lease payments based upon changes in the Consumer Price Index (“CPI”). Billings for real estate taxes and other expenses are also considered to be variable lease payments. Certain leases contain options to renew or terminate the lease, and options for the lessee to purchase the rental property, all of which are predominately at the sole discretion of the lessee.
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The following table summarizes the components of rental income included in the accompanying Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021.
Year ended December 31,
Rental Income (in thousands) 2023 2022 2021
Fixed lease payments $ 540,447 $ 500,267 $ 424,356
Variable lease payments 146,954 135,888 118,584
Straight-line rental income 16,894 17,893 18,565
Net increase (decrease) to rental income related to above and below market lease amortization 865 329 ( 2,073 )
Total rental income $ 705,160 $ 654,377 $ 559,432
As of December 31, 2023 and December 31, 2022, the Company had accrued rental income of approximately $ 105.9 million and $ 91.2 million, respectively, included in tenant accounts receivable on the accompanying Consolidated Balance Sheets.
As of December 31, 2023 and December 31, 2022, the Company’s total liability associated with tenant lease security deposits was approximately $ 21.8 million and $ 19.1 million, respectively, which is included in tenant prepaid rent and security deposits on the accompanying Consolidated Balance Sheets.
The following table summarizes the maturity of fixed lease payments under the Company’s leases as of December 31, 2023.
Year Maturity of Fixed Lease Payments (in thousands)
2024 $ 561,111
2025 $ 517,432
2026 $ 438,581
2027 $ 353,012
2028 $ 288,264
Thereafter $ 709,107
Lessee Leases
The Company has operating leases in which it is the lessee for its ground leases and corporate office leases. These leases have remaining lease terms of approximately 2.3 years to 46.7 years. Certain ground leases contain options to extend the leases for ten years to 20 years, all of which are reasonably certain to be exercised, and are included in the computation of the Company’s right-of-use assets and operating lease liabilities.
The following table summarizes supplemental information related to operating lease right-of-use assets and operating lease liabilities recognized in the Company’s Consolidated Balance Sheets as of December 31, 2023 and December 31, 2022.
Operating Lease Term and Discount Rate December 31, 2023 December 31, 2022
Weighted average remaining lease term (years) 31.6 31.2
Weighted average discount rate 6.8 % 6.7 %
The following table summarizes the operating lease cost included in the Company’s Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021.
Year ended December 31,
Operating Lease Cost (in thousands) 2023 2022 2021
Operating lease cost included in property expense attributable to ground leases $ 2,467 $ 2,372 $ 1,740
Operating lease cost included in general and administrative expense attributable to corporate office leases 1,732 1,747 1,735
Total operating lease cost $ 4,199 $ 4,119 $ 3,475
The following table summarizes supplemental cash flow information related to operating leases in the Company’s Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021.
Year ended December 31,
Operating Leases (in thousands) 2023 2022 2021
Cash paid for amounts included in the measurement of lease liabilities (operating cash flows) $ 3,890 $ 3,784 $ 2,426
Right-of-use assets obtained in exchange for new lease liabilities $ 141 $ — $ 146
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The following table summarizes the maturity of operating lease liabilities under the Company’s ground leases and corporate office leases as of December 31, 2023.
Year Maturity of Operating Lease Liabilities (1)
(in thousands)
2024 $ 3,975
2025 4,022
2026 3,014
2027 2,023
2028 2,064
Thereafter 79,898
Total lease payments 94,996
Less: Imputed interest ( 61,419 )
Present value of operating lease liabilities $ 33,577
(1) Operating lease liabilities do not include estimates of CPI rent changes required by certain ground lease agreements. Therefore, actual payments may differ from those presented.
10. Earnings Per Share
Under the two-class method of computing earnings per share, restricted shares of common stock are considered participating securities as these stock-based awards contain non-forfeitable rights to dividends, unless and until a forfeiture occurs, and these awards must be included in the computation of earnings per share pursuant to the two-class method. During the years ended December 31, 2023, 2022 and 2021, there were 142,875 , 161,704 and 198,171 , respectively, unvested shares of restricted stock on a weighted average basis that were considered participating securities. Participating securities are included in the computation of diluted earnings per share using the treasury stock method if the impact is more dilutive than the two-class method. Other potentially dilutive shares of common stock from the Company’s performance units and forward sales agreements are considered when calculating diluted earnings per share.
The following table reconciles the numerators and denominators in the computation of basic and diluted earnings per common share for the years ended December 31, 2023, 2022 and 2021.
Year ended December 31,
Earnings Per Share (in thousands, except per share data) 2023 2022 2021
Numerator
Net income attributable to common stockholders $ 192,633 $ 178,089 $ 188,175
Denominator
Weighted average common shares outstanding — basic 180,221 178,753 163,442
Effect of dilutive securities (1)
Share-based compensation 332 187 640
Shares issuable under forward sales agreements 2 — 8
Weighted average common shares outstanding — diluted 180,555 178,940 164,090
Net income per share — basic and diluted
Net income per share attributable to common stockholders — basic $ 1.07 $ 1.00 $ 1.15
Net income per share attributable to common stockholders — diluted $ 1.07 $ 1.00 $ 1.15
(1) During the years ended December 31, 2023, 2022, and 2021, there were 143 , 162 , and 198 , unvested restricted shares of common stock (on a weighted average basis), respectively, that were not included in the computation of diluted earnings per share because the allocation of income under the two-class method was more dilutive.
11. Commitments and Contingencies
The Company is subject to various legal proceedings and claims that arise in the ordinary course of business. These matters are generally covered by insurance subject to deductible requirements. Management believes that the ultimate settlement of these actions will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows.
The Company has letters of credit of approximately $ 3.3 million as of December 31, 2023 related to construction projects and certain other agreements.
12. Employee Benefit Plans
Effective April 20, 2011, the Company adopted a 401(k) Defined Contribution Savings Plan (the “Plan”) for its employees. Under the Plan, as amended, employees, as defined, are eligible to participate in the Plan after they have completed three
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months of service. The Company provides a discretionary match of 50 % of the employee’s contributions annually up to 6.0 % of the employee’s annual compensation, subject to a cap imposed by federal tax law. The Company’s aggregate matching contribution for the years ended December 31, 2023, 2022 and 2021 was approximately $ 0.5 million, $ 0.5 million and $ 0.5 million, respectively. The Company’s contribution is subject to vest over three years , such that employees who have been with the Company for three years are fully vested in past and future contributions.
13. Subsequent Events
The Company identified the following events subsequent to December 31, 2023 that are not recognized in the financial statements.
On January 8, 2024, the Company granted 40,557 restricted shares of common stock to certain employees of the Company pursuant to the 2011 Plan. The restricted shares of common stock granted will vest over four years in equal installments on January 1 of each year beginning January 1, 2025. The fair value of the restricted shares of common stock at the date of grant was $ 38.99 per share.
On January 8, 2024, the Company granted 29,187 LTIP units to non-employee, independent directors and 95,048 LTIP units to certain executive officers and senior employees pursuant to the 2011 Plan. The LTIP units granted to non-employee, independent directors will vest on January 1, 2025. The LTIP units granted to certain executive officers and senior employees will vest in equal quarterly installments over four years , with the first vesting date being March 31, 2024. The aggregate fair value of the LTIP units at the date of grant was approximately $ 4.6 million, as determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation using an expected term of ten years , a weighted average volatility factor of 25.0 %, a weighted average expected dividend yield of 4.0 %, and a weighted average risk-free interest rate of 4.11 %. The fair value of the LTIP units is based on Level 3 inputs and is a non-recurring fair value measurement.
On January 8, 2024, the Company granted performance units to certain executive officers and senior employees pursuant to the 2011 Plan. The terms of the January 8, 2024 performance units are substantially the same as the 2023 performance units discussed in Note 8, except that the measuring period commenced on January 1, 2024 and ends on December 31, 2026. The aggregate fair value of the performance units at the date of grant was approximately $ 6.5 million, as determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation using a weighted average volatility factor of 24.5 %, a weighted average expected dividend yield of 4.0 %, and a weighted average risk-free interest rate of 4.113 %. The fair value of the performance units is based on Level 3 inputs and is a non-recurring fair value measurement.
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STAG Industrial, Inc.
Schedule III—Real Estate and Accumulated Depreciation
December 31, 2023
(in thousands)
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Alabama
Birmingham 103 Shades Creek Circle $ — $ 6,772 $ 1,307 $ 353 $ 7,125 $ 1,307 $ 8,432 $ ( 703 ) 2020
Birmingham 2991 Shannon Oxmoor Road — 5,828 1,341 39 5,867 1,341 7,208 ( 557 ) 2020
Birmingham 101 39th Street North — 6,239 590 — 6,239 590 6,829 ( 322 ) 2022
Birmingham 101 Shades Creek Circle — 3,951 836 167 4,118 836 4,954 ( 422 ) 2020
Montgomery 4300 Alatex Road — 7,523 418 1,789 9,312 418 9,730 ( 2,660 ) 2016
Moody 2415 Highway 78 East — 31,467 2,293 262 31,729 2,293 34,022 ( 2,637 ) 2021
Phenix City 16 Downing Drive — 1,415 276 280 1,695 276 1,971 ( 578 ) 2012
Arizona
Avondale 925 N. 127th Avenue — 13,163 1,674 28 13,191 1,674 14,865 ( 2,710 ) 2017
Chandler 464 E. Chilton Drive — 9,728 2,847 671 10,399 2,847 13,246 ( 1,022 ) 2020
Gilbert 335 South Hamilton Court — 5,784 2,107 271 6,055 2,107 8,162 ( 505 ) 2021
Mesa 7447 E. Ray Road — 7,930 1,277 311 8,241 1,277 9,518 ( 842 ) 2020
Tucson 6161 South Palo Verde Road — 7,656 996 157 7,813 996 8,809 ( 1,283 ) 2018
Arkansas
Bryant 3700 Bryant Crossing Drive — 17,386 1,143 — 17,386 1,143 18,529 ( 1,530 ) 2021
Rogers 1101 Easy Street — 7,878 1,072 1,625 9,503 1,072 10,575 ( 2,953 ) 2011
California
Fresno 2624 E. Edgar Avenue — 23,590 3,049 — 23,590 3,049 26,639 ( 1,176 ) 2022
Hollister 2401 Bert Drive — 26,049 2,913 600 26,649 2,913 29,562 ( 1,175 ) 2022
Lodi 1170 South Guild Avenue — 34,550 4,975 — 34,550 4,975 39,525 ( 3,324 ) 2020
Menifee 33360 Zeiders Road — 16,013 2,248 8 16,021 2,248 18,269 ( 159 ) 2023
Menifee 33380 Zeiders Road — 13,505 2,227 15 13,520 2,227 15,747 ( 134 ) 2023
McClellan 4841 Urbani Avenue — 14,582 1,048 — 14,582 1,048 15,630 ( 1,773 ) 2020
Morgan Hill 18695 Madrone Parkway — 7,608 2,562 — 7,608 2,562 10,170 ( 504 ) 2021
Morgan Hill 18255 Sutter Boulevard — 19,849 3,943 — 19,849 3,943 23,792 ( 1,421 ) 2021
Rancho Cordova 2587 Mercantile Drive — 4,346 678 33 4,379 678 5,057 ( 400 ) 2020
Rancho Cordova 2431 Mercantile Drive — 4,747 498 409 5,156 498 5,654 ( 592 ) 2020
Roseville 8825 Washington Boulevard — 11,398 2,140 — 11,398 2,140 13,538 ( 940 ) 2021
Sacramento 1635 Main Avenue — 8,609 845 165 8,774 845 9,619 ( 856 ) 2020
Sacramento 5440 Stationers Way — 21,258 2,203 225 21,483 2,203 23,686 ( 2,080 ) 2021
Sacramento 5601 Warehouse Way — 8,137 1,347 821 8,958 1,347 10,305 ( 630 ) 2021
Sacramento 8500 Carbide Court — 5,226 1,614 — 5,226 1,614 6,840 ( 359 ) 2021
Sacramento 8440 Florin Road — 12,184 3,921 — 12,184 3,921 16,105 ( 994 ) 2021
Sacramento 900 National Drive — 7,560 1,479 — 7,560 1,479 9,039 ( 524 ) 2021
Sacramento 5961 Outfall Circle — 11,026 1,914 — 11,026 1,914 12,940 ( 164 ) 2023
F-34
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Sacramento 7728 Wilbur Way — 9,171 857 — 9,171 857 10,028 ( 1,281 ) 2019
San Diego 2055 Dublin Drive — 14,895 2,290 445 15,340 2,290 17,630 ( 3,022 ) 2017
Stockton 4091 Gold River Lane — 4,124 663 475 4,599 663 5,262 ( 405 ) 2020
Stockton 3841 Metro Drive — 12,552 1,806 524 13,076 1,806 14,882 ( 1,113 ) 2021
Stockton 3843 Gold River Lane — 4,129 660 — 4,129 660 4,789 ( 403 ) 2020
West Sacramento 3525 Carlin Drive — 34,119 4,350 — 34,119 4,350 38,469 ( 851 ) 2021
Colorado
Grand Junction 2139 Bond Street — 3,896 314 336 4,232 314 4,546 ( 919 ) 2015
Johnstown 4150 Ronald Reagan Boulevard — 14,964 1,133 27 14,991 1,133 16,124 ( 1,779 ) 2019
Longmont 4300 Godding Hollow Parkway — 5,322 734 978 6,300 734 7,034 ( 1,051 ) 2018
Loveland 4550 Byrd Drive — 16,591 3,452 136 16,727 3,452 20,179 ( 1,096 ) 2021
Loveland 4510 Byrd Drive — 14,134 3,047 3,191 17,325 3,047 20,372 ( 1,348 ) 2021
Connecticut
East Windsor 4 Craftsman Road — 5,711 400 191 5,902 400 6,302 ( 1,453 ) 2016
East Windsor 24 Thompson Road — 4,571 348 1,182 5,753 348 6,101 ( 2,009 ) 2012
Milford 200 Research Drive — 13,853 1,650 1,706 15,559 1,650 17,209 ( 1,007 ) 2021
Milford 40 Pepes Farm Road — 10,040 1,264 1,179 11,219 1,264 12,483 ( 2,616 ) 2017
North Haven 300 Montowese Avenue Extension — 39,253 4,086 4,658 43,911 4,086 47,997 ( 11,743 ) 2015
Wallingford 5 Sterling Drive — 6,071 585 347 6,418 585 7,003 ( 1,298 ) 2017
Delaware
New Castle 400 Lukens Drive — 17,767 2,616 198 17,965 2,616 20,581 ( 5,169 ) 2016
Florida
Daytona Beach 530 Fentress Boulevard — 875 1,237 2,388 3,263 1,237 4,500 ( 1,671 ) 2007
Fort Myers 16341 Domestic Avenue — 22,005 2,729 — 22,005 2,729 24,734 ( 1,971 ) 2020
Gibsonton 6400-6280 Powell Road Powell 200 — — 4,143 — — 4,143 4,143 — 2023
Gibsonton 1283 US Highway 41S Powell 100 — 6,831 5,429 — 6,831 5,429 12,260 — 2023
Jacksonville 775 Whittaker Road — 3,391 451 415 3,806 451 4,257 ( 934 ) 2017
Jacksonville 9601 North Main Street — 7,803 650 640 8,443 650 9,093 ( 1,947 ) 2017
Jacksonville 550 Gun Club Road — 7,837 674 1,557 9,394 674 10,068 ( 2,216 ) 2017
Jacksonville 555 Zoo Parkway — 7,025 596 1,170 8,195 596 8,791 ( 1,856 ) 2017
Jacksonville 9779 Pritchard Road — 14,319 1,284 1,414 15,733 1,284 17,017 ( 2,271 ) 2019
Lake Worth 2230 4th Avenue North — 2,530 1,533 — 2,530 1,533 4,063 ( 270 ) 2020
Lake Worth 3600 23rd Avenue South — 4,729 1,502 — 4,729 1,502 6,231 ( 460 ) 2020
Lake Worth 2269 4th Avenue North — 4,751 2,254 — 4,751 2,254 7,005 ( 499 ) 2020
Lakeland 4675 Drane Field Road — 13,060 1,099 — 13,060 1,099 14,159 ( 1,307 ) 2020
Orlando 1854 Central Florida Parkway — 4,814 1,339 1,692 6,506 1,339 7,845 ( 1,623 ) 2013
Orlando 7050 Overland Road — 1,996 721 116 2,112 721 2,833 ( 742 ) 2012
Tampa 4330 Williams Road — 6,390 829 71 6,461 829 7,290 ( 1,021 ) 2019
West Palm Beach 4268 Westroads Drive — 6,835 2,906 600 7,435 2,906 10,341 ( 736 ) 2020
Georgia
Atlanta 4200 SW Shirley Drive — 8,382 1,679 3,795 12,177 1,679 13,856 ( 431 ) 2022
Augusta 1816 Tobacco Road — 6,249 937 — 6,249 937 7,186 ( 1,288 ) 2018
F-35
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Buford 4823 Roy Carlson Boulevard — 9,195 1,061 938 10,133 1,061 11,194 ( 614 ) 2021
Calhoun 103 Enterprise Drive — 2,743 388 118 2,861 388 3,249 ( 754 ) 2014
Dallas 351 Thomas D. Murphy Drive — 1,712 475 — 1,712 475 2,187 ( 650 ) 2012
Forest Park 5345 Old Dixie Highway — 8,189 1,715 1,562 9,751 1,715 11,466 ( 2,493 ) 2016
Lithonia 1995 Lithonia Industrial Boulevard — 18,052 943 301 18,353 943 19,296 ( 955 ) 2022
Norcross 4075 Blue Ridge Industrial Parkway — 2,415 1,589 2,390 4,805 1,589 6,394 ( 928 ) 2016
Savannah 1086 Oracal Parkway — 13,034 439 119 13,153 439 13,592 ( 3,502 ) 2014
Shannon 212 Burlington Drive — 12,922 393 1,332 14,254 393 14,647 ( 3,612 ) 2013
Smyrna 3500 Highlands Parkway — 3,092 264 1,649 4,741 264 5,005 ( 1,238 ) 2012
Statham 1965 Statham Drive — 6,130 588 1,410 7,540 588 8,128 ( 2,415 ) 2012
Stone Mountain 1635 Stone Ridge Drive — 2,548 612 780 3,328 612 3,940 ( 768 ) 2017
Idaho
Idaho Falls 3900 South American Way — 2,712 356 140 2,852 356 3,208 ( 846 ) 2013
Illinois
Bartlett 1590 W. Stearns Road — 19,493 2,198 694 20,187 2,198 22,385 ( 1,533 ) 2021
Batavia 1100 North Raddant Road — 7,763 1,124 — 7,763 1,124 8,887 ( 748 ) 2020
Batavia 1862 Suncast Lane — 4,427 598 274 4,701 598 5,299 ( 353 ) 2021
Batavia 1100 Paramount Parkway — 4,238 618 677 4,915 618 5,533 ( 949 ) 2017
Belvidere 775 Logistics Drive — 16,914 2,341 31 16,945 2,341 19,286 ( 3,951 ) 2017
Belvidere 725 Landmark Drive — 3,485 538 121 3,606 538 4,144 ( 992 ) 2013
Belvidere 888 Landmark Drive — 6,824 670 78 6,902 670 7,572 ( 1,864 ) 2013
Belvidere 3915 & 3925 Morreim Drive — 4,291 668 31 4,322 668 4,990 ( 1,201 ) 2013
Belvidere 725 & 729 Logistics Drive — 3,699 866 274 3,973 866 4,839 ( 1,235 ) 2013
Belvidere 857 Landmark Drive — 8,269 1,542 1,665 9,934 1,542 11,476 ( 2,960 ) 2013
Belvidere 984 Landmark Drive — 71 216 — 71 216 287 ( 71 ) 2013
Cary 680 Industrial Drive — 3,331 498 16 3,347 498 3,845 ( 338 ) 2020
Crystal Lake 220 Exchange Drive — 8,455 1,343 69 8,524 1,343 9,867 ( 704 ) 2021
Crystal Lake 300 Exchange Drive — 9,742 1,568 — 9,742 1,568 11,310 ( 817 ) 2021
Crystal Lake 450 Congress Parkway — 8,860 1,456 8 8,868 1,456 10,324 ( 791 ) 2021
Crystal Lake 215 Exchange Drive — 10,737 1,790 — 10,737 1,790 12,527 ( 881 ) 2021
Elgin 1360 Madeline Lane — 19,754 1,135 89 19,843 1,135 20,978 ( 1,243 ) 2021
Elgin 1385 Madeline Lane — 15,346 1,057 357 15,703 1,057 16,760 ( 1,039 ) 2021
Elgin 1690 Cambridge Drive — 3,332 270 184 3,516 270 3,786 ( 224 ) 2021
Elmhurst 934 North Church Road — 6,326 874 560 6,886 874 7,760 ( 389 ) 2022
Gurnee 3818 Grandville Avenue & 1200 Northwestern Avenue — 11,231 1,716 1,272 12,503 1,716 14,219 ( 3,389 ) 2014
Harvard 875 West Diggins Street — 2,875 1,157 895 3,770 1,157 4,927 ( 1,223 ) 2013
Hodgkins 6600 River Road — 30,599 2,570 — 30,599 2,570 33,169 ( 2,777 ) 2020
Hodgkins 6620 River Road — 6,163 3,127 — 6,163 3,127 9,290 ( 509 ) 2021
Itasca 1251 W. Ardmore Avenue — 3,621 1,223 — 3,621 1,223 4,844 ( 271 ) 2021
Itasca 1500 Bryn Mawr Avenue — 3,871 2,073 — 3,871 2,073 5,944 ( 322 ) 2021
Itasca 1800 Bruning Drive — 12,216 2,428 1,224 13,440 2,428 15,868 ( 3,690 ) 2016
F-36
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Lisle 4925 Indiana Avenue — 8,368 2,302 — 8,368 2,302 10,670 ( 1,330 ) 2019
Machesney Park 7166 Greenlee Drive — 3,525 300 43 3,568 300 3,868 ( 915 ) 2015
McHenry 831/833 Ridgeview Drive — 3,818 576 314 4,132 576 4,708 ( 800 ) 2018
McHenry 921 Ridgeview Drive — 4,004 448 27 4,031 448 4,479 ( 766 ) 2018
Montgomery 2001 Baseline Road — — 173 — — 173 173 — 2018
Montgomery 2001 Baseline Road — 12,373 2,190 4,730 17,103 2,190 19,293 ( 4,869 ) 2012
Saint Charles 3810-3820 Stern Avenue — 7,028 1,321 606 7,634 1,321 8,955 ( 482 ) 2021
Saint Charles 3850 Ohio Avenue — 5,976 1,160 45 6,021 1,160 7,181 ( 258 ) 2022
Sauk Village 21399 Torrence Avenue — 5,405 877 676 6,081 877 6,958 ( 1,762 ) 2013
Schaumburg 710 East State Parkway — 4,086 689 177 4,263 689 4,952 ( 509 ) 2020
Vernon Hills 888 Forest Edge Drive — 9,383 2,416 938 10,321 2,416 12,737 ( 711 ) 2021
Waukegan 3751 Sunset Avenue — 5,030 1,004 149 5,179 1,004 6,183 ( 1,073 ) 2017
West Chicago 1300 Northwest Avenue — 2,036 768 902 2,938 768 3,706 ( 1,018 ) 2016
West Chicago 1400 Northwest Avenue — 668 382 282 950 382 1,332 ( 270 ) 2016
West Chicago 1450 Northwest Avenue — 768 450 272 1,040 450 1,490 ( 321 ) 2016
West Chicago 1145 & 1149 Howard — 842 369 402 1,244 369 1,613 ( 342 ) 2016
West Chicago 1270 Nuclear Drive — 892 216 1,160 2,052 216 2,268 ( 324 ) 2016
West Chicago 537 Discovery Drive — 32,618 5,961 692 33,310 5,961 39,271 ( 398 ) 2023
West Chicago 1726-1850 Blackhawk Drive — 6,135 915 1,383 7,518 915 8,433 ( 2,045 ) 2016
West Dundee 901-907 Wesemann Drive — 12,640 948 45 12,685 948 13,633 ( 912 ) 2021
Wood Dale 321 Forster Avenue — 4,982 1,226 823 5,805 1,226 7,031 ( 1,080 ) 2016
Indiana
Albion 600 South 7th Street — 407 53 — 407 53 460 ( 322 ) 2006
Elkhart 2701 Marina Drive — 210 25 143 353 25 378 ( 145 ) 2007
Elkhart 3501 E. County Road 6 — 3,519 422 1,175 4,694 422 5,116 ( 1,809 ) 2007
Fort Wayne 3424 Centennial Drive — 3,076 112 106 3,182 112 3,294 ( 815 ) 2014
Goshen 2600 College Avenue — 5,998 1,442 2,198 8,196 1,442 9,638 ( 2,665 ) 2011
Greenwood 2441 E. Main Street — 12,745 911 1,004 13,749 911 14,660 ( 1,126 ) 2021
Indianapolis 7701 West New York Street — 3,931 620 — 3,931 620 4,551 ( 305 ) 2021
Jeffersonville 101 Jacobs Way — 35,174 2,891 1,311 36,485 2,891 39,376 ( 1,540 ) 2022
Lafayette 1520 Kepner Drive — 2,205 295 65 2,270 295 2,565 ( 682 ) 2012
Lafayette 1540-1530 Kepner Drive — 3,405 410 372 3,777 410 4,187 ( 1,126 ) 2012
Lafayette 1521 Kepner Drive — 7,920 906 514 8,434 906 9,340 ( 2,614 ) 2012
Lebanon 100 Purity Drive — 21,160 1,654 — 21,160 1,654 22,814 ( 3,692 ) 2018
Lebanon 800 Edwards Drive — 36,091 2,359 — 36,091 2,359 38,450 ( 4,679 ) 2019
Lebanon 121 N. Enterprise Boulevard — 50,300 2,948 253 50,553 2,948 53,501 ( 6,120 ) 2019
Marion 2201 E. Loew Road — 2,934 243 718 3,652 243 3,895 ( 1,287 ) 2012
Portage 6515 Ameriplex Drive — 28,094 1,626 746 28,840 1,626 30,466 ( 4,403 ) 2019
Portage 725 George Nelson Drive — 5,416 — — 5,416 — 5,416 ( 1,614 ) 2012
South Bend 3310 William Richardson Court — 4,718 411 299 5,017 411 5,428 ( 1,572 ) 2012
Whitestown 4330 S 500 E — 17,621 1,525 — 17,621 1,525 19,146 ( 184 ) 2023
Yoder 2909 Pleasant Center Road — 24,504 941 665 25,169 941 26,110 ( 3,600 ) 2020
F-37
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Iowa
Ankeny 5910 Southeast Rio Circle — 13,709 846 107 13,816 846 14,662 ( 1,793 ) 2019
Ankeny 6150 Southeast Rio Circle — 19,104 1,421 — 19,104 1,421 20,525 ( 1,189 ) 2021
Council Bluffs 1209 31st Avenue — 4,438 414 — 4,438 414 4,852 ( 875 ) 2017
Des Moines 3915 Delaware Avenue — 9,342 1,685 1,298 10,640 1,685 12,325 ( 740 ) 2021
Des Moines 1900 E. 17th Street — 4,477 556 96 4,573 556 5,129 ( 901 ) 2018
Marion 6301 North Gateway Drive — 2,229 691 188 2,417 691 3,108 ( 840 ) 2013
Kansas
Edwardsville 9601 Woodend Road — 13,007 1,360 544 13,551 1,360 14,911 ( 3,092 ) 2017
Lenexa 9700 Lackman Road — 9,649 1,759 33 9,682 1,759 11,441 ( 1,421 ) 2019
Lenexa 14000 Marshall Drive — 7,610 2,368 — 7,610 2,368 9,978 ( 2,959 ) 2014
Olathe 1202 South Lone Elm Road — 16,272 1,193 67 16,339 1,193 17,532 ( 2,418 ) 2019
Olathe 16231 South Lone Elm Road — 20,763 2,431 4,199 24,962 2,431 27,393 ( 7,394 ) 2016
Wichita 2655/2755 South Eastmoor Street — 1,815 88 10 1,825 88 1,913 ( 557 ) 2012
Wichita 2652 South Eastmoor Street — 1,839 107 183 2,022 107 2,129 ( 682 ) 2012
Wichita 2510 South Eastmoor Street — 833 76 328 1,161 76 1,237 ( 452 ) 2012
Kentucky
Bardstown 300 Spencer Mattingly Lane — 2,295 379 563 2,858 379 3,237 ( 991 ) 2007
Danville 1355 Lebanon Road — 11,593 965 4,418 16,011 965 16,976 ( 5,467 ) 2011
Erlanger 1500-1532 Interstate Drive — 3,791 635 346 4,137 635 4,772 ( 1,090 ) 2016
Florence 9200 Brookfield Court — 7,853 863 88 7,941 863 8,804 ( 1,350 ) 2019
Florence 1100 Burlington Pike — 10,672 3,109 334 11,006 3,109 14,115 ( 2,648 ) 2018
Hebron 2151 Southpark Drive — 4,526 370 866 5,392 370 5,762 ( 1,510 ) 2014
Louisiana
Baton Rouge 6565 Exchequer Drive — 5,871 1,619 626 6,497 1,619 8,116 ( 1,078 ) 2019
Baton Rouge 6735 Exchequer Drive — 6,643 2,567 — 6,643 2,567 9,210 ( 1,219 ) 2019
Baton Rouge 12100 Little Cayman Avenue — 15,402 1,962 53 15,455 1,962 17,417 ( 2,971 ) 2018
Shreveport 7540 Bert Kouns Industrial Loop — 5,572 1,804 1,390 6,962 1,804 8,766 ( 1,735 ) 2015
Maine
Biddeford 1 Baker's Way — 8,164 1,369 4,849 13,013 1,369 14,382 ( 3,662 ) 2016
Gardiner 47 Market Street — 8,983 948 23 9,006 948 9,954 ( 2,662 ) 2016
Lewiston 19 Mollison Way — 5,374 173 1,064 6,438 173 6,611 ( 2,624 ) 2007
Portland 125 Industrial Way — 3,648 891 2,019 5,667 891 6,558 ( 1,127 ) 2012
Maryland
Elkridge 6685 Santa Barbara Court — 8,764 2,982 113 8,877 2,982 11,859 ( 1,362 ) 2019
Hagerstown 11835 Newgate Boulevard — 55,177 6,036 — 55,177 6,036 61,213 ( 3,804 ) 2021
Hagerstown 11841 Newgate Boulevard — 55,448 6,174 121 55,569 6,174 61,743 ( 3,971 ) 2021
Hagerstown 105 Enterprise Lane — 11,213 3,472 — 11,213 3,472 14,685 ( 1,114 ) 2021
Hampstead 630 Hanover Pike — 34,933 780 2,875 37,808 780 38,588 ( 10,140 ) 2013
Hunt Valley 11100 Gilroy Road — 4,900 538 24 4,924 538 5,462 ( 401 ) 2021
White Marsh 6210 Days Cove Road — 6,912 963 728 7,640 963 8,603 ( 1,184 ) 2018
Massachusetts
F-38
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Chicopee 2189 Westover Road — 5,614 504 3,114 8,728 504 9,232 ( 1,993 ) 2012
Hudson 4 Robert Bonazzoli Avenue — 12,628 723 76 12,704 723 13,427 ( 867 ) 2021
Malden 219 Medford Street — 2,817 366 — 2,817 366 3,183 ( 1,197 ) 2007
Malden 243 Medford Street — 3,961 507 — 3,961 507 4,468 ( 1,682 ) 2007
Middleborough 16 Leona Drive — 7,243 2,397 172 7,415 2,397 9,812 ( 1,734 ) 2019
Norton 202 South Washington Street — 6,105 2,839 250 6,355 2,839 9,194 ( 2,063 ) 2011
South Easton 55 Bristol Drive — 5,826 403 1,536 7,362 403 7,765 ( 1,135 ) 2017
Sterling 15 Chocksett Road — 10,797 1,472 — 10,797 1,472 12,269 ( 792 ) 2021
Stoughton 100 Campanelli Parkway — 2,613 2,256 1,660 4,273 2,256 6,529 ( 1,713 ) 2015
Stoughton 12 Campanelli Parkway — 1,138 538 369 1,507 538 2,045 ( 484 ) 2015
Westborough 35 Otis Street — 5,733 661 23 5,756 661 6,417 ( 1,244 ) 2016
Michigan
Belleville 8200 Haggerty Road — 6,484 724 616 7,100 724 7,824 ( 1,501 ) 2017
Canton 47440 Michigan Avenue — 23,694 2,378 314 24,008 2,378 26,386 ( 3,176 ) 2020
Chesterfield 50501 E. Russell Schmidt — 1,099 207 12 1,111 207 1,318 ( 468 ) 2007
Chesterfield 50371 E. Russell Schmidt — 798 150 477 1,275 150 1,425 ( 474 ) 2007
Chesterfield 50271 E. Russell Schmidt — 802 151 210 1,012 151 1,163 ( 487 ) 2007
Chesterfield 50900 E. Russell Schmidt — 5,006 942 2,365 7,371 942 8,313 ( 3,177 ) 2007
Grand Rapids 5445 International Parkway — 7,039 1,241 43 7,082 1,241 8,323 ( 750 ) 2020
Grand Rapids 5079 33rd Street — 4,907 892 297 5,204 892 6,096 ( 331 ) 2022
Grand Rapids 5333 33rd Street — 3,460 1,052 192 3,652 1,052 4,704 ( 303 ) 2022
Grand Rapids 5050 Kendrick Street, SE — 7,332 169 34 7,366 169 7,535 ( 1,979 ) 2015
Holland 4757 128th Avenue — 3,273 279 208 3,481 279 3,760 ( 1,044 ) 2012
Kentwood 4660 East Paris Avenue, SE — 7,875 307 29 7,904 307 8,211 ( 1,216 ) 2019
Kentwood 4647 60th Street SE — 16,933 1,256 1,803 18,736 1,256 19,992 ( 1,347 ) 2021
Kentwood 4070 East Paris Avenue — 2,436 407 120 2,556 407 2,963 ( 731 ) 2013
Lansing 7009 West Mount Hope Highway — 7,706 501 7,357 15,063 501 15,564 ( 4,279 ) 2011
Lansing 2780 Sanders Road — 3,961 580 460 4,421 580 5,001 ( 1,211 ) 2012
Lansing 5640 Pierson Highway — 7,056 429 100 7,156 429 7,585 ( 2,259 ) 2012
Lansing 2051 South Canal Road — 5,176 907 100 5,276 907 6,183 ( 1,542 ) 2013
Livonia 38150 Plymouth Road — 7,032 1,390 1,419 8,451 1,390 9,841 ( 1,712 ) 2018
Livonia 38220 Plymouth Road — 8,918 848 1,016 9,934 848 10,782 ( 1,588 ) 2018
Marshall 1511 George Brown Drive — 1,042 199 130 1,172 199 1,371 ( 406 ) 2013
Novi 22925 Venture Drive — 3,649 252 363 4,012 252 4,264 ( 1,197 ) 2012
Novi 25250 Regency Drive — 6,035 626 23 6,058 626 6,684 ( 1,683 ) 2015
Novi 43800 Gen Mar Drive — 16,918 1,381 925 17,843 1,381 19,224 ( 3,061 ) 2018
Plymouth 14835 Pilot Drive — 4,620 365 250 4,870 365 5,235 ( 1,312 ) 2015
Redford 12100 Inkster Road — 6,114 728 621 6,735 728 7,463 ( 1,757 ) 2017
Romulus 9800 Inkster Road — 14,942 1,254 — 14,942 1,254 16,196 ( 3,209 ) 2018
Romulus 27651 Hildebrandt Road — 14,949 1,080 289 15,238 1,080 16,318 ( 3,322 ) 2017
Sterling Heights 42600 Merrill Street — 4,191 1,133 1,469 5,660 1,133 6,793 ( 1,684 ) 2012
F-39
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Walker 2640 Northridge Drive — 4,593 855 1,127 5,720 855 6,575 ( 1,583 ) 2011
Warren 13301 Stephens Road — 5,820 502 206 6,026 502 6,528 ( 1,283 ) 2017
Warren 27027 Mound Road — 17,584 1,984 31 17,615 1,984 19,599 ( 2,262 ) 2020
Warren 25295 Guenther Road — 19,273 531 307 19,580 531 20,111 ( 1,620 ) 2021
Warren 7500 Tank Avenue — 16,035 1,290 — 16,035 1,290 17,325 ( 4,042 ) 2016
Wixom 48238 Frank Street — 14,433 293 — 14,433 293 14,726 ( 946 ) 2021
Zeeland 750 E. Riley Avenue — 12,100 487 — 12,100 487 12,587 ( 2,225 ) 2019
Minnesota
Blaine 3705 95th Avenue NE — 16,873 2,258 46 16,919 2,258 19,177 ( 2,715 ) 2019
Bloomington 11300 Hampshire Avenue South — 8,542 1,702 23 8,565 1,702 10,267 ( 1,670 ) 2018
Brooklyn Park 6688 93rd Avenue North — 11,988 1,926 — 11,988 1,926 13,914 ( 2,767 ) 2016
Carlos 4750 County Road 13 NE — 5,470 960 151 5,621 960 6,581 ( 1,722 ) 2011
Eagan 3355 Discovery Road — 15,290 2,526 — 15,290 2,526 17,816 ( 2,724 ) 2019
Inver Grove Height 8450 Courthouse Boulevard — 6,964 2,595 — 6,964 2,595 9,559 ( 633 ) 2021
Maple Grove 6250 Sycamore Lane North — 6,634 969 649 7,283 969 8,252 ( 1,654 ) 2017
Maple Grove 8175 Jefferson Highway — 10,397 2,327 156 10,553 2,327 12,880 ( 1,362 ) 2020
Mendota Heights 2250 Pilot Knob Road — 3,492 1,494 1,177 4,669 1,494 6,163 ( 1,207 ) 2018
New Hope 5520 North Highway 169 — 1,902 1,919 449 2,351 1,919 4,270 ( 739 ) 2013
Newport 710 Hastings Avenue — 8,367 1,765 — 8,367 1,765 10,132 ( 546 ) 2021
Oakdale 550-590 Hale Avenue North — 6,468 647 245 6,713 647 7,360 ( 1,226 ) 2019
Oakdale 585-595 Hale Avenue — 5,022 1,396 298 5,320 1,396 6,716 ( 1,078 ) 2018
Plymouth 9800 13th Avenue North — 4,978 1,599 — 4,978 1,599 6,577 ( 1,133 ) 2018
Plymouth 6050 Nathan Lane — 5,855 1,109 61 5,916 1,109 7,025 ( 948 ) 2019
Plymouth 6075 Trenton Lane North — 6,919 1,569 — 6,919 1,569 8,488 ( 1,077 ) 2019
Savage 14399 Huntington Avenue — 3,836 3,194 1,253 5,089 3,194 8,283 ( 1,772 ) 2014
Shakopee 5101/4901 Valley Industrial Boulevard — 11,596 584 13 11,609 584 12,193 ( 734 ) 2022
Shakopee 1451 Dean Lakes Trail — 12,496 927 61 12,557 927 13,484 ( 1,615 ) 2019
Saint Paul 1700 Wynne Avenue — 23,675 2,258 — 23,675 2,258 25,933 ( 1,681 ) 2021
South Saint Paul 411 Farwell Avenue — 14,904 2,378 498 15,402 2,378 17,780 ( 2,967 ) 2018
Mississippi
Southaven 228 Access Drive — 28,566 1,000 175 28,741 1,000 29,741 ( 2,875 ) 2020
Missouri
Berkeley 8901 Springdale Avenue — 9,855 1,423 545 10,400 1,423 11,823 ( 733 ) 2021
Earth City 1 American Eagle Plaza — 2,751 1,123 273 3,024 1,123 4,147 ( 746 ) 2016
Fenton 2501 & 2509 Cassens Drive — 9,358 791 244 9,602 791 10,393 ( 1,373 ) 2019
Hazelwood 7275 Hazelwood Avenue — 5,030 1,382 2,094 7,124 1,382 8,506 ( 2,183 ) 2011
Kansas City 4001 North Norfleet Road — 48,342 4,239 — 48,342 4,239 52,581 ( 3,229 ) 2022
O'Fallon 6705 Keaton Corporate Parkway — 3,606 1,233 606 4,212 1,233 5,445 ( 1,076 ) 2017
O'Fallon 3801 Lloyd King Drive — 2,579 1,242 1,303 3,882 1,242 5,124 ( 1,191 ) 2011
Nebraska
Bellevue 10601 S 15th Street — 20,384 1,691 135 20,519 1,691 22,210 ( 2,079 ) 2021
La Vista 11720 Peel Circle — 14,679 1,232 — 14,679 1,232 15,911 ( 984 ) 2021
F-40
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Omaha 10488 S. 136th Street — 13,736 1,602 65 13,801 1,602 15,403 ( 2,003 ) 2019
Omaha 9995 I Street — 3,202 572 241 3,443 572 4,015 ( 463 ) 2019
Omaha 10025 I Street — 2,414 579 133 2,547 579 3,126 ( 400 ) 2019
Omaha 9931 South 136th Street — 2,636 828 355 2,991 828 3,819 ( 272 ) 2021
Omaha 9950 South 134th Street — 3,398 868 6 3,404 868 4,272 ( 243 ) 2021
Nevada
Fernley 190 Resource Drive — 11,401 1,034 — 11,401 1,034 12,435 ( 999 ) 2021
Las Vegas 730 Pilot Road — 12,390 2,615 897 13,287 2,615 15,902 ( 2,468 ) 2018
Las Vegas 3450 West Teco Avenue — 3,259 770 80 3,339 770 4,109 ( 654 ) 2017
Paradise 4565 Wynn Road — 4,514 949 — 4,514 949 5,463 ( 667 ) 2019
Paradise 6460 Arville Street — 3,415 1,465 251 3,666 1,465 5,131 ( 699 ) 2019
Reno 9025 Moya Boulevard — 3,356 1,372 107 3,463 1,372 4,835 ( 1,042 ) 2014
Sparks 325 E. Nugget Avenue — 6,328 938 977 7,305 938 8,243 ( 2,009 ) 2017
Sparks 655 Spice Islands Drive — 25,466 2,831 — 25,466 2,831 28,297 ( 190 ) 2023
New Hampshire
Londonderry 29 Jack's Bridge Road/Clark Road — 6,683 730 223 6,906 730 7,636 ( 2,130 ) 2013
Nashua 80 Northwest Boulevard — 8,470 1,431 2,263 10,733 1,431 12,164 ( 2,640 ) 2014
New Jersey
Branchburg 291 Evans Way — 10,852 2,367 149 11,001 2,367 13,368 ( 1,455 ) 2019
Burlington 8 Campus Drive — 15,797 3,267 266 16,063 3,267 19,330 ( 1,364 ) 2015
Burlington 6 Campus Drive — 19,237 4,030 1,644 20,881 4,030 24,911 ( 5,230 ) 2015
Franklin Township 17 & 20 Veronica Avenue — 8,264 2,272 1,555 9,819 2,272 12,091 ( 2,431 ) 2017
Lumberton 101 Mount Holly Bypass — 6,372 1,121 456 6,828 1,121 7,949 ( 1,341 ) 2019
Moorestown 550 Glen Avenue — 5,627 466 122 5,749 466 6,215 ( 953 ) 2019
Moorestown 600 Glen Court — 4,749 510 39 4,788 510 5,298 ( 961 ) 2019
Mt. Laurel 103 Central Avenue — 6,672 616 950 7,622 616 8,238 ( 770 ) 2020
Pedricktown One Gateway Boulevard — 10,250 2,414 4,544 14,794 2,414 17,208 ( 2,674 ) 2017
Piscataway 100 New England Avenue — 17,096 7,566 — 17,096 7,566 24,662 ( 474 ) 2023
Swedesboro 2165 Center Square Road — 5,129 1,212 818 5,947 1,212 7,159 ( 1,225 ) 2017
Westampton 800 Highland Drive — 27,798 3,647 1,619 29,417 3,647 33,064 ( 1,314 ) 2021
New Mexico
Santa Teresa 150 Earhardt Drive — 8,904 723 — 8,904 723 9,627 ( 391 ) 2022
New York
Buffalo 1236-50 William Street — 2,924 146 — 2,924 146 3,070 ( 943 ) 2012
Cheektowaga 40-60 Industrial Parkway — 2,699 216 1,076 3,775 216 3,991 ( 1,401 ) 2011
Farmington 5786 Collett Road — 5,282 410 896 6,178 410 6,588 ( 2,432 ) 2007
Gloversville 125 Belzano Drive — 1,299 117 7 1,306 117 1,423 ( 435 ) 2012
Gloversville 122 Belzano Drive — 2,559 151 175 2,734 151 2,885 ( 820 ) 2012
Gloversville 109 Belzano Drive — 1,486 154 164 1,650 154 1,804 ( 524 ) 2012
Johnstown 123 Union Avenue — 1,592 216 33 1,625 216 1,841 ( 487 ) 2012
Johnstown 231 Enterprise Drive — 955 151 96 1,051 151 1,202 ( 414 ) 2012
Johnstown 150 Enterprise Avenue — 1,440 140 — 1,440 140 1,580 ( 503 ) 2012
F-41
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Rochester 2883 Brighton Henrietta Townline Road — 6,964 619 934 7,898 619 8,517 ( 809 ) 2020
Rochester 1350 Scottsville Road — 6,702 208 109 6,811 208 7,019 ( 804 ) 2020
Ronkonkoma 845 South 1st Street ( 4,537 ) 6,091 1,213 40 6,131 1,213 7,344 ( 583 ) 2021
North Carolina
Catawba 3389 Catawba Industrial Place — 8,166 1,692 — 8,166 1,692 9,858 ( 856 ) 2020
Charlotte 1401 Tar Heel Road — 3,842 515 63 3,905 515 4,420 ( 859 ) 2015
Charlotte 2027 Gateway Boulevard — 3,654 913 30 3,684 913 4,597 ( 677 ) 2018
Charlotte 3115 Beam Road — 4,839 369 179 5,018 369 5,387 ( 565 ) 2020
Durham 2702 Weck Drive — 2,589 753 258 2,847 753 3,600 ( 720 ) 2015
Garner 2337 US Highway 70E — 11,790 3,420 — 11,790 3,420 15,210 ( 1,231 ) 2020
Greensboro 719 North Regional Road — 12,396 366 — 12,396 366 12,762 ( 239 ) 2023
Greensboro 415 Westcliff Road — 6,383 691 208 6,591 691 7,282 ( 1,187 ) 2018
Huntersville 13201 Reese Boulevard Unit 100 — 3,123 1,061 980 4,103 1,061 5,164 ( 1,202 ) 2012
Lexington 200 Woodside Drive — 3,863 232 1,386 5,249 232 5,481 ( 1,767 ) 2011
Mebane 7412 Oakwood Street — 4,570 481 552 5,122 481 5,603 ( 1,700 ) 2012
Mebane 7600 Oakwood Street — 4,148 443 — 4,148 443 4,591 ( 1,412 ) 2012
Mebane 7110 E. Washington Street — 4,981 358 1,649 6,630 358 6,988 ( 1,710 ) 2013
Mocksville 171 Enterprise Way — 5,582 1,091 616 6,198 1,091 7,289 ( 988 ) 2019
Mooresville 119 Super Sport Drive — 17,889 4,195 765 18,654 4,195 22,849 ( 3,654 ) 2017
Mooresville 313 Mooresville Boulevard — 6,968 701 466 7,434 701 8,135 ( 2,479 ) 2011
Mountain Home 199 N. Egerton Road — 2,359 523 — 2,359 523 2,882 ( 627 ) 2014
Newton 1500 Prodelin Drive — 7,338 732 1,283 8,621 732 9,353 ( 2,339 ) 2011
Pineville 10519 Industrial Drive — 1,179 392 — 1,179 392 1,571 ( 341 ) 2012
Rural Hall 300 Forum Parkway — 5,375 439 1,007 6,382 439 6,821 ( 2,215 ) 2011
Salisbury 990 Cedar Springs Road — 5,009 1,535 3,008 8,017 1,535 9,552 ( 2,021 ) 2017
Smithfield 3250 Highway 70 Business West — 10,397 613 1,245 11,642 613 12,255 ( 2,294 ) 2011
Troutman 279 & 281 Old Murdock Road — 13,124 802 297 13,421 802 14,223 ( 2,494 ) 2018
Winston-Salem 2655 Annapolis Drive — 10,716 610 80 10,796 610 11,406 ( 3,110 ) 2014
Youngsville 200 K-Flex Way — 16,150 1,836 — 16,150 1,836 17,986 ( 2,815 ) 2018
Ohio
Bedford Heights 26801 Fargo Avenue — 5,267 837 1,019 6,286 837 7,123 ( 1,707 ) 2017
Boardman 365 McClurg Road — 3,473 282 1,197 4,670 282 4,952 ( 1,928 ) 2007
Canal Winchester 6200-6250 Winchester Boulevard — 37,431 6,403 — 37,431 6,403 43,834 ( 2,813 ) 2021
Canal Winchester 6260-6300 Winchester Boulevard — 19,432 3,708 402 19,834 3,708 23,542 ( 1,670 ) 2021
Columbus 1605 Westbelt Drive — 5,222 337 195 5,417 337 5,754 ( 1,202 ) 2017
Columbus 5330 Crosswinds Drive — 45,112 3,410 458 45,570 3,410 48,980 ( 4,497 ) 2020
Columbus 200 McCormick Boulevard — 8,960 988 77 9,037 988 10,025 ( 595 ) 2022
Columbus 3900-3990 Business Park Drive — 2,976 489 657 3,633 489 4,122 ( 1,141 ) 2014
Dayton 2815 South Gettysburg Avenue — 5,896 331 529 6,425 331 6,756 ( 1,833 ) 2015
Etna 8591 Mink Street SW — 73,402 2,939 120 73,522 2,939 76,461 ( 7,643 ) 2020
Fairborn 1340 E Dayton Yellow Springs Road — 5,569 867 272 5,841 867 6,708 ( 1,887 ) 2015
F-42
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Fairfield 4275 Thunderbird Lane — 2,788 948 1,175 3,963 948 4,911 ( 1,045 ) 2016
Fairfield 3840 Port Union Road — 5,337 1,086 390 5,727 1,086 6,813 ( 1,304 ) 2018
Gahanna 1120 Morrison Road — 3,806 1,265 3,805 7,611 1,265 8,876 ( 2,108 ) 2011
Groveport 5830 Green Pointe Drive South — 10,828 642 424 11,252 642 11,894 ( 2,258 ) 2017
Hilliard 4251 Leap Road — 7,412 550 1,498 8,910 550 9,460 ( 1,838 ) 2017
Macedonia 8295 Bavaria Drive — 10,219 1,001 107 10,326 1,001 11,327 ( 624 ) 2022
Macedonia 1261 Highland Road — 8,063 1,690 524 8,587 1,690 10,277 ( 2,245 ) 2015
Maple Heights 16645 Granite Road — 4,357 922 — 4,357 922 5,279 ( 413 ) 2021
Mason 7258 Innovation Way — 4,582 673 — 4,582 673 5,255 ( 1,280 ) 2014
North Jackson 500 South Bailey Road — 4,356 1,528 2,179 6,535 1,528 8,063 ( 1,458 ) 2013
North Jackson 382 Rosemont Road — 7,681 486 1,269 8,950 486 9,436 ( 2,296 ) 2011
Oakwood Village 26350 Broadway — 3,041 343 178 3,219 343 3,562 ( 907 ) 2015
Salem 800 Pennsylvania Avenue — 7,674 858 1,471 9,145 858 10,003 ( 3,556 ) 2006
Seville 276 West Greenwich Road — 1,591 273 212 1,803 273 2,076 ( 629 ) 2011
Streetsboro 9777 Mopar Drive — 4,909 2,161 1,157 6,066 2,161 8,227 ( 1,854 ) 2011
Strongsville 14450 Foltz Industrial Parkway — 16,487 1,315 — 16,487 1,315 17,802 ( 1,291 ) 2021
Strongsville 12930 Darice Parkway — 5,750 491 963 6,713 491 7,204 ( 1,869 ) 2014
Toledo 1800 Jason Street — 6,487 213 250 6,737 213 6,950 ( 2,107 ) 2012
Twinsburg 8601 Independence Parkway — 19,772 3,855 — 19,772 3,855 23,627 ( 2,042 ) 2020
Twinsburg 7990 Bavaria Road — 8,027 590 87 8,114 590 8,704 ( 3,037 ) 2007
West Chester 9696 International Boulevard — 8,868 936 — 8,868 936 9,804 ( 2,135 ) 2016
West Jefferson 1550 West Main Street — 70,213 2,015 31 70,244 2,015 72,259 ( 10,849 ) 2019
Oklahoma
Oklahoma City 4949 Southwest 20th Street — 2,211 746 124 2,335 746 3,081 ( 830 ) 2016
Oklahoma City 5101 South Council Road — 9,199 1,614 1,466 10,665 1,614 12,279 ( 2,854 ) 2015
Tulsa 11607 E. 43rd Street North — 8,242 966 — 8,242 966 9,208 ( 2,405 ) 2015
Tulsa 10757 East Ute Street — 7,167 644 125 7,292 644 7,936 ( 946 ) 2020
Oregon
Beaverton 5805 SW 107th Avenue — 10,602 2,463 — 10,602 2,463 13,065 ( 162 ) 2023
Beaverton 5807 SW 107th Avenue — 4,936 1,237 — 4,936 1,237 6,173 ( 77 ) 2023
Salem 4060 Fairview Industrial Drive — 3,039 599 821 3,860 599 4,459 ( 1,272 ) 2011
Salem 4050 Fairview Industrial Drive — 1,372 266 562 1,934 266 2,200 ( 658 ) 2011
Wilsonville 9400 SW Barber Street — 10,142 696 79 10,221 696 10,917 ( 403 ) 2022
Pennsylvania
Allentown 6670 Grant Way — 9,945 1,237 24 9,969 1,237 11,206 ( 147 ) 2023
Allentown 6690 Grant Way — 11,735 1,535 27 11,762 1,535 13,297 ( 172 ) 2023
Allentown 7072 Snowdrift Road — 7,008 1,088 — 7,008 1,088 8,096 ( 121 ) 2023
Allentown 7132 Daniels Drive — 7,199 1,962 2,130 9,329 1,962 11,291 ( 2,756 ) 2014
Burgettstown 157 Starpointe Boulevard — 23,416 1,248 178 23,594 1,248 24,842 ( 3,854 ) 2019
Charleroi 200 Simko Boulevard — 10,539 935 136 10,675 935 11,610 ( 1,972 ) 2018
Clinton 2300 Sweeney Drive — 19,339 — 25 19,364 — 19,364 ( 4,235 ) 2017
Clinton 2251 Sweeney Drive — 12,390 — — 12,390 — 12,390 ( 2,135 ) 2018
F-43
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Clinton 2400 Sweeney Drive Extension — 16,840 — 931 17,771 — 17,771 ( 2,807 ) 2018
Clinton 1200 Clifford Ball Drive — 10,524 — — 10,524 — 10,524 ( 1,136 ) 2020
Clinton 1111 Clifford Ball Drive — 5,668 — — 5,668 — 5,668 ( 623 ) 2020
Clinton 1300 Clifford Ball Drive — 18,152 — — 18,152 — 18,152 ( 1,889 ) 2020
Clinton 1100 Clifford Ball Drive — 40,282 — 7 40,289 — 40,289 ( 2,561 ) 2022
Croydon 3001 State Road — 4,628 829 — 4,628 829 5,457 ( 871 ) 2018
Elizabethtown 11 and 33 Industrial Road — 5,315 1,000 804 6,119 1,000 7,119 ( 1,672 ) 2014
Export 1003 Corporate Lane — 5,604 667 155 5,759 667 6,426 ( 946 ) 2019
Hazleton 69 Green Mountain Road — 43,685 4,995 1,162 44,847 4,995 49,842 ( 3,459 ) 2021
Imperial 200 Solar Drive — 22,135 1,762 — 22,135 1,762 23,897 ( 2,965 ) 2019
Kulpsville 1510 Gehman Road — 10,390 3,171 — 10,390 3,171 13,561 ( 196 ) 2023
Lancaster 2919 Old Tree Drive — 5,134 1,520 1,280 6,414 1,520 7,934 ( 2,167 ) 2015
Langhorne 2151 Cabot Boulevard West — 3,771 1,370 103 3,874 1,370 5,244 ( 911 ) 2016
Langhorne 2201 Cabot Boulevard West — 3,018 1,308 528 3,546 1,308 4,854 ( 1,059 ) 2016
Langhorne 121 Wheeler Court — 6,327 1,884 1,083 7,410 1,884 9,294 ( 1,794 ) 2016
Langhorne 1 Cabot Boulevard East — 4,203 1,155 83 4,286 1,155 5,441 ( 766 ) 2020
Lebanon 1 Keystone Drive — 5,083 1,380 731 5,814 1,380 7,194 ( 1,969 ) 2017
Mechanicsburg 6350 Brackbill Boulevard — 5,079 1,482 1,813 6,892 1,482 8,374 ( 1,802 ) 2014
Mechanicsburg 6360 Brackbill Boulevard — 7,042 1,800 989 8,031 1,800 9,831 ( 2,133 ) 2014
Mechanicsburg 245 Salem Church Road — 7,977 1,452 726 8,703 1,452 10,155 ( 2,384 ) 2014
Muhlenberg Township 171-173 Tuckerton Road — 13,784 843 2,498 16,282 843 17,125 ( 4,789 ) 2012
New Galilee 1750 Shenango Road — 25,553 1,127 354 25,907 1,127 27,034 ( 3,531 ) 2019
New Kensington 115 Hunt Valley Road — 9,145 177 — 9,145 177 9,322 ( 1,487 ) 2018
New Kingstown 6 Doughten Road — 8,625 2,041 619 9,244 2,041 11,285 ( 2,628 ) 2014
O'Hara Township 100 Papercraft Park — 18,612 1,435 8,226 26,838 1,435 28,273 ( 9,038 ) 2012
Pittston One Commerce Road — 19,603 677 97 19,700 677 20,377 ( 3,807 ) 2017
Reading 2001 Centre Avenue — 5,294 1,708 1,554 6,848 1,708 8,556 ( 1,355 ) 2016
Warrendale 410-426 Keystone Drive — 12,089 1,853 786 12,875 1,853 14,728 ( 2,151 ) 2018
York 2925 East Market Street — 14,209 2,152 381 14,590 2,152 16,742 ( 2,678 ) 2017
York 57 Grumbacher Road — 14,832 966 28 14,860 966 15,826 ( 2,451 ) 2018
York 420 Emig Road — 7,886 869 — 7,886 869 8,755 ( 1,537 ) 2019
York 915 Woodland View Drive — 5,754 1,139 151 5,905 1,139 7,044 ( 491 ) 2021
York 2800 Concord Road — 21,154 1,478 1,332 22,486 1,478 23,964 ( 1,570 ) 2021
South Carolina
Columbia 128 Crews Drive — 5,171 783 287 5,458 783 6,241 ( 1,439 ) 2016
Duncan 110 Hidden Lakes Circle — 10,981 1,002 2,685 13,666 1,002 14,668 ( 4,207 ) 2012
Duncan 112 Hidden Lakes Circle — 6,739 709 1,586 8,325 709 9,034 ( 2,675 ) 2012
Duncan 175 Spartangreen Boulevard — 12,390 936 52 12,442 936 13,378 ( 933 ) 2021
Edgefield One Tranter Drive — 938 220 887 1,825 220 2,045 ( 770 ) 2012
Fountain Inn 107 Southchase Boulevard — 8,308 766 577 8,885 766 9,651 ( 1,735 ) 2018
Fountain Inn 141 Southchase Boulevard — 14,984 1,878 81 15,065 1,878 16,943 ( 3,353 ) 2017
F-44
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Fountain Inn 111 Southchase Boulevard — 4,260 719 95 4,355 719 5,074 ( 1,225 ) 2016
Gaffney 50 Peachview Boulevard — 4,383 1,233 2,286 6,669 1,233 7,902 ( 1,427 ) 2017
Goose Creek 6 Corporate Parkway — 29,360 4,459 — 29,360 4,459 33,819 ( 4,323 ) 2019
Greenwood 215 Mill Avenue — 1,824 166 641 2,465 166 2,631 ( 668 ) 2012
Greenwood 308-310 Maxwell Avenue — 1,168 169 848 2,016 169 2,185 ( 554 ) 2012
Greer 8 Shelter Drive — 4,939 681 3,478 8,417 681 9,098 ( 1,859 ) 2018
Greer 1000 Robinson Road — 25,631 849 — 25,631 849 26,480 ( 1,461 ) 2021
Greer 1817 East Poinsett Street — 66,163 3,674 — 66,163 3,674 69,837 — 2022
Greer 1809 East Poinsett Street — 627 1,885 — 627 1,885 2,512 — 2022
Greer 129 Metro Court — 1,434 129 392 1,826 129 1,955 ( 508 ) 2015
Greer 149 Metro Court — 1,731 128 558 2,289 128 2,417 ( 563 ) 2015
Greer 153 Metro Court — 460 153 155 615 153 768 ( 207 ) 2015
Greer 154 Metro Court — 2,963 306 959 3,922 306 4,228 ( 1,055 ) 2015
Laurens 103 Cherry Blossom Drive — 4,033 151 52 4,085 151 4,236 ( 970 ) 2015
Piedmont 1100 Piedmont Highway — 4,093 231 450 4,543 231 4,774 ( 1,135 ) 2015
Piedmont 1102 Piedmont Highway — 2,092 158 45 2,137 158 2,295 ( 535 ) 2015
Piedmont 1104 Piedmont Highway — 2,166 204 — 2,166 204 2,370 ( 671 ) 2015
Piedmont 513 Old Griffin Road — 9,260 797 2,022 11,282 797 12,079 ( 1,818 ) 2018
Piedmont 1610 Old Grove Road — 18,893 1,971 — 18,893 1,971 20,864 ( 4,406 ) 2019
Piedmont 100 Exchange Logistics Park Drive — 25,151 569 1,001 26,152 569 26,721 ( 1,445 ) 2022
Piedmont 119 Matrix Parkway — 13,912 331 56 13,968 331 14,299 ( 799 ) 2022
Rock Hill 2751 Commerce Drive, Unit C — 6,146 1,411 1,222 7,368 1,411 8,779 ( 1,767 ) 2016
Rock Hill 1953 Langston Street — 4,333 1,095 948 5,281 1,095 6,376 ( 1,224 ) 2017
Rock Hill 2225 Williams Industrial Boulevard — 10,903 1,118 — 10,903 1,118 12,021 ( 1,227 ) 2020
Simpsonville 101 Harrison Bridge Road — 2,960 957 3,659 6,619 957 7,576 ( 1,896 ) 2012
Simpsonville 103 Harrison Bridge Road — 3,364 470 1,071 4,435 470 4,905 ( 1,371 ) 2012
Simpsonville 1312 Old Stage Road — 24,200 1,454 3,426 27,626 1,454 29,080 ( 4,682 ) 2018
Spartanburg 5675 North Blackstock Road — 14,791 1,867 806 15,597 1,867 17,464 ( 4,045 ) 2016
Spartanburg 950 Brisack Road — 3,564 342 2,084 5,648 342 5,990 ( 1,393 ) 2014
Spartanburg 2071 Fryml Drive — 7,509 663 161 7,670 663 8,333 ( 1,168 ) 2019
Spartanburg 2171 Fryml Drive — 4,480 530 86 4,566 530 5,096 ( 850 ) 2019
Spartanburg 2010 Nazareth Church Road — 16,535 895 745 17,280 895 18,175 ( 2,683 ) 2019
Spartanburg 150-160 National Avenue — 5,797 493 1,019 6,816 493 7,309 ( 2,110 ) 2012
Summerville 105 Eastport Lane — 4,710 1,157 534 5,244 1,157 6,401 ( 751 ) 2019
Wellford 462 Casual Drive — 16,147 2,588 — 16,147 2,588 18,735 ( 135 ) 2023
Wellford 452 Casual Drive — 16,554 2,548 — 16,554 2,548 19,102 — 2023
West Columbia 185 McQueen Street — 6,946 715 2,355 9,301 715 10,016 ( 2,689 ) 2013
West Columbia 610 Kelsey Court — 9,488 488 — 9,488 488 9,976 ( 1,957 ) 2016
West Columbia 825 Bistline Drive — 9,151 240 1,008 10,159 240 10,399 ( 2,004 ) 2017
West Columbia 810 Bistline Drive — 10,881 564 — 10,881 564 11,445 ( 1,609 ) 2019
West Columbia 1000 Technology Drive — 26,023 1,422 5 26,028 1,422 27,450 ( 4,521 ) 2019
West Columbia 842 Bistline Drive — 12,723 1,217 1,749 14,472 1,217 15,689 ( 1,250 ) 2021
F-45
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
West Columbia 222 Old Wire Road — 4,646 551 2,301 6,947 551 7,498 ( 2,419 ) 2016
Tennessee
Chattanooga 1800 Crutchfield Street Building A — 2,181 187 14 2,195 187 2,382 ( 539 ) 2015
Chattanooga 1800 Crutchfield Street Building B — 4,448 380 84 4,532 380 4,912 ( 1,121 ) 2015
Chattanooga 1295 Stuart Street — 7,959 424 397 8,356 424 8,780 ( 2,541 ) 2015
Cleveland 4405 Michigan Avenue Road NE — 3,161 554 84 3,245 554 3,799 ( 1,204 ) 2011
Clinton 1330 Carden Farm Drive — 3,101 403 241 3,342 403 3,745 ( 924 ) 2015
Jackson 1094 Flex Drive — 2,374 230 628 3,002 230 3,232 ( 1,070 ) 2012
Knoxville 2525 Quality Drive — 3,104 447 433 3,537 447 3,984 ( 905 ) 2015
Knoxville 2522 and 2526 Westcott Boulevard — 4,919 472 728 5,647 472 6,119 ( 886 ) 2018
Knoxville 5700 Casey Drive — 7,812 1,117 811 8,623 1,117 9,740 ( 1,593 ) 2019
Lebanon 535 Maddox-Simpson Parkway — 15,890 468 50 15,940 468 16,408 ( 3,424 ) 2019
Lebanon 675 Maddox-Simpson Parkway — 5,891 519 — 5,891 519 6,410 ( 389 ) 2021
Lebanon Maddox-Simpson Parkway — 430 549 — 430 549 979 — 2019
Loudon 1700 Elizabeth Lee Parkway — 3,686 170 2,113 5,799 170 5,969 ( 1,220 ) 2015
Madison 538 Myatt Drive — 2,790 1,655 1,891 4,681 1,655 6,336 ( 2,742 ) 2011
Mascot 9575 Commission Drive — 3,179 284 75 3,254 284 3,538 ( 924 ) 2016
Mascot 2122 Holston Bend Drive — 11,092 385 611 11,703 385 12,088 ( 1,291 ) 2013
Memphis 7625 Appling Center Drive — 13,463 539 — 13,463 539 14,002 ( 830 ) 2022
Memphis 4880 East Tuggle Road — 41,078 2,501 1,539 42,617 2,501 45,118 ( 6,358 ) 2019
Murfreesboro 1975 Joe B. Jackson Parkway — 9,617 2,206 6 9,623 2,206 11,829 ( 570 ) 2022
Murfreesboro 540 New Salem Road — 2,799 722 151 2,950 722 3,672 ( 1,011 ) 2014
Nashville 3258 Ezell Pike — 3,455 547 276 3,731 547 4,278 ( 981 ) 2013
Vonore 90 Deer Crossing Road — 7,821 2,355 85 7,906 2,355 10,261 ( 2,547 ) 2011
Texas
Arlington 3311 Pinewood Drive — 2,374 413 385 2,759 413 3,172 ( 1,122 ) 2007
Arlington 401 N. Great Southwest Parkway — 5,767 1,246 1,438 7,205 1,246 8,451 ( 2,043 ) 2012
Cedar Hill 1650 U.S. Highway 67 — 11,870 4,066 1,919 13,789 4,066 17,855 ( 4,177 ) 2016
Conroe 16548 Donwick Drive — 20,995 1,853 1,018 22,013 1,853 23,866 ( 3,594 ) 2018
El Paso 32 Celerity Wagon — 3,532 — 264 3,796 — 3,796 ( 819 ) 2017
El Paso 48 Walter Jones Boulevard — 10,250 — 304 10,554 — 10,554 ( 2,479 ) 2017
El Paso 1601 Northwestern Drive — 9,052 1,248 850 9,902 1,248 11,150 ( 2,768 ) 2014
El Paso 6500 N. Desert Boulevard — 7,518 1,124 474 7,992 1,124 9,116 ( 2,279 ) 2014
El Paso 1550 Northwestern Drive — 14,011 1,854 2,433 16,444 1,854 18,298 ( 4,542 ) 2014
El Paso 1701 Northwestern Drive — 9,897 1,581 2,031 11,928 1,581 13,509 ( 3,069 ) 2014
El Paso 7801 Northern Pass Road — 5,893 1,136 — 5,893 1,136 7,029 ( 1,842 ) 2015
El Paso 12285 Gateway Boulevard West — 22,548 1,725 — 22,548 1,725 24,273 ( 1,529 ) 2021
El Paso 9571 Pan American Drive — 9,382 1,101 — 9,382 1,101 10,483 ( 434 ) 2022
El Paso 9555 Plaza Circle — 4,666 626 146 4,812 626 5,438 ( 270 ) 2022
El Paso 9494 Escobar Drive — 8,551 701 — 8,551 701 9,252 ( 400 ) 2022
El Paso 47 Butterfield Circle & 12 Leigh Fisher Boulevard — 3,000 — 1,832 4,832 — 4,832 ( 1,696 ) 2012
F-46
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Garland 2901 W. Kingsley Road — 5,166 1,344 3,408 8,574 1,344 9,918 ( 2,056 ) 2014
Grapevine 2402 Esters Boulevard — 9,522 — 109 9,631 — 9,631 ( 716 ) 2021
Grapevine 2400 Esters Boulevard — 15,029 — 301 15,330 — 15,330 ( 1,127 ) 2021
Houston 18601 Intercontinental Crossing Drive — 8,744 1,505 — 8,744 1,505 10,249 ( 1,673 ) 2019
Houston 9302 Ley Road — 8,879 1,236 — 8,879 1,236 10,115 ( 1,255 ) 2019
Houston 10343 Ella Boulevard — 16,586 1,747 — 16,586 1,747 18,333 ( 1,917 ) 2019
Houston 4949 Windfern Road — 7,610 2,255 578 8,188 2,255 10,443 ( 2,466 ) 2013
Houston 7300 Airport Boulevard — 14,087 2,546 1,053 15,140 2,546 17,686 ( 2,660 ) 2016
Houston 13627 West Hardy — 4,989 1,502 — 4,989 1,502 6,491 ( 1,511 ) 2017
Houston 868 Pear Street — 5,508 953 — 5,508 953 6,461 ( 1,468 ) 2017
Houston 14620 Henry Road — 7,052 927 66 7,118 927 8,045 ( 1,471 ) 2017
Houston 7049 Brookhollow West Drive — 9,371 809 15 9,386 809 10,195 ( 1,563 ) 2018
Houston 10401 S. Sam Houston Parkway — 9,456 1,108 318 9,774 1,108 10,882 ( 1,260 ) 2019
Humble 18727 Kenswick Drive — 21,476 2,255 — 21,476 2,255 23,731 ( 2,993 ) 2019
Irving 2450 Valley View Lane — 15,312 5,976 — 15,312 5,976 21,288 ( 144 ) 2023
Katy 1800 North Mason Road — 7,571 2,192 — 7,571 2,192 9,763 ( 1,290 ) 2019
Katy 21601 Park Row Drive — 3,412 1,655 — 3,412 1,655 5,067 ( 545 ) 2019
Laredo 13710 IH 35 Frontage Road — 13,847 2,538 — 13,847 2,538 16,385 ( 2,240 ) 2019
Laredo 13808 Humphrey Road — 12,410 1,535 — 12,410 1,535 13,945 ( 2,853 ) 2017
McAllen 5601 West Military Highway — 13,549 818 1,612 15,161 818 15,979 ( 1,426 ) 2020
Mission 802 Trinity Street — 12,623 1,882 663 13,286 1,882 15,168 ( 2,468 ) 2018
Rockwall 3400 Discovery Boulevard — 16,066 2,683 — 16,066 2,683 18,749 ( 4,053 ) 2017
Stafford 13720 Stafford Road — 6,570 339 41 6,611 339 6,950 ( 1,283 ) 2017
Waco 101 Apron Road — 1,394 — 922 2,316 — 2,316 ( 867 ) 2011
Utah
Provo 3715 S. Tracy Hall Parkway — 27,225 1,945 — 27,225 1,945 29,170 ( 1,842 ) 2021
Virginia
Chester 2001 Ware Bottom Spring Road — 3,276 775 — 3,276 775 4,051 ( 1,060 ) 2014
Fredericksburg 2031 International Parkway — 15,235 2,182 — 15,235 2,182 17,417 ( 728 ) 2022
Harrisonburg 4500 Early Road — 11,057 1,455 1,416 12,473 1,455 13,928 ( 3,591 ) 2012
Independence One Compair Way — 2,061 226 — 2,061 226 2,287 ( 628 ) 2012
Norfolk 4555 Progress Road — 7,990 1,259 — 7,990 1,259 9,249 ( 381 ) 2022
North Chesterfield 8001 Greenpine Road — 6,174 1,599 — 6,174 1,599 7,773 ( 1,143 ) 2019
Richmond 5250 Klockner Drive — 3,801 819 726 4,527 819 5,346 ( 882 ) 2020
Washington
Ridgefield 6111 S. 6th Way — 9,711 2,307 780 10,491 2,307 12,798 ( 1,746 ) 2019
Wisconsin
Appleton 1919 W. College Avenue — 5,757 261 — 5,757 261 6,018 ( 482 ) 2021
Caledonia 1343 27th Street — 3,339 225 — 3,339 225 3,564 ( 666 ) 2018
Cudahy 5831 S. Pennsylvania Avenue — 4,751 1,427 — 4,751 1,427 6,178 ( 672 ) 2020
De Pere 2191 American Boulevard — 6,042 525 101 6,143 525 6,668 ( 2,022 ) 2012
DeForest 505-507 Stokely Drive — 5,298 1,131 684 5,982 1,131 7,113 ( 1,286 ) 2016
F-47
Initial Cost to STAG Industrial, Inc. Gross Amounts at Which Carried at December 31, 2023
State & City Address Encumbrances (1)
Building & Improvements (2)
Land (3)
Costs Capitalized Subsequent to Acquisition and Valuation Provision Building & Improvements Land Total Accumulated Depreciation (4)
Year Acquired
Delavan 329 Hallberg Street — 2,032 127 30 2,062 127 2,189 ( 368 ) 2019
Delavan 1714 Hobbs Drive — 4,676 241 89 4,765 241 5,006 ( 746 ) 2019
East Troy 2761 Buell Drive — 4,936 304 57 4,993 304 5,297 ( 1,289 ) 2014
Elkhorn 555 Koopman Lane — 3,897 351 501 4,398 351 4,749 ( 771 ) 2019
Elkhorn 390 Koopman Lane — 3,621 210 — 3,621 210 3,831 ( 627 ) 2019
Franklin 5215 W Airways Avenue — 8,193 1,551 — 8,193 1,551 9,744 ( 718 ) 2021
Germantown N117 W18456 Fulton Drive — 5,956 442 — 5,956 442 6,398 ( 944 ) 2018
Germantown N106 W13131 Bradley Way — 3,296 359 346 3,642 359 4,001 ( 657 ) 2018
Germantown N102 W19400 Willow Creek Way — 10,908 1,175 — 10,908 1,175 12,083 ( 1,908 ) 2018
Germantown 11900 N. River Lane — 5,977 1,186 — 5,977 1,186 7,163 ( 1,949 ) 2014
Hartland 500 North Shore Drive — 4,634 1,526 — 4,634 1,526 6,160 ( 1,169 ) 2016
Hudson 2700 Harvey Street — 7,982 683 6 7,988 683 8,671 ( 1,087 ) 2020
Janesville 2929 Venture Drive — 17,477 828 1,168 18,645 828 19,473 ( 5,564 ) 2013
Kenosha 9625 55th Street — 3,968 797 763 4,731 797 5,528 ( 1,253 ) 2016
Madison 4718 Helgesen Drive — 6,365 609 531 6,896 609 7,505 ( 1,308 ) 2017
Madison 4722 Helgesen Drive — 4,489 444 39 4,528 444 4,972 ( 835 ) 2017
Mayville 605 Fourth Street — 4,118 547 623 4,741 547 5,288 ( 2,111 ) 2007
Mukwonago 103 Hill Court — 10,844 1,478 219 11,063 1,478 12,541 ( 862 ) 2021
Muskego S64 W15660 Commerce Center Parkway — 5,497 393 154 5,651 393 6,044 ( 871 ) 2020
New Berlin 16250 West Woods Edge Drive — 15,917 277 — 15,917 277 16,194 ( 1,945 ) 2019
New Berlin 16555 W. Smalls Road — 20,176 955 — 20,176 955 21,131 ( 1,259 ) 2021
New Berlin 5600 S. Moorland Road — 6,409 1,068 43 6,452 1,068 7,520 ( 1,852 ) 2013
Oak Creek 525 West Marquette Avenue — 4,249 526 100 4,349 526 4,875 ( 782 ) 2018
Oak Creek 7475 South 6th Street — 6,125 805 355 6,480 805 7,285 ( 1,237 ) 2018
Pewaukee W288 N2801 Duplainville Road — 6,678 841 1,001 7,679 841 8,520 ( 1,859 ) 2018
Pewaukee W277 N2837 Duplainville Road — 4,516 439 52 4,568 439 5,007 ( 992 ) 2018
Pleasant Prairie 10411 80th Avenue — 18,219 2,297 — 18,219 2,297 20,516 ( 2,623 ) 2018
Pleasant Prairie 8901 102nd Street — 4,899 523 713 5,612 523 6,135 ( 984 ) 2018
Sun Prairie 1615 Commerce Drive — 5,809 2,360 2,499 8,308 2,360 10,668 ( 3,081 ) 2011
West Allis 2207 S. 114th Street — 1,757 462 2,040 3,797 462 4,259 ( 963 ) 2015
West Allis 2075 S. 114th Street — 1,848 444 1,698 3,546 444 3,990 ( 807 ) 2015
West Allis 2145 S. 114th Street — 846 252 1,051 1,897 252 2,149 ( 479 ) 2015
West Allis 2025 S. 114th Street — 956 251 801 1,757 251 2,008 ( 392 ) 2015
Yorkville 13900 West Grandview Parkway — 4,886 416 323 5,209 416 5,625 ( 1,301 ) 2014
Total $ ( 4,537 ) $ 5,430,290 $ 698,633 $ 330,078 $ 5,760,368 $ 698,633 $ 6,459,001 $ ( 921,846 )
(1) Balance excludes the net unamortized balance of fair market value discount of approximately $ 0.1 million.
(2) The initial costs of buildings and improvements is the acquisition costs plus building expansions and non-cash transfers of acquired other assets to initial cost of building and improvements, less asset impairment write-downs and disposals of building and tenant improvements.
(3) Represents values at acquisition date less any impairments.
(4) Depreciation expense is computed using the straight-line method based on the following estimated useful lives:
F-48
Description Estimated Useful Life
Building 40 Years
Building and land improvements (maximum) 20 Years
Tenant improvements Shorter of useful life or terms of related lease
As of December 31, 2023, the aggregate cost for federal income tax purposes of investments in real estate was approximately $ 7.4 billion.
Year ended December 31,
2023 2022 2021
Real Estate:
Balance at beginning of period $ 6,123,295 $ 5,664,907 $ 4,521,301
Additions during period
Other acquisitions 304,057 423,918 1,217,478
Improvements, etc. 105,112 120,151 40,797
Other additions — — —
Deductions during period
Cost of real estate sold ( 66,565 ) ( 80,470 ) ( 107,192 )
Write-off of tenant improvements ( 3,930 ) ( 3,428 ) ( 7,477 )
Asset impairments and involuntary conversion ( 2,968 ) ( 1,783 ) —
Balance at the end of the period including assets held for sale 6,459,001 6,123,295 5,664,907
Assets held for sale — ( 6,324 ) —
Balance at the end of the period excluding assets held for sale $ 6,459,001 $ 6,116,971 $ 5,664,907
Accumulated Depreciation:
Balance at beginning of period $ 764,809 $ 611,867 $ 495,466
Additions during period
Depreciation and amortization expense 177,358 170,088 142,966
Other additions — — —
Deductions during period
Disposals ( 20,321 ) ( 17,146 ) ( 26,565 )
Balance at the end of the period including assets held for sale 921,846 764,809 611,867
Assets held for sale — ( 1,681 ) —
Balance at the end of the period excluding assets held for sale $ 921,846 $ 763,128 $ 611,867
F-49