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EASTGROUP PROPERTIES INC

For the period ended Dec 31, 2025. Filed Feb 11, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 11, 2026

EGP$199.26+2.8%Stored close · as of Nov 9, 2026

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Contents

Notes to Consolidated Financial Statements

DECEMBER 31, 2025, 2024 and 2023

(1)SIGNIFICANT ACCOUNTING POLICIES

(a)Principles of Consolidation

The consolidated financial statements include the accounts of EastGroup Properties, Inc. (“EastGroup” or “the Company”), its wholly owned subsidiaries and the investee of any joint ventures in which the Company has a controlling interest. The Company records 100% of the assets, liabilities, revenues and expenses of the properties held in joint ventures with the noncontrolling interests provided for in accordance with the joint venture agreements.

As of December 31, 2025, 2024 and 2023, EastGroup had a 95% controlling interest in a joint venture arrangement owning 6.5 acres of land in San Diego, known by the Company as Miramar.

During the year ended December 31, 2023, a joint venture, in which EastGroup owns a 99.5% interest, acquired 29.3 acres of land in Denver, known by the Company as Arista 36 Business Park 1-3. As of December 31, 2025, 2024 and 2023, EastGroup continued to hold a controlling interest in this joint venture arrangement.

The equity method of accounting is used for the Company’s 50% undivided tenant-in-common interest in Industry Distribution Center 2. All significant intercompany transactions and accounts have been eliminated in consolidation.

(b)Income Taxes

EastGroup, a Maryland corporation, has qualified as a real estate investment trust (“REIT”) under Sections 856-860 of the Internal Revenue Code and intends to continue to qualify as such. To maintain its status as a REIT, the Company is required to, among other things, distribute at least 90% of its ordinary taxable income to its stockholders. If the Company has a capital gain, it has the option of (i) deferring recognition of the capital gain through a tax-deferred exchange, (ii) declaring and paying a capital gain dividend on any recognized net capital gain resulting in no corporate level tax, or (iii) retaining and paying corporate income tax on its net long-term capital gain, with the shareholders reporting their proportional share of the undistributed long-term capital gain and receiving a credit or refund of their share of the tax paid by the Company. The Company distributed all of its 2025, 2024 and 2023 taxable income to its stockholders. Accordingly, no significant provisions for income taxes were necessary. The Company’s income tax treatment of share distributions is based on its taxable income, calculated in accordance with the Internal Revenue Code, which differs from U.S. generally accepted accounting principles (“GAAP”). Even as a REIT, the Company may be subject to (1) certain state and local taxes on our income, property or net work, and (2) federal income and excise taxes on undistributed income, if any income remains undistributed.

EastGroup applies the principles of Financial Accounting Standards Board “FASB” Accounting Standards Codification “ASC” 740, Income Taxes, when evaluating and accounting for uncertainty in income taxes. With few exceptions, the Company’s 2021 and earlier tax years are closed for examination by U.S. federal, state and local tax authorities. In accordance with the provisions of ASC 740, the Company had no significant uncertain tax positions as of December 31, 2025 and 2024.

(c)Income Recognition

The Company’s primary source of revenue is rental income from business distribution space. Minimum rental income from real estate operations is recognized on a straight-line basis, when collectability is probable. The straight-line rent calculation on leases includes the effects of rent concessions and scheduled rent increases, and the calculated straight-line rent income is recognized over the terms of the individual leases. The Company assesses the collectability of rent receivables, with a focus on identifying tenant defaults and bankruptcies that could affect collection of outstanding and future receivables. Management specifically analyzes the age of receivables, the payment history and financial condition of the tenant, on a tenant-by-tenant basis. If deemed uncollectible, revenue is recognized only when lease payments are received, or until such time that collection of future rent is deemed to be probable in accordance with ASC 842, Leases.

The Company’s primary source of revenue is rental income from business distribution space; as such, the Company is a lessor on a significant number of leases. The Company applies the principles of ASC 842, Leases. Initial indirect costs (primarily legal costs related to lease negotiations) are expensed rather than capitalized. EastGroup recorded Indirect leasing costs of $839,000, $785,000 and $582,000 on the Consolidated Statements of Income and Comprehensive Income during the years ended December 31, 2025, 2024 and 2023, respectively.

As permitted by ASC 842, Leases, EastGroup made an accounting policy election by class of underlying asset to not separate non-lease components (such as common area maintenance) of a contract from the lease component to which they relate when specific criteria are met. The Company believes its leases meet the criteria.

The table below presents the components of Income from real estate operations for the years ended December 31, 2025, 2024 and 2023:

Years Ended December 31,
202520242023
(In thousands)
Lease income — Operating leases$543,729477,647424,063
Variable lease income (1)175,688160,388142,116
Income from real estate operations$719,417638,035566,179

(1)Primarily includes tenant reimbursements for real estate taxes, insurance and common area maintenance.

Future Minimum Rental Receipts Under Non-Cancelable Leases

The Company’s leases with its customers may include various provisions such as scheduled rent increases, renewal options and termination options. The majority of the Company’s leases include defined rent increases rather than variable payments based on an index or unknown rate. In calculating the disclosures presented below, the Company included the fixed, non-cancelable terms of the leases. The following schedule indicates approximate future minimum rental receipts under non-cancelable leases for real estate properties by year as of December 31, 2025:

Years Ending December 31,Minimum Rental Receipts
(In thousands)
2026$551,905
2027485,183
2028402,450
2029317,097
2030228,970
Thereafter448,508
Total minimum receipts$2,434,113

The Company recognizes gains on sales of real estate in accordance with the principles set forth in the Codification. For each transaction, the Company evaluates whether the guidance in ASC 606, Revenue from Contracts with Customers, or ASC 610, Other Income — Gains and Losses from the Derecognition of Nonfinancial Assets, is applicable. Upon closing of real estate transactions, the provisions of the Codification require consideration of whether the seller has a controlling financial interest in the entity that holds the nonfinancial asset after the transaction. In addition, the seller evaluates whether a contract exists under ASC 606 and whether the counterparty obtained control of each nonfinancial asset that is sold. If a contract exists and the counterparty obtained control of each nonfinancial asset, the seller derecognizes the assets at the close of the transaction with resulting gains or losses reflected on the Consolidated Statements of Income and Comprehensive Income.

(d)Real Estate Properties

EastGroup hasone reportable segment – industrial properties, consistent with the Company’s manner of internal reporting, measurement of operating results and allocation of the Company’s resources. The Company's properties are primarily in the 20,000 to 100,000 square foot range. The majority of the Company’s leases are triple net leases, in which the tenant is responsible for their pro rata share of operating expenses during the lease term, including real estate taxes, insurance and common area maintenance. The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer, who uses Net income as the primary measure of operating results in making decisions. Net income is computed in accordance with U.S. generally accepted accounting principles (“GAAP”). Net income is used to evaluate the performance of the Company’s investments in real estate assets and its operating results and to allocate resources in acquiring or developing industrial properties. The following income and significant expense categories are regularly provided to the Company’s CODM as components of Net income, which are presented on the Consolidated Statements of Income and Comprehensive Income: Income from real estate operations, Expenses from real estate operations, General and administrative and Interest expense.

The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows (including estimated future expenditures necessary to substantially complete the asset) expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. During the years ended December 31, 2025, 2024 and 2023, the Company did not identify any impairment charges which should be recorded.

Depreciation of buildings and other improvements is computed using the straight-line method over estimated useful lives of generally 40 years for buildings and 3 to 15 years for improvements. Building improvements are capitalized, while maintenance and repair expenses are charged to expense as incurred. Significant renovations and improvements that improve or extend the useful life of the assets are capitalized. Depreciation expense was $176,180,000, $155,240,000 and $141,003,000 for 2025, 2024 and 2023, respectively.

(e)Development and Value-Add Properties

Development and value-add properties consists of properties in lease-up and under construction and prospective development (primarily land). Value-add properties are defined as properties that are either acquired but not stabilized or can be converted to a higher and better use. Properties meeting either of the following two conditions are considered value-add properties: (i) Less than 75% leased as of the acquisition date (or will be less than 75% leased within one year of acquisition date based on near term lease roll), or (ii) 20% or greater of the cumulative gross cost of the property will be spent to redevelop the property. Properties qualifying under these conditions are included in Development and value-add propertiesin the quarter in which (i) they are acquired, if condition (i) above is met, or (ii) when construction to redevelop begins.

Costs associated with development (i.e., land, construction costs, interest expense, property taxes and other costs associated with development) are aggregated into the total capitalized costs of the property. Included in these costs are management’s estimates for the portions of internal costs (primarily personnel costs) deemed related to such development activities. The internal costs are allocated to specific development projects based on development activity. As the property becomes occupied, depreciation commences on the occupied portion of the building, and costs are capitalized only for the portion of the building that remains vacant. The Company transfers properties from Development and value-add properties to Real estate properties as follows: (i) for development properties, at the earlier of 90% occupancy or one year after completion of the shell construction, and (ii) for value-add properties, at the earlier of 90% occupancy or one year after acquisition, or completion of redevelopment, as applicable. Upon the earlier of 90% occupancy or one year after completion of the shell construction/value-add acquisition date, capitalization of development costs, including interest expense, property taxes and internal personnel costs, ceases and depreciation commences on the entire property (excluding the land).

(f)Real Estate Sold and Held for Sale

The Company considers a real estate property to be held for sale when it meets the criteria established under ASC 360, Property, Plant and Equipment, including when it is probable that the property will be sold within a year. Real estate properties held for sale are reported at the lower of the carrying amount or fair value less estimated costs to sell and are not depreciated while they are held for sale. The Company did not classify any properties as held for sale as of December 31, 2025 or 2024.

In accordance with ASC 360 and ASC 205, Presentation of Financial Statements, the Company would report a disposal of a component of an entity or a group of components of an entity in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results when the component or group of components meets the criteria to be classified as held for sale or when the component or group of components is disposed of by sale or other than by sale. In addition, the Company would provide additional disclosures about both discontinued operations and the disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements. EastGroup performs an analysis of properties sold to determine whether the sales qualify for discontinued operations presentation.

Results of operations and gains and losses on sales for properties sold are reported in continuing operations on the Consolidated Statements of Income and Comprehensive Income. The gains and losses on sales of operating properties are included in Gain on sales of real estate investments.

The Company did not consider its sales in 2025, 2024 or 2023 to be disposals of a component of an entity or a group of components of an entity representing a strategic shift that has (or will have) a major effect on the entity’s operations and financial results.

(g)Derivative Instruments and Hedging Activities

EastGroup applies ASC 815, Derivatives and Hedging, which requires all entities with derivative instruments to disclose information regarding how and why the entity uses derivative instruments and how derivative instruments and related hedged items affect the entity’s financial position, financial performance and cash flows. See Note 12 for a discussion of the Company’s derivative instruments and hedging activities.

(h)Cash Equivalents

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The carrying amounts approximate fair value due to the short maturity of those instruments.

(i)Amortization

Debt origination costs are deferred and amortized over the term of each loan using the effective interest method, and the amortization is included in Interest Expense. Amortization of debt issuance costs was $1,865,000, $1,914,000 and $1,943,000 for 2025, 2024 and 2023, respectively. Amortization of facility fees was $960,000, $1,012,000 and $1,005,000 for 2025, 2024 and 2023, respectively.

Leasing costs are deferred and amortized using the straight-line method over the term of the lease. The related amortization expense is included in Depreciation and amortization. Leasing costs amortization expense was $28,026,000, $25,522,000 and $22,133,000 for 2025, 2024 and 2023, respectively.

Amortization expense for in-place lease intangibles is disclosed below in Real Estate Property Acquisitions and Acquired Intangibles.

(j)Real Estate Property Acquisitions and Acquired Intangibles

Upon acquisition of real estate properties, EastGroup applies the principles of ASC 805, Business Combinations. The FASB Codification provides a framework for determining whether transactions should be accounted for as acquisitions of assets or businesses. Under the guidance, companies are required to utilize an initial screening test to determine whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set is not a business. Criteria considered in grouping similar assets include geographic location, market and operational risks and the physical characteristics of the assets. EastGroup determined that its real estate property acquisitions in 2025, 2024 and 2023 are considered to be acquisitions of groups of similar identifiable assets; therefore, the acquisitions are not considered to be acquisitions of a business. As a result, the Company has capitalized acquisition costs related to its 2025, 2024 and 2023 acquisitions.

The FASB Codification also provides guidance on how to properly determine the allocation of the purchase price among the individual components of both the tangible and intangible assets based on their relative fair values. The allocation to tangible assets (land, building and improvements) is based upon management’s determination of the value of the property as if it were vacant using discounted cash flow models. Land is valued using comparable land sales specific to the applicable market, provided by a third-party. The Company determines whether any financing assumed is above or below market based upon comparison to similar financing terms for similar properties. The cost of the properties acquired may be adjusted based on indebtedness assumed from the seller that is determined to be above or below market rates.

The purchase price is also allocated among the following categories of intangible assets: the above or below market component of in-place leases and the value of leases in-place at the time of the acquisition. The value allocable to the above or below market component of an acquired in-place lease is determined based upon the present value (using a discount rate reflecting the risks associated with the acquired leases) of the difference between (i) the contractual amounts to be paid pursuant to the lease over its remaining term, and (ii) management’s estimate of the amounts that would be paid using current market rents over the remaining term of the lease. The amounts allocated to above and below market lease intangibles are included in Other assets, net and Other liabilities, respectively, on the Consolidated Balance Sheets and are amortized to rental income over the remaining terms of the respective leases. In-place lease intangibles are valued based upon management’s assessment of factors such as an estimate of forgone rents and avoided leasing costs during the expected lease-up periods considering current market conditions and costs to execute similar leases. These intangible assets are included in Other assets, net on the Consolidated Balance Sheets and are amortized over the remaining term of the existing lease.

Net amortization of above and below market lease intangibles, which increased rental income by $6,261,000, $2,916,000 and $2,483,000 in 2025, 2024 and 2023, respectively, is included in Income from real estate operations. Amortization expense for in-place lease intangibles, which was $12,526,000, $8,649,000 and $7,942,000 for 2025, 2024 and 2023, respectively, is included in Depreciation and amortization.

Projected amortization of lease intangibles for the next five years as of December 31, 2025 is as follows:

Years Ending December 31,In-place lease intangiblesBelow market lease intangibles
(In thousands)
2026$10,7596,018
20277,8264,698
20285,3383,098
20294,3132,788
20303,0072,087
Thereafter5,2204,704
Total projected amortization of lease intangibles$36,46323,393

EastGroup acquired real estate properties during 2025, 2024 and 2023 as discussed in Note 2. The following table summarizes the allocation of the total consideration for the acquired assets and assumed liabilities in connection with the real estate property acquisitions during the years ended December 31, 2025, 2024 and 2023.

Costs Incurred During the Years Ended December 31,
ACQUIRED ASSETS AND ASSUMED LIABILITIES202520242023
(In thousands)
Land$31,59041,81544,676
Buildings and building improvements101,505312,911111,082
Tenant and other improvements6,80027,0494,346
Right of use assets — Ground leases (operating)—21,836—
Total real estate properties acquired139,895403,611160,104
In-place lease intangibles (1)10,33127,1027,242
Above market lease intangibles (1)207121—
Below market lease intangibles (2)(7,334)(18,987)(2,230)
Operating lease liabilities — Ground leases (3)—(21,836)—
Total assets acquired, net of liabilities assumed$143,099390,011165,116

(1)In-place lease intangibles and above market lease intangibles are each included in Other assets, net on the Consolidated Balance Sheets. These costs are amortized over the remaining terms of the associated leases in place at the time of acquisition.

(2)Below market lease intangibles are included in Other liabilities on the Consolidated Balance Sheets. These costs are amortized over the remaining terms of the associated leases in place at the time of acquisition.

(3)Operating lease liabilities— Ground leases are included in Other liabilities on the Consolidated Balance Sheets. These costs are amortized over the remaining terms of the associated leases in place at the time of acquisition.

The leases in the properties acquired during 2025, 2024 and 2023 had a weighted average remaining lease term at acquisition of approximately 9.2 years,5.3 years and 6.4 years, respectively.

The Company periodically reviews the recoverability of goodwill (at least annually) and the recoverability of other intangibles (on a quarterly basis) for possible impairment. No impairment of goodwill and other intangibles existed during the years ended December 31, 2025, 2024 and 2023.

(k)Stock-Based Compensation

EastGroup applies the provisions of ASC 718, Compensation – Stock Compensation, to account for its stock-based compensation plans. ASC 718 requires that the compensation cost relating to share-based payment transactions be recognized in the financial statements and that the cost be measured on the fair value of the equity or liability instruments issued. The cost for market based awards and awards that only require service are expensed on a straight-line basis over the requisite service periods. The cost for performance based awards is determined using the graded vesting attribution method which recognizes each separate vesting portion of the award as a separate award on a straight-line basis over the requisite service period. This method accelerates the expensing of the award compared to the straight-line method. For awards with a performance condition, compensation expense is recognized when the performance condition is considered probable of achievement.

The total compensation expense for service-based and performance-based awards is based upon the fair market value of the shares on the grant date. The grant date fair value for awards that have been granted and are subject to a future market condition (total shareholder return) are determined using a Monte Carlo simulation pricing model developed to specifically accommodate the unique features of the awards.

The Company accrues dividends on unvested restricted shares and holds the certificates for the shares. Employees may vote the shares once performance based or market based conditions are met. Share certificates and dividends are delivered to the employee as the shares vest. Forfeitures of awards and accrued dividends are recognized as they occur.

(l)Equity Offerings

Underwriting commissions and offering costs incurred in connection with common stock offerings and at-the-market (“ATM”) equity offering programs have been reflected as a reduction of Additional paid-in capital.

Under relevant accounting guidance, sales of common stock under forward equity sale agreements (as discussed in Note 9 Common Stock Activity) are not deemed to be liabilities, and furthermore, meet the derivatives and hedging guidance scope exception to be accounted for as equity instruments based on the following assessment: (i) none of the agreements’ exercise contingencies were based on observable markets or indices other than those related to the market for our own stock price and operations; and (ii) none of the settlement provisions precluded the agreements from being indexed to our own stock.

(m) Earnings per Share

The Company applies ASC 260, Earnings Per Share, which requires companies to present basic and diluted earnings per share (“EPS”). Basic EPS represents the amount of earnings for the period attributable to each share of common stock outstanding during the reporting period. The Company’s basic EPS is calculated by dividing Net Income Attributable to EastGroup Properties, Inc. Common Stockholdersby the weighted average number of common shares outstanding. The weighted average number of common shares outstanding does not include any potentially dilutive securities or any unvested restricted shares of common stock. Outstanding forward equity sale agreements are potentially dilutive securities excluded from the basic EPS calculation until the agreements are settled, through the issuance of shares and receipt of proceeds. Although unvested restricted shares are classified as issued and outstanding, they are considered forfeitable until the restrictions lapse and are not included in the basic EPS calculation until the shares vest.

Diluted EPS represents the amount of earnings for the period attributable to each share of common stock outstanding during the reporting period and to each share that would have been outstanding assuming the issuance of common shares for all potentially dilutive common shares outstanding during the reporting period. The Company calculates diluted EPS by dividing Net Income Attributable to EastGroup Properties, Inc. Common Stockholders by the weighted average number of common shares outstanding plus the effect of any dilutive securities including shares issuable under forward equity sale agreements and unvested restricted stock using the treasury stock method. Any anti-dilutive securities are excluded from the diluted EPS calculation. See Note 13 for details.

(n)Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses during the reporting period and to disclose material contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.

(o)Risks and Uncertainties

The state of the overall economy can significantly impact the Company’s operational performance and thus impact its financial

position. Should EastGroup experience a significant decline in operational performance, it may affect the Company’s ability to

make distributions to its shareholders, service debt or meet other financial obligations.

(p)Recent Accounting Pronouncements

EastGroup has evaluated all FASB Accounting Standards Updates(“ASU”) recently released by the FASB through the date the financial statements were issued and determined that the following ASUs apply to the Company.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, and in January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. ASU 2024-03 requires additional disclosure of the nature of expenses included in the income statement as well as disclosures about specific types of expenses included in the expense captions presented in the income statement. ASU 2024-03, as clarified by ASU 2025-01, is effective for annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. Amendments should be applied either (i) prospectively to financial statements issued for reporting periods after the effective date, or (ii) retrospectively to all prior periods presented in the financial statements. EastGroup does not expect the adoption to have a material impact on its financial condition, results of operations or disclosures.

In November 2025, the FASB issued ASU 2025‑09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements. The guidance makes targeted amendments to the hedge accounting model to better align accounting results with an entity’s risk management activities. The amendments affect, among other areas, (i) the assessment of similar risk exposure for groups of forecasted transactions in cash flow hedges, (ii) cash flow hedges of forecasted interest payments on “choose‑your‑rate” debt instruments, (iii) cash flow hedges of nonfinancial forecasted transactions, (iv) the use of certain options as hedging instruments, and (v) certain dual‑hedge strategies involving foreign‑currency‑denominated debt. ASU 2025‑09 is effective for annual reporting periods beginning after December 15, 2026, and for interim periods within those annual reporting periods, with early adoption permitted. The amendments are required to be applied prospectively, with certain transition provisions available for existing hedging relationships. The Company does not expect the adoption to have a material impact on its consolidated financial position or results of operations; however, the guidance may affect the Company’s hedge documentation, hedge effectiveness assessments, and related disclosures.

(q) Classification of Book Overdraft on Consolidated Statements of Cash Flows

The Company classifies changes in book overdraft in which the bank has not advanced cash to the Company to cover outstanding checks as an operating activity. Such amounts are included in Accounts payable, accrued expenses and prepaid rent in the Operating Activities section on the Consolidated Statements of Cash Flows.

(2)REAL ESTATE PROPERTIES AND DEVELOPMENT AND VALUE-ADD PROPERTIES

The Company’s Real estate properties and Development and value-add properties at December 31, 2025 and 2024 were as follows:

December 31,
20252024
(In thousands)
Real estate properties:
Land$951,787888,140
Buildings and building improvements4,173,4163,815,850
Tenant and other improvements829,609761,061
Right of use assets — Ground leases (operating) (1)34,97638,393
Development and value-add properties (2)710,200674,472
6,699,9886,177,916
Accumulated depreciation(1,583,532)(1,415,576)
$5,116,4564,762,340

(1)See Ground Leases discussion below for information regarding the Company’s right of use assets for ground leases.

(2)Value-add properties are defined in Note 1(e).

A summary of real estate properties acquired for the years ended December 31, 2025, 2024 and 2023 follows:

REAL ESTATE PROPERTIES ACQUIREDLocationSize (unaudited)Date AcquiredCost (1)
(Square feet) · (In thousands)
OPERATING PROPERTIES ACQUIRED
LifeScience Logistics CenterRaleigh, NC251,00007/08/2025$47,150
Lumley Logistics CenterRaleigh, NC67,00007/15/202514,174
McKinney Airport Trade CenterDallas, TX320,00009/19/202560,641
EastGroup Point at CheyenneLas Vegas, NV101,00012/09/202521,134
Total 2025 operating property acquisitions (2)739,000$143,099
OPERATING PROPERTIES ACQUIRED
Spanish Ridge Industrial ParkLas Vegas, NV231,00001/23/2024$54,859
147 ExchangeRaleigh, NC274,00005/03/202452,945
Hays Commerce Center 3 & 4Austin, TX179,00008/19/202435,781
Riverpoint Industrial ParkAtlanta, GA779,00011/12/202487,576
DFW Global Logistics Centre 5-8 (3)Dallas, TX492,00011/21/202475,852
Akimel Gateway (3)Phoenix, AZ519,00012/26/202482,998
Total 2024 operating property acquisitions (2)2,474,000$390,011
OPERATING PROPERTIES ACQUIRED
Craig Corporate CenterLas Vegas, NV156,00004/18/2023$34,365
Blue Diamond Business ParkLas Vegas, NV254,00009/05/202352,973
McKinney Logistics CenterDallas, TX193,00010/02/202325,739
Park at MyattNashville, TN171,00011/03/202330,793
Pelzer Point Commerce Center 1Greenville, SC213,00012/21/202321,246
Total 2023 operating property acquisitions (2)987,000$165,116

(1)Cost is calculated in accordance with FASB ASC 805, Business Combinations, and represents the sum of the purchase price, closing costs and capitalized acquisition costs.

(2)Operating properties are defined as stabilized real estate properties (land including buildings and improvements) in the Company’s operating portfolio; included in Real estate properties on the Consolidated Balance Sheets. Excludes acquired development land as detailed below.

(3)This operating property is located on land subject to a ground lease. See Ground Leases discussion below for information regarding the Company’s right of use assets for ground leases.

Also during 2025, EastGroup purchased 300.4 acres of development land in four markets for $118,584,000. During 2024, EastGroup purchased 61.1 acres of development land in two markets for $13,762,000. During 2023, EastGroup purchased 328.3 acres of development land in seven markets for $70,664,000.

Sales of Real Estate

A summary of operating properties sold during the years ended December 31, 2025, 2024 and 2023 follows:

REAL ESTATE PROPERTIES SOLDLocationSize (unaudited)Date SoldNet Sales PriceBasisRecognized Gain
(Square feet) · (In thousands)
Laura Alice Business CenterSan Francisco, CA12,00006/02/2025$3,3713,371—
Interchange Business Park and Metro Airport Commerce CenterJackson, MS159,00003/05/2024$13,6144,8638,751
World Houston 23Houston, TX125,00003/31/2023$9,3274,5184,809
Ettie Business CenterSan Francisco, CA29,00011/20/202311,6388,8452,793
Los Angeles Corporate CenterLos Angeles, CA77,00012/29/202316,0065,64310,363
Total for 2023231,000$36,97119,00617,965

The table above includes sales of operating properties. The Company did not sell any land during the year ended December 31, 2025. During the year ended December 31, 2024, the Company also sold 5.4 acres of land in two markets for $4,261,000 and recognized gains on the sales of $362,000. During the year ended December 31, 2023, the Company also sold 11.9 acres of land in two markets for $4,750,000 and recognized gains on the sales of $446,000. The gains on sales of non-operating real estate are included in Other on the Consolidated Statements of Income and Comprehensive Income.

Development and Value-Add Properties

As of December 31, 2025, the Company’s development and value-add program consisted of projects in lease-up, under construction and prospective development (primarily land), as detailed in the table below. Costs incurred include capitalization of interest costs during the period of construction. The interest costs capitalized on development projects were $21,730,000 for 2025, $19,823,000 for 2024 and $16,235,000 for 2023. In addition, EastGroup capitalized internal development costs of $7,451,000 during 2025, compared to $8,181,000 during 2024 and $10,472,000 in 2023.

Total capital invested for development and value-add properties during 2025 was $321,934,000, which primarily consisted of improvement costs of $196,225,000 on development and value-add properties, $118,584,000 for new land investments, and costs of $7,125,000 on properties subsequent to transfer to Real estate properties. The capitalized costs incurred on development and value-add projects subsequent to transfer to Real estate properties include capital improvements at the properties and do not include other capitalized costs associated with development (i.e., interest expense, property taxes and internal personnel costs).

A summary of the Company’s Development and Value-Add Properties for the year ended December 31, 2025 follows:

Actual or Estimated Building Size (unaudited)Cumulative Costs Incurred as of 12/31/2025Projected Total Costs (1)(unaudited)
(Square feet) · (In thousands)
Lease-up1,935,000$230,578$266,300
Under construction1,538,000108,005233,600
Total lease-up and under construction3,473,000338,583$499,900
Prospective development (primarily land)11,798,000371,617
Total Development and value-add properties as of December 31, 202515,271,000$710,200
Total Development and value-add properties transferred to Real estate properties during the year ended December 31, 20252,109,000$279,082(2)

(1)Included in these costs are development obligations of $94,201,000 and tenant improvement obligations of $9,552,000 on properties under development.

(2)Represents cumulative costs at the date of transfer.

Ground Leases

EastGroup applies ASC 842, Leases, for its ground leases, which are classified as operating leases. The right of use assets for ground leases are included in Real estate properties on the Consolidated Balance Sheets. As of December 31, 2025 and 2024, the Company had operating properties subject to ground leases in Florida, Texas and Arizona. As of December 31, 2025 and 2024, the unamortized balances of the Company’s right of use assets for its ground leases were $34,976,000 and $38,393,000, respectively. In 2024, EastGroup assumed ground leases in connection with the acquisitions of DFW Global Logistics Centre 5-8 in Dallas and Akimel Gateway in Phoenix, along with right of use assets and lease liabilities of $10,795,000 and $11,041,000, respectively. In 2025, the Company did not assume any ground leases in connection with acquisitions.

The ground leases have terms of 40 to 65 years and renewal options of 15 to 35 years, except for one lease in Arizona which is automatically and perpetually renewed annually. With the renewal options included, expiration dates range from August 2051 to December 2085. The Company has included renewal options in the lease terms for calculating the ground lease assets and liabilities as the Company is reasonably certain it will exercise these options. Total ground lease expenditures for the years ended December 31, 2025, 2024 and 2023 were $4,020,000, $1,936,000 and $1,758,000, respectively. Payments are subject to increases at 3 to 10 year intervals based upon the agreed or appraised fair market value of the leased premises on the adjustment date or the Consumer Price Index percentage increase since the base rent date. These future changes in payments will be considered variable payments and will not impact the lease classification assessment of the ground lease unless there is a significant event that triggers reassessment, such as amendment with a change in the terms of the lease. The weighted-average remaining lease terms for the Company's ground leases were 46 years and 47 years as of December 31, 2025 and 2024, respectively.

The following schedule indicates approximate future minimum ground lease payments, including renewal periods, for these properties by year as of December 31, 2025:

Years Ending December 31,(In thousands)
2026$2,951
20272,968
20283,040
20293,101
20303,148
Thereafter149,219
Total minimum payments164,427
Imputed interest (1)(127,355)
Total ground lease liabilities$37,072

(1)As the Company’s leases do not provide an implicit rate, in order to calculate the present value of the remaining ground lease payments, the Company used its incremental borrowing rate, adjusted for a number of factors, including the long-term nature of the ground leases and the Company’s estimated borrowing costs, to determine the imputed interest for its ground leases. The weighted-average discount rate for the Company's ground leases was 6.82% as of December 31, 2025 and 2024.

(3)UNCONSOLIDATED INVESTMENT

The Company owns a 50% undivided tenant-in-common interest in Industry Distribution Center 2, a 309,000 square foot warehouse distribution building in the City of Industry (Los Angeles), California. The building was constructed in 1998 and is 100% leased through December 2026 to a single tenant who owns the other 50% interest in the property. This investment is accounted for under the equity method of accounting and had a carrying value of $7,007,000 at December 31, 2025, and $7,448,000 at December 31, 2024.

(4)OTHER ASSETS

A summary of the Company’s Other assets, net follows:

December 31,
20252024
(In thousands)
Leasing costs (principally commissions)$191,527173,582
Accumulated amortization of leasing costs(73,553)(63,179)
Leasing costs (principally commissions), net of accumulated amortization117,974110,403
Acquired in-place lease intangibles64,61959,101
Accumulated amortization of acquired in-place lease intangibles(28,156)(20,443)
Acquired in-place lease intangibles, net of accumulated amortization36,46338,658
Acquired above market lease intangibles674564
Accumulated amortization of acquired above market lease intangibles(376)(376)
Acquired above market lease intangibles, net of accumulated amortization298188
Straight-line rents receivable100,94983,722
Accounts receivable11,87510,033
Interest rate swap assets10,50021,953
Right of use assets — Office leases (operating)1,6662,228
Goodwill990990
Escrow deposits and prepaid costs for pending transactions2,6443,336
Prepaid insurance5,7286,469
Receivable for insurance proceeds4,6563,863
Prepaid expenses and other assets13,5948,316
Total Other assets, net$307,337290,159

(5)UNSECURED BANK CREDIT FACILITIES

The Company’s borrowings on unsecured bank credit facilities are detailed below:

December 31,
20252024
(In thousands)
Unsecured bank credit facilities — Variable rate, carrying amount$18,845—
Unamortized debt issuance costs(2,596)(3,595)
Unsecured bank credit facilities, net of debt issuance costs$16,249(3,595)

On June 13, 2024, EastGroup entered into amended and restated credit agreements related to its $625,000,000 and $50,000,000 unsecured bank credit facilities, to extend the maturity dates from July 30, 2025 to July 31, 2028. Also on November 19, 2025, the Company entered into amended and restated credit agreements related to both unsecured bank credit facilities, to remove the SOFR adjustment, decreasing the credit spread for both facilities by 10 basis points. There were no other material changes to the credit facilities, which are outlined below.

The Company has a $625,000,000 unsecured bank credit facility with a group of 10 banks, which has a maturity date of July 31, 2028. The credit facility contains options fortwo six-month extensions (at the Company’s election) and an additional

$625,000,000 accordion (with agreement by all parties). The interest rate on each tranche is reset on a monthly basis and as of December 31, 2025, was Term Secured Overnight Financing Rate (“SOFR”) plus 73.5 basis points with an annual facility fee of 14 basis points. As of December 31, 2025, the Company hadno outstanding balance on this unsecured bank credit facility and an interest rate of 4.451%. The Company has one standby letter of credit totaling $2,588,000 pledged on this facility, which reduces borrowing capacity under the credit facility.

The Company also has a $50,000,000 unsecured bank credit facility with a maturity date of July 31, 2028, or such later date as designated by the bank; the Company also hastwo six-month extensions available if the extension options in the $625,000,000 facility are exercised. The interest rate is reset on a daily basis and as of December 31, 2025, was SOFR plus 77.5 basis points with an annual facility fee of 15 basis points. As of December 31, 2025, the interest rate was 4.545% with $18,845,000 of variable rate borrowings.

For both facilities, the margin and facility fee are subject to changes in the Company’s credit ratings. In May 2025, Moody's Ratings affirmed EastGroup's issuer rating of Baa2 and changed its rating outlook from stable to positive. Given the strength of the Company’s key credit metrics, initial pricing for the credit facilities is based on the BBB+/Baa1 credit ratings level. This favorable pricing level will be retained provided that the Company’s consolidated leverage ratio, as defined in the applicable agreements, remains less than 32.5%.

The $625,000,000 facility also includes a sustainability-linked pricing component, pursuant to which the applicable interest rate margin is adjusted if the Company meets a certain sustainability performance target. This sustainability metric is evaluated annually, allowing the interest rate to be adjusted in the following year. The margin on the facility can be decreased or increased by up to four basis points and the facility fee can be decreased or increased by up to one basis point.

Average unsecured bank credit facilities borrowings were $26,822,000 in 2025, $1,776,000 in 2024 and $49,384,000 in 2023, with weighted average interest rates (excluding amortization of facility fees and debt issuance costs) of 4.90% in 2025,6.25% in 2024 and 5.68% in 2023. Amortization of facility fees was $960,000, $1,012,000 and $1,005,000 for 2025, 2024 and 2023, respectively. Amortization of debt issuance costs for the Company’s unsecured bank credit facilities was $1,058,000, $1,036,000 and $1,003,000 for 2025, 2024 and 2023, respectively.

The Company’s unsecured bank credit facilities have certain restrictive covenants, such as maintaining minimum debt service coverage and leverage ratios and maintaining insurance coverage, and the Company was in compliance with all of its financial debt covenants at December 31, 2025 and 2024.

(6)UNSECURED DEBT

The Company’s unsecured debt is detailed below:

December 31,
20252024
(In thousands)
Unsecured debt —Fixed rate, carrying amount (1)$1,615,0001,510,000
Unamortized debt issuance costs(3,974)(2,843)
Unsecured debt, net of debt issuance costs$1,611,0261,507,157

(1)These loans have a fixed interest rate or an effectively fixed interest rate due to interest rate swaps.

A summary of the carrying amount of Unsecured debt follows:

Balance at December 31,
MarginInterest RateMaturity Date20252024
(In thousands)
$50 Million Unsecured Term Loan (1)1.10%1.58%03/18/2025$—50,000
$20 Million Senior Unsecured NotesNot applicable3.80%08/28/2025—20,000
$25 Million Senior Unsecured NotesNot applicable3.97%10/01/2025—25,000
$50 Million Senior Unsecured NotesNot applicable3.99%10/07/2025—50,000
$100 Million Unsecured Term Loan (1) (2)0.84%1.98%10/10/2026100,000100,000
$40 Million Senior Unsecured NotesNot applicable3.75%12/15/202640,00040,000
$100 Million Unsecured Term Loan (1) (2)0.85%1.70%03/25/2027100,000100,000
$75 Million Unsecured Term Loan (1) (2)0.84%3.89%08/31/202775,00075,000
$60 Million Senior Unsecured NotesNot applicable3.93%04/10/202860,00060,000
$100 Million Unsecured Term Loan (1) (2)0.85%2.51%09/29/2028100,000100,000
$80 Million Senior Unsecured NotesNot applicable4.27%03/28/202980,00080,000
$75 Million Senior Unsecured NotesNot applicable3.47%08/19/202975,00075,000
$100 Million Unsecured Term Loan (1) (2) (3)0.95%4.87%01/13/2030100,000100,000
$100 Million Unsecured Term Loan (1)0.85%4.11%04/30/2030100,000—
$100 Million Senior Unsecured NotesNot applicable2.61%10/14/2030100,000100,000
$150 Million Unsecured Term Loan (1)0.85%4.15%03/14/2031150,000—
$125 Million Senior Unsecured NotesNot applicable2.74%06/10/2031125,000125,000
$35 Million Senior Unsecured NotesNot applicable3.54%08/15/203135,00035,000
$150 Million Senior Unsecured NotesNot applicable3.03%04/20/2032150,000150,000
$75 Million Senior Unsecured NotesNot applicable2.71%10/14/203275,00075,000
$75 Million Senior Unsecured NotesNot applicable4.90%10/12/203375,00075,000
$75 Million Senior Unsecured NotesNot applicable4.95%10/12/203475,00075,000
$1,615,0001,510,000

(1)The interest rates on these unsecured term loans are comprised of either Term or Daily SOFR plus a margin which is subject to a pricing grid for changes in the Company’s coverage ratings. The Company entered into interest rate swap agreements (further described in Note 12) to convert the loans’ Term or Daily SOFR rates to effectively fixed interest rates. The interest rates in the table above are the effectively fixed interest rates for the loans, including the effects of the interest rate swaps, as of December 31, 2025.

(2)These term loans were refinanced effective November 19, 2025 to remove the SOFR adjustment, decreasing the credit spread by 10 basis points, which is reflected in the margins and effectively fixed rate noted above.

(3)This term loan was refinanced effective January 9, 2025. It now carries a maturity date of January 13, 2028, with two one-year extension options available at the Company's election, which extends the maturity to January 13, 2030. Further detail is provided below.

In January 2025, EastGroup refinanced a $100,000,000 senior unsecured term loan, reducing the credit spread by 30 basis points to a total effectively fixed interest rate of 4.97%. The loan, which previously had five years remaining, was modified to a three year maturity with two one-year extension options, at the Company's election.

In March 2025, EastGroup repaid a $50,000,000 senior unsecured term loan at maturity with an effectively fixed interest rate of 1.58%.

In August 2025, EastGroup repaid senior unsecured notes at maturity. The notes had a principal balance of $20,000,000 and a fixed interest rate of 3.80%.

In October 2025, the Company repaid two maturing senior unsecured notes totaling $75,000,000. Senior unsecured notes with a principal balance of $25,000,000 had a fixed interest rate of 3.97%. The other senior unsecured notes with a principal balance of $50,000,000 had a fixed interest rate of 3.99%. Both payments were made at maturity.

In November 2025, the Company entered into a term loan agreement, separated into two tranches. One tranche provides a $100,000,000 term loan with a term of approximately 4.5 years and an effectively fixed interest rate of 4.11% with interest-only payments. The second tranche provides a $150,000,000 term loan with a term of approximately 5.5 years and an effectively fixed interest rate of 4.15% with interest-only payments. At the Company's option, the term loans bear interest at an annual rate of the Daily Simple SOFR (as defined in the term loan agreement) plus an applicable margin (0.85% as of December 31, 2025) based on the Company’s senior unsecured long-term debt rating. The Company also entered into interest rate swap agreements to convert the loans' SOFR rate component to a fixed interest rate for the entire terms of the loans, providing effectively fixed interest rates for each loan.

During the year ended December 31, 2024, EastGroup repaid a $50,000,000 senior unsecured term loan at maturity with an effectively fixed interest rate of 4.08%. The Company also made principal repayments at maturity of $120,000,000 on its senior unsecured notes with a weighted average fixed interest rate of 3.47%. The Company did not enter into or refinance any unsecured debt agreements during the year ended December 31, 2024.

During the year ended December 31, 2023, EastGroup closed on a $100,000,000 unsecured term loan with an effectively fixed interest rate of 5.27%. The Company refinanced a $100,000,000 unsecured term loan, reducing the interest rate by 45 basis points. EastGroup repaid a $65,000,000 unsecured term loan with an effectively fixed interest rate of 2.31%. The Company also made a scheduled $50,000,000 principal repayment on its senior unsecured notes with a fixed interest rate of 3.80%.

The Company’s unsecured debt instruments have certain restrictive covenants, such as maintaining debt service coverage and leverage ratios and maintaining insurance coverage, and the Company was in compliance with all of its financial debt covenants at December 31, 2025 and 2024.

The Company currently intends to repay its debt obligations, both in the short-term and long-term, through its operating cash flows, borrowings under its unsecured bank credit facilities, proceeds from new debt (primarily unsecured), and/or proceeds from the issuance of equity instruments.

Scheduled principal payments on long-term debt, including Unsecured debt, net of debt issuance costs(not including Unsecured bank credit facilities, net of debt issuance costs), as of December 31, 2025 are as follows:

MATURITY DATESPrincipal Payments Maturing
(In thousands)
2026$140,000
2027175,000
2028160,000
2029155,000
2030300,000
Thereafter685,000
Total unsecured debt, before amortization of debt issuance costs$1,615,000

(7)ACCOUNTS PAYABLE AND ACCRUED EXPENSES

A summary of the Company’s Accounts payable and accrued expenses follows:

December 31,
20252024
(In thousands)
Property taxes payable$14,70711,528
Development costs payable15,91916,388
Retainage payable6,32410,920
Real estate improvements and capitalized leasing costs payable10,3418,753
Interest payable8,0418,351
Dividends payable84,72574,049
Book overdraft (1)9,052—
Incentive compensation payable8,6146,726
Other payables and accrued expenses12,22210,627
Total Accounts payable and accrued expenses$169,945147,342

(1)Represents checks written before the end of the period which have not cleared the bank; therefore, the bank has not yet advanced cash to the Company. When the checks clear the bank, they will be funded through the Company’s working cash line of credit, which is included in the Company’s Unsecured bank credit facilities. See Note 1(q).

(8)OTHER LIABILITIES

A summary of the Company’s Other liabilities follows:

December 31,
20252024
(In thousands)
Security deposits$48,20043,506
Prepaid rent and other deferred income24,89424,813
Operating lease liabilities — Ground leases37,07239,387
Operating lease liabilities — Office leases1,6882,269
Acquired below-market lease intangibles34,76429,198
Accumulated amortization of acquired below-market lease intangibles(11,371)(6,781)
Acquired below-market lease intangibles, net of accumulated amortization23,39322,417
Interest rate swap liabilities2,143—
Other liabilities6091,636
Total Other liabilities$137,999134,028

(9)COMMON STOCK ACTIVITY

The following table presents the common stock activity for the three years ended December 31, 2025, 2024, and 2023:

Years Ended December 31,
2025 · 2024 · 2023
(Common stock, in shares)
Shares outstanding at beginning of year51,825,79847,700,43243,575,539
Common stock offerings1,482,1984,071,5364,094,896
Incentive restricted stock granted60,22084,30857,741
Incentive restricted stock forfeited—(2,545)(1,015)
Director restricted stock granted4,8845,0404,134
Employee common stock awarded650600575
Stock withheld for tax obligations(24,950)(33,573)(31,438)
Shares outstanding at end of year53,348,80051,825,79847,700,432

On December 5, 2025, we established an ATM program pursuant to which we are able to sell, from time to time, shares of our common stock having an aggregate gross sales price of up to $1,000,000,000 (the “Current ATM Program”). The Current ATM Program replaces our previous $1,000,000,000 ATM program (the “Prior ATM Program”), which was established on October 25, 2024, under which we had sold shares of our common stock having an aggregate gross sales price of $479,899,000 through December 5, 2025. In addition, we previously established a $750,000,000 ATM program on October 25, 2023, under which we had sold shares of our common stock having an aggregate gross sales price of $746,153,000 through October 25, 2024.

Direct Common Stock Issuance Activity

The following table presents the Company’s common stock issuance activity sold directly through sales agents pursuant to the Company's ATM programs during the years ended December 31, 2025, 2024 and 2023:

Years Ended December 31,Common Stock Issued (1)Weighted Average PriceGross ProceedsNet Proceeds
(In shares) · (Per share) · (In thousands)
202533,120$183.15$6,066$6,005
20241,373,459174.30239,390236,996
20234,094,896170.77699,304692,312

(1)Excludes shares of common stock sold on a forward basis as described in the following paragraph.

Forward Equity Offering Activity

In connection with the Current ATM program, we may sell shares of our common stock through sales agents or through certain financial institutions acting as forward counterparties whereby, at our discretion, the forward counterparties, or their agents or affiliates, may borrow from third parties and subsequently sell shares of our common stock. The use of a forward equity sale agreement allows us to lock in a share price on the sale of shares of our common stock but defer settling and receiving the proceeds from the sale of shares until a later date. Additionally, the forward price that we expect to receive upon settlement of an agreement will be subject to adjustment for (i) a floating interest rate factor equal to a specified daily rate less a spread, (ii) the forward purchaser’s stock borrowing costs and (iii) scheduled dividends during the term of the agreement.

The following table presents the Company’s forward equity offering activity during the years ended December 31, 2025, 2024 and 2023:

Common StockWeighted Average PriceGross Proceeds
(In shares)(Per share)(In thousands)
Forward Sale Agreements Outstanding at December 31, 2022—N/A$—
New forward sale agreements (1)406,041$183.9274,679
Forward sale agreements settled — Shares issued and proceedsreceived—N/A—
Forward Sale Agreements Outstanding at December 31, 2023406,041183.9274,679
New forward sale agreements (1)2,677,289178.32477,420
Forward sale agreements settled — Shares issued and proceedsreceived (2)(2,698,077)179.63(484,653)
Forward Sale Agreements Outstanding at December 31, 2024385,253175.0767,446
New forward sale agreements (1)1,063,825181.89193,498
Forward sale agreements settled — Shares issued and proceedsreceived (3)(1,449,078)180.08(260,944)
Forward Sale Agreements Outstanding at December 31, 2025—N/A$—

(1)The Company did not receive any proceeds from the sale of common shares by the forward counterparties at the time it entered into forward sale agreements.

(2)EastGroup settled outstanding forward equity sale agreements by issuing 2,698,077 shares of common stock in exchange for net proceeds of approximately $480,663,000.

(3)EastGroup settled outstanding forward equity sale agreements by issuing 1,449,078 shares of common stock in exchange for net proceeds of approximately $258,066,000.

(10)STOCK-BASED COMPENSATION

Equity Incentive Plan

In April 2013, the Board of Directors adopted the EastGroup Properties, Inc. 2013 Equity Incentive Plan (the “2013 Equity Plan”) upon the recommendation of the Compensation Committee of the Company's Board of Directors (the “Committee”); the 2013 Equity Plan was approved by the Company’s stockholders and became effective May 29, 2013. The 2013 Equity Plan was further amended by the Board of Directors in March 2017. The 2013 Equity Plan permitted the grant of awards to employees and directors with respect to 2,000,000 shares of common stock.

In April 2023, the Board of Directors adopted the EastGroup Properties, Inc. 2023 Equity Incentive Plan (the “2023 Equity Plan”) upon the recommendation of the Committee; the 2023 Equity Plan was approved by the Company’s stockholders and became effective May 25, 2023. The 2023 Equity Plan permits the grant of awards to employees and directors with respect to 1,500,000 shares of common stock.

There were 1,330,959,1,396,713 and 1,484,116 shares available for grant under the 2023 Equity Plan as of December 31, 2025, 2024 and 2023, respectively. Typically, the Company issues new shares to fulfill stock grants.

Employee Equity Awards

The Company’s restricted stock program is designed to provide incentives for management to achieve goals established by the Committee. The awards act as a retention device, as they vest over time, allowing participants to benefit from dividends on shares as well as potential stock appreciation. Equity awards align management’s interests with the long-term interests of shareholders.

The Committee approves long-term and annual equity compensation awards for the Company’s executive officers. The vesting periods of the Company’s restricted stock plans vary, as determined by the Committee. Restricted stock is granted to executive officers subject to both continued service and the satisfaction of certain annual performance goals and multi-year market conditions as determined by the Committee.

Long-term equity compensation awards

The long-term compensation awards include components based on the Company’s total shareholder return over the upcoming three-year period and the employee’s continued service as of the vesting dates. The total shareholder return component is subject to bright-line tests that compare the Company’s total shareholder return to the member companies of the Nareit Equity Index and the Nareit industrial index.

The following table summarizes the assumptions used in the Monte Carlo simulation pricing model used to determine the grant date fair value of the multi-year market conditions component of the long-term compensation awards for 2025, 2024 and 2023:

2025 Award2024 Award2023 Award
Valuation date2/27/20252/26/20243/2/2023
Risk-free interest rate4.21%4.65%4.68%
Expected share price volatility for the Company22.08%22.85%31.01%
Expected share price volatility for peer group companies —Low end of range22.74%20.46%27.31%
Expected share price volatility for peer group companies —High end of range62.28%62.79%51.26%
Expected dividend yield3.11%2.84%3.02%
Number of simulation paths1,000,0001,000,0001,000,000
Grant date fair value (in thousands)$6,9034,4424,885

The risk-free interest rate is based on zero coupon risk-free rates matching the three-year time period of the market performance period. The expected share price volatilities are based on a mix of the historical and implied volatilities of the Company and the peer group companies. The expected dividend yield is based on the expected annual cash dividend as of the valuation date divided by the Company’s stock price on the valuation date. These market based awards are expensed on a straight-line basis over the requisite service period (75% vests at the end of the three-year performance period and 25% vests the following year).

The following table presents the total shareholder return component of the long-term compensation awards for the four years ended December 31, 2025:

2025 Award2024 Award2023 Award2022 Award
Grant date2/27/20252/26/20243/2/20233/3/2022
Performance period1/1/25 - 12/31/271/1/24 - 12/31/261/1/23 - 12/31/251/1/22 - 12/31/24
Range of earnable shares — Low end of range————
Range of earnable shares — High end of range52,50139,36444,72527,212
Shares determinedN/A (1)N/A (1)N/A (1)13,606

(1)The market conditions for this award have not yet been satisfied and the number of shares have not yet been determined.

The long term awards subject only to continuing employment are expensed on a straight-line basis over the requisite service period (25% vests in each of the following four years). The following table presents the service only component of the long-term compensation awards for the four years ended December 31, 2025:

2025 Award2024 Award2023 Award2022 Award
Grant date2/27/20252/26/20243/2/20233/3/2022
Shares granted11,2508,4369,5835,830
Grant date share price$179.99179.17165.83193.54

Annual equity compensation awards

The annual equity compensation awards include components based on certain annual Company performance measures and individual annual performance goals over the upcoming year. The Company performance measures for 2025 are: (i) funds from operations “FFO” per share, (ii) cash same property net operating income change, (iii) debt-to-EBITDAre ratio, and (iv) fixed charge coverage. The Company begins recognizing expense for its estimate of the shares that could be earned pursuant to these awards on the grant date; the expense is adjusted to estimated performance levels during the performance period and to actual upon the determination of the awards. The shares are expensed using the graded vesting attribution method which recognizes each separate vesting portion of the award as a separate award on a straight-line basis over the requisite service period (34% vests at the end of theone year performance period and 33% vests in each of the followingtwo years).

The following table presents the Company performance measures component of the annual equity compensation awards for the three years ended December 31, 2025:

2025 Award2024 Award2023 Award
Grant date2/27/20252/26/20243/2/2023
Performance period1/1/25 - 12/31/251/1/24 - 12/31/241/1/23 - 12/31/23
Range of earnable shares — Low end of range———
Range of earnable shares — High end of range14,78418,54821,438
Shares determinedN/A (1)16,44421,438
Grant date share price$179.99179.17165.83

(1)The performance conditions for this award have not yet been satisfied and the number of shares have not yet been determined.

Any shares issued pursuant to the individual annual performance goals are determined by the Committee in its discretion following the performance period. The Company begins recognizing the expense for the shares on the grant date and expenses on a straight-line basis over the remaining service period (34% vests at the end of theone year performance period and 33% vests in each of the followingtwo years).

The following table presents the individual performance goals component of the annual equity compensation awards for the three years ended December 31, 2025:

2025 Award2024 Award2023 Award
Grant dateN/A (1)2/12/20252/14/2024
Performance period1/1/25 - 12/31/251/1/24 - 12/31/241/1/23 - 12/31/23
Range of earnable shares — Low end of range———
Range of earnable shares — High end of range4,5015,6525,358
Shares determinedN/A (1)4,6704,814
Grant date share priceN/A (1)$178.86183.46

(1)For this award, the performance conditions and grant date criteria under ASC 718, Compensation - Stock Compensation, have not yet been satisfied and the date of grant and resulting number of shares have not yet been determined.

Equity compensation is also awarded to the Company’s non-executive officers, which are subject to service only conditions and expensed on a straight-line basis over the requisite service period (20% vests in each of the following five years). The total compensation expense is based upon the fair market value of the shares on the grant date. The following table presents the compensation awards to non-executive officers for the three years ended December 31, 2025:

2025 Award2024 Award2023 Award
Grant date8/25/20258/5/20246/20/2023
Shares granted14,25012,15011,325
Grant date share price$168.36179.35172.70

The Committee has adopted an Equity Award Retirement Policy (the “retirement policy”) which allows for accelerated vesting of unvested shares for retirement-eligible employees (defined as employees who meet certain age and years of service requirements). In order to qualify for accelerated vesting upon retirement, the eligible employees must provide required notification under the retirement policy and must retire from the Company. The Company has adjusted its stock-based compensation expense to accelerate the recognition of expense for retirement-eligible employees.

Stock-based compensation cost for employees was $12,864,000, $11,729,000 and $11,013,000 for 2025, 2024 and 2023, respectively, of which $1,890,000, $2,017,000 and $2,812,000 were capitalized as part of the Company’s development costs for the respective years. As of December 31, 2025, there was $4,888,000 of unrecognized compensation cost related to unvested restricted stock compensation for employees and directors that is expected to be recognized over a weighted average period of 1.5 years.

During the restricted period for granted and unvested awards, dividends are accrued based upon the number of shares expected to be awarded; accrued dividends are paid upon vesting of the awards. As of December 31, 2025, 2024 and 2023, accrued dividends on unvested restricted stock were $2,173,000, $1,617,000 and $1,921,000, respectively. Of the shares that vested in 2025, 2024 and 2023,24,745 shares,33,381 shares and 31,254 shares, respectively, were withheld by the Company to satisfy the tax obligations for those employees who elected this option as permitted under the applicable equity plan.

Following is a summary of the total restricted shares granted, forfeited and delivered (vested) to employees with the related weighted average grant date fair value share prices for 2025, 2024 and 2023. As of the grant dates, the aggregate fair value of shares that were granted during 2025, 2024 and 2023 was $11,117,000, $11,270,000 and $8,562,000, respectively. As of the vesting dates, the aggregate fair value of shares that vested during 2025, 2024 and 2023 was $9,977,000, $14,324,000 and $11,304,000, respectively.

RESTRICTED STOCK ACTIVITYYears Ended December 31,
202520242023
SharesWeighted AverageGrant DateFair ValueSharesWeighted AverageGrant DateFair ValueSharesWeighted AverageGrant DateFair Value
Unvested at beginning of year84,069$160.7280,282$153.4396,708$131.79
Granted (1) (2)60,220184.6184,308133.6857,741148.28
Forfeited——(2,545)156.45(1,015)144.79
Vested(59,819)163.92(77,976)124.12(73,152)120.87
Unvested at end of year84,470175.4984,069160.7280,282153.43

(1)Includes restricted shares granted during the year without performance or market conditions. Also includes restricted shares granted in previous years, for long-term and annual equity compensation awards for the Company's executive officers, for which performance based or market based conditions have been satisfied and the resulting number of shares have been determined during the year.

(2)Does not include restricted shares subject to open performance periods. For the long-term equity compensation awards established in 2023 and 2024 and the long-term and annual equity compensation awards established in 2025, the number of shares depend on satisfaction of performance based or market based conditions, and the number of shares to be earned could range from zero to 155,875.

Following is a vesting schedule of the total unvested shares for employees as of December 31, 2025:

Unvested Shares Vesting ScheduleNumber of Shares
202638,566
202723,089
202811,984
20297,981
20302,850
Total Unvested Shares84,470

Directors Equity Awards

The Board of Directors has adopted a policy under the 2023 Equity Plan pursuant to which awards will be made to non-employee Directors. The current policy provides that the Company shall automatically award an annual restricted share award to each non-employee Director who has been elected or re-elected as a member of the Board of Directors at the Annual Meeting. The number of shares shall be equal to $135,000 divided by the fair market value of a share on the date of such election. If a non-employee Director is elected or appointed to the Board of Directors other than at an Annual Meeting of the Company, the annual restricted share award shall be pro-rated. The restricted shares vest in full on the earlier of the one-year anniversary of the date of grant or the next annual meeting of shareholders following the date of grant, subject to the non-employee director’s continued service on the Board through such vesting date, subject to certain exceptions. The shares are expensed on a straight-line basis over the service period. The policy also provides that each new non-employee Director appointed or elected will receive an automatic award of restricted shares of Common Stock on the effective date of election or appointment equal to $25,000 divided by the fair market value of the Company’s Common Stock on such date. These restricted shares will vest 25% per year over afour-year period upon the performance of future service as a Director, subject to certain exceptions. The shares are expensed on a straight-line basis over the service period.

Directors were granted 4,884,5,040 and 4,134 shares of common stock as annual restricted share awards during 2025, 2024 and 2023, respectively.

Stock-based compensation expense for directors was $819,000, $764,000 and $764,000 for 2025, 2024 and 2023, respectively.

Following is a summary of the total restricted shares granted, forfeited and delivered (vested) to directors with the related weighted average grant date fair value share prices for 2025, 2024 and 2023. As of the grant dates, the aggregate fair value of shares that were granted during 2025, 2024 and 2023 was $811,000, $811,000 and $661,000, respectively. As of the vesting dates, the fair value of shares that vested during 2025, 2024 and 2023 was $842,000, $680,000 and $904,000, respectively.

Restricted Stock Activity:Years Ended December 31,
2025 · 2024 · 2023
Shares · Weighted AverageGrant DateFair Value · Shares · Weighted AverageGrant DateFair Value · Shares · Weighted AverageGrant DateFair Value
Unvested at beginning of year5,104$161.334,282$160.155,800$158.31
Granted4,884165.995,040160.874,134159.79
Forfeited——————
Vested(5,072)161.10(4,218)159.58(5,652)158.00
Unvested at end of year4,916166.205,104161.334,282160.15

(11)COMPREHENSIVE INCOME

Total Comprehensive Income is comprised of net income plus all other changes in equity from non-owner sources and is presented on the Consolidated Statements of Income and Comprehensive Income. The components of Accumulated other comprehensive incomefor 2025, 2024 and 2023 are presented in the Company’s Consolidated Statements of Changes in Equity and are summarized below. See Note 12 for information regarding the Company’s interest rate swaps.

Years Ended December 31,
202520242023
ACCUMULATED OTHER COMPREHENSIVE INCOME: · (In thousands)
Balance at beginning of year$21,95324,88836,371
Other comprehensive loss — Interest rate swaps(13,596)(2,935)(11,483)
Balance at end of year$8,35721,95324,888

(12) DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risk, including interest rate, liquidity and credit risk primarily by managing the amount, sources and duration of its debt funding and, to a limited extent, the use of derivative instruments.

Specifically, the Company has entered into derivative instruments to manage exposures that arise from business activities that result in the payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative instruments, described below, are used to manage differences in the amount, timing and duration of the Company’s known or expected cash payments principally related to certain of the Company’s borrowings.

The Company’s objective in using interest rate derivatives is to change variable interest rates to fixed interest rates by using interest rate swaps. Interest rate swaps designated as cash flow hedges involve the receipt of variable rate amounts from a counterparty in exchange for the Company making fixed rate payments over the term of the agreements without exchange of the underlying notional amount.

As of December 31, 2025, EastGroup had nine 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 or Daily SOFR rate components to effectively fixed interest rates, and the Company has concluded that each of the hedging relationships is highly effective.

The changes in the fair value of derivatives designated and qualifying as cash flow hedges are recorded in Other comprehensive lossand are subsequently reclassified into earnings through Interest expense as interest payments are made or received on the Company’s variable rate debt in the period that the hedged forecasted transaction affects earnings. The Company estimates that an additional $5,888,000 will be reclassified from Other comprehensive lossas a decrease in Interest expense over the next twelve months.

The Company’s valuation methodology for over-the-counter (“OTC”) derivatives is to discount cash flows based on SOFR market data. Uncollateralized or partially-collateralized trades include appropriate economic adjustments for funding costs and credit risk. The Company calculates its derivative valuations using mid-market prices.

As of December 31, 2025 and 2024, the Company had the following outstanding interest rate derivatives that are designated as cash flow hedges of interest rate risk:

NOTIONAL VALUE OF INTEREST RATE DERIVATIVESDecember 31,2025December 31,2024
(In thousands)
Interest Rate Swap$100,000100,000
Interest Rate Swap100,000100,000
Interest Rate Swap—50,000
Interest Rate Swap100,000100,000
Interest Rate Swap75,00075,000
Interest Rate Swap100,000100,000
Interest Rate Swap50,000—
Interest Rate Swap50,000—
Interest Rate Swap100,000—
Interest Rate Swap50,000—

The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Consolidated Balance Sheets as of December 31, 2025 and 2024. See Note 16 for additional information on the fair value of the Company’s interest rate swaps.

FAIR VALUE OF DERIVATIVES DESIGNATED AS CASH FLOW HEDGESDecember 31,2025December 31,2024
(In thousands)
Interest rate swap assets (1)$10,50021,953
Interest rate swap liabilities (2)2,143—

(1)Included in Other assets, net on the Consolidated Balance Sheets.

(2)Included in Other liabilities on the Consolidated Balance Sheets.

The table below presents the effect of the Company’s derivative financial instruments (interest rate swaps) on the Consolidated Statements of Income and Comprehensive Income for the years ended December 31, 2025, 2024 and 2023:

Years Ended December 31,
EFFECT OF CASH FLOW HEDGES ON OTHER COMPREHENSIVE LOSS202520242023
(In thousands)
Amount of income (loss) recognized in Other comprehensive loss on derivatives$(2,675)14,8696,319
Amount of (income) reclassified from Accumulated other comprehensive income into Interest expense(10,921)(17,804)(17,802)

See Note 11 for additional information on the Company’s Accumulated other comprehensive income resulting from its interest rate swaps.

Derivative financial agreements expose the Company to credit risk in the event of non-performance by the counterparties under the terms of the interest rate hedge agreements. The Company believes it minimizes the credit risk by transacting with financial institutions the Company regards as credit-worthy.

The Company has an agreement with its derivative counterparties containing a provision stating that the Company could be declared in default on its derivative obligations if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender. As of December 31, 2025, the Company had not posted any collateral related to these agreements and were not in breach of any of the provisions of these agreements. If the Company had breached any of these provisions, it would be required to settle its obligations under the agreements at their termination value.

(13)EARNINGS PER SHARE

Reconciliation of the numerators and denominators in the basic and diluted EPS computations is as follows:

Years Ended December 31,
202520242023
(In thousands)
BASIC EPS COMPUTATION FOR NET INCOME ATTRIBUTABLE TOEASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS
Numerator — Net income attributable to common stockholders$257,402227,751200,491
Denominator — Weighted average shares outstanding — Basic52,72348,80345,224
DILUTED EPS COMPUTATION FOR NET INCOME ATTRIBUTABLETO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS
Numerator — Net income attributable to common stockholders$257,402227,751200,491
Denominator:
Weighted average shares outstanding — Basic52,72348,80345,224
Effect of dilutive securities (1)91108107
Weighted average shares outstanding — Diluted52,81448,91145,331

(1)Potentially dilutive securities include outstanding forward equity sale agreements and unvested restricted shares of common stock. See Note 1(m) for additional information.

(14)DEFINED CONTRIBUTION PLAN

EastGroup maintains a 401(k) plan for its employees. The Company makes matching contributions of 50% of the employee’s contribution (limited to 10% of compensation as defined by the plan) and may also make annual discretionary contributions. The Company’s total expense for this plan was $1,409,000, $1,317,000 and $1,246,000 for 2025, 2024 and 2023, respectively.

(15)LEGAL MATTERS

The Company is not presently involved in any material litigation nor, to its knowledge, is any material litigation threatened against the Company or its properties, other than routine litigation arising in the ordinary course of business.

(16)FAIR VALUE OF FINANCIAL INSTRUMENTS

ASC 820, Fair Value Measurement, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 also provides guidance for using fair value to measure financial assets and liabilities. The FASB Codification requires disclosure of the level within the fair value hierarchy in which the fair value measurements fall, including measurements using quoted prices in active markets for identical assets or liabilities (Level 1), quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active (Level 2), and significant valuation assumptions that are not readily observable in the market (Level 3).

The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments in accordance with ASC 820 at December 31, 2025 and 2024.

December 31,
20252024
Carrying Amount (1) · Fair Value · Carrying Amount (1) · Fair Value
(In thousands)
Financial Assets:
Cash and cash equivalents$1,0071,00717,52917,529
Interest rate swap assets10,50010,50021,95321,953
Financial Liabilities:
Unsecured bank credit facilities — Variable rate (2)18,84518,883——
Unsecured debt (2)1,615,0001,548,4141,510,0001,403,754
Interest rate swap liabilities2,1432,143——

(1)Carrying amounts shown in the table are included in the Consolidated Balance Sheets under the indicated captions, except as indicated in the notes below.

(2)Carrying amounts and fair values shown in the table exclude debt issuance costs (see Notes 5 and 6 for additional information).

The following methods and assumptions were used to estimate the fair value of each class of financial instruments:

Cash and cash equivalents: The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The carrying amounts approximate fair value due to the short maturity of those instruments.

Interest rate swap assets (included in Other assets, net on the Consolidated Balance Sheets): The instruments are recorded at fair value based on models using inputs, such as interest rate yield curves, SOFR swap curves, observable for substantially the full term of the contract (Level 2 input). See Note 12 for additional information on the Company’s interest rate swaps.

Unsecured bank credit facilities: The fair value of the Company’s unsecured bank credit facilities is estimated by discounting expected cash flows at current market rates (Level 2 input), excluding the effects of debt issuance costs.

Unsecured debt: The fair value of the Company’s unsecured debt is estimated by discounting expected cash flows at the rates currently offered to the Company for debt of the same remaining maturities, as advised by the Company’s bankers (Level 2 input), excluding the effects of debt issuance costs.

Interest rate swap liabilities (included in Other liabilities on the Consolidated Balance Sheets): The instruments are recorded at fair value based on models using inputs, such as interest rate yield curves, SOFR swap curves, observable for substantially the full term of the contract (Level 2 input). See Note 12 for additional information on the Company’s interest rate swaps.

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