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UDR, Inc.

For the period ended Sep 30, 2025. Filed Oct 30, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Oct 30, 2025

UDR$36.58-1.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-07-31.

0000074208-25-000051

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-10-30.

0000074208-25-000072

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 136 previous paragraphs and 133 current paragraphs.

73 unchanged; 48 reworded; 9 added; 10 removed; 5 previous and 3 current paragraphs rearranged.

Tables are not compared: 69 previous and 70 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (9)

Current report

During the three and nine months ended September 30, 2025, the Company repurchased 0.7 million shares of its common stock at an average price of $38.37 per share for total consideration of approximately $25.0 million under its share repurchase program. In October 2025, the Company repurchased an additional 0.3 million shares of its common stock at an average price of $36.14 per share for total consideration of approximately $10.0 million under its share repurchase program.

Current report

impairment loss on one of its preferred equity investment (recorded inIncome/(loss) from unconsolidated entities on the Consolidated Statements of Operations) due to a decrease in the value of the operating community that it deemed to be other-than-temporary.

Current report

Nine Months Ended September 30, 2025 vs. Nine Months Ended September 30, 2024

Current report

Nine Months Ended September 30, 2025 vs. Nine Months Ended September 30, 2024

Current report

For the three months ended September 30, 2025 and 2024, the Company recognized income/(loss) from unconsolidated entities of $14.0 million and $(1.9) million, respectively. The increase in 2025 as compared to 2024 was primarily due to no non-cash impairment losses during the three months ended September 30, 2025, as compared to an $8.1 million non-cash impairment loss on one of the Company’s preferred equity investments during the same period in 2024, $3.9 million of higher unrealized gains on technology investments, a $2.6 million increase from unconsolidated joint ventures primarily attributable to higher NOI and a reduction in depreciation and amortization expense, and higher income from preferred equity investments during the three months ended September 30, 2025.

Current report

For the nine months ended September 30, 2025 and 2024, the Company recognized income/(loss) from unconsolidated entities of $23.5 million and $11.3 million, respectively. The increase in 2025 as compared to 2024 was primarily due to no non-cash impairment losses during the nine months ended September 30, 2025, as compared to an $8.1 million non-cash impairment loss on one of the Company’s preferred equity investments during the same period in 2024 and a $7.4 million increase from unconsolidated joint ventures primarily attributable to higher NOI and a reduction in depreciation and amortization expense partially offset by lower income due to the repayments and partial paydowns received from certain preferred equity investments during the nine months ended September 30, 2025.

Current report

For the three months ended September 30, 2025 and 2024, the Company recognized interest income and other income/(expense), net of $3.7 million and $6.2 million, respectively. The decrease in 2025 as compared to 2024 was primarily due to lower interest income earned during the three months ended September 30, 2025 as compared to the same period in 2024, due to lower notes receivable balances.

Current report

For the nine months ended September 30, 2025 and 2024, the Company recognized interest income and other income/(expense), net of $13.8 million and $18.5 million, respectively. The decrease in 2025 as compared to 2024 was primarily due to lower interest income earned during the nine months ended September 30, 2025 as compared to the same period in 2024, due to lower notes receivable balances.
Removed paragraphs (10)

Previous report

Six Months Ended June 30, 2025 vs. Six Months Ended June 30, 2024

Previous report

Six Months Ended June 30, 2025 vs. Six Months Ended June 30, 2024

Previous report

For the three months ended June 30, 2025 and 2024, the Company recognized income/(loss) from unconsolidated entities of $3.6 million and $4.0 million, respectively. The decrease in 2025 as compared to 2024 was primarily due to the full repayment of one of its preferred equity investments, inclusive of accrued return, in a stabilized community located in Queens, New York, upon the recapitalization of the joint venture resulting in lower income during the three months ended June 30, 2025 as compared to the same period in 2024.

Previous report

For the six months ended June 30, 2025 and 2024, the Company recognized income/(loss) from unconsolidated entities of $9.4 million and $13.1 million, respectively. The decrease in 2025 as compared to 2024 was primarily due to repayments and partial paydowns received from certain operating preferred equity investments in 2025 and 2024 resulting in lower income and lower unrealized gains on technology investments, partially offset by preferred equity investments entered into in 2025 resulting in higher income during the six months ended June 30, 2025 as compared to the same period in 2024.

Previous report

For the three months ended June 30, 2025 and 2024, the Company recognized casualty-related charges/(recoveries), net of $3.4 million and $1.0 million, respectively. The increase in 2025 as compared to 2024 was primarily attributable to an increase in claims from previous severe weather events during the three months ended June 30, 2025 as compared to the same period in 2024.

Previous report

The following discussion supplements and updates the disclosures under the heading “Material U.S. Federal Income Tax Consequences” in the prospectus dated February 14, 2023, contained in our Registration Statement on Form S-3 (File No. 333-269757) filed with the SEC on February 14, 2023 (the “S-3 Tax Disclosure”), as supplemented and updated by the disclosures under the heading “Supplemental U.S. Federal Income Tax Considerations” in our Form 10-K for the fiscal year-ended December 31, 2024 filed with the SEC on February 18, 2025 (together with the S-3 Disclosure, the “Existing Tax Disclosure”). Capitalized terms herein that are not otherwise defined shall have the same meaning as when used in the Existing Tax Disclosure.

Previous report

On July 4, 2025, H.R. 1, informally known as the One Big Beautiful Bill Act (the “OBBB”), was enacted. The OBBB makes major changes to the Code, including some provisions of the Code that affect the taxation of REITs and their investors. In particular,

Previous report

To the extent the information set forth in the Existing Tax Disclosure is inconsistent with this supplemental information, this supplemental information supersedes the information in the Existing Tax Disclosure. This supplemental information is provided on the same basis and subject to the same qualifications as are set forth in the first three paragraphs of the S-3 Tax Disclosure as if those paragraphs were set forth in this Form 10-Q.
Reworded paragraphs (48)

Previous wording

The following discussion should be read in conjunction with the consolidated financial statements appearing elsewhere herein and is based primarily on the consolidated financial statements for the three and six months ended June 30, 2025 and 2024, of UDR, Inc.** **Unless the context otherwise requires, all references in this Quarterly Report on Form 10-Q (this “Report”) to “UDR,” the “Company,” “we,” “our” and “us” refer to UDR, Inc., together with its consolidated subsidiaries, including United Dominion Realty, L.P. (the “Operating Partnership” or the “OP”) and UDR Lighthouse DownREIT L.P. (the “DownREIT Partnership”).

Current wording

The following discussion should be read in conjunction with the consolidated financial statements appearing elsewhere herein and is based primarily on the consolidated financial statements for the three and nine months ended September 30, 2025 and 2024, of UDR, Inc.** **Unless the context otherwise requires, all references in this Quarterly Report on Form 10-Q (this “Report”) to “UDR,” the “Company,” “we,” “our” and “us” refer to UDR, Inc., together with its consolidated subsidiaries, including United Dominion Realty, L.P. (the “Operating Partnership” or the “OP”) and UDR Lighthouse DownREIT L.P. (the “DownREIT Partnership”).

Previous wording

At June 30, 2025, our consolidated real estate portfolio included 168 communities in 12 states plus the District of Columbia totaling 55,808 apartment homes. In addition, we have an ownership interest in 10,585 completed or to-be-completed apartment homes through unconsolidated joint ventures or partnerships, including 6,158 apartment homes owned by entities in which we hold preferred equity investments. TheSame-Store Communityapartment home population for the three and six months ended June 30, 2025, was 54,915 and 54,442, respectively.

Current wording

At September 30, 2025, our consolidated real estate portfolio included 168 communities in 12 states plus the District of Columbia totaling 55,808 apartment homes. In addition, we have an ownership interest in 11,193 completed or to-be-completed apartment homes through unconsolidated joint ventures or partnerships, including 6,766 apartment homes owned by entities in which we hold preferred equity investments. TheSame-Store Communityapartment home population for the three and nine months ended September 30, 2025, was 54,915 and 54,442, respectively.

Previous wording

The following table summarizes our same-store market information by major geographic markets as of and for the three and six months ended June 30, 2025, as applicable:

Current wording

The following table summarizes our same-store market information by major geographic markets as of and for the three and nine months ended September 30, 2025, as applicable:

Previous wording

In July 2021, the Company entered into an ATM sales agreement under which the Company may offer and sell up to 20.0 million shares of its common stock, from time to time, to or through its sales agents and may enter into separate forward sales agreements to or through its forward purchasers. Upon entering into the ATM sales agreement, the Company simultaneously terminated the sales agreement for its prior at-the-market equity offering program, which was entered into in July 2017. During the three and six months ended June 30, 2025, the Company did not sell any shares of common stock through its ATM program. As of June 30, 2025, we had 14.0 million shares of common stock available for future issuance under the ATM program.

Current wording

In July 2021, the Company entered into an ATM sales agreement under which the Company may offer and sell up to 20.0 million shares of its common stock, from time to time, to or through its sales agents and may enter into separate forward sales agreements to or through its forward purchasers. Upon entering into the ATM sales agreement, the Company simultaneously terminated the sales agreement for its prior at-the-market equity offering program, which was entered into in July 2017. During the three and nine months ended September 30, 2025, the Company did not sell any shares of common stock through its ATM program. As of September 30, 2025, we had 14.0 million shares of common stock available for future issuance under the ATM program.

Previous wording

The Company has a $1.3 billion unsecured revolving credit facility (the “Revolving Credit Facility”) and a $350.0 million unsecured term loan (the “Term Loan”). The credit agreement for these facilities (the “Credit Agreement”) allows the total commitments under the Revolving Credit Facility and the total borrowings under the Term Loan to be increased to an aggregate maximum amount of up to $2.5 billion, subject to certain conditions, including obtaining commitments from one or more lenders. The Revolving Credit Facility has a scheduled maturity date of August 31, 2028, with two six-month extension options, subject to certain conditions. The Term Loan has a scheduled maturity date of January 31, 2027, with a twelve-month extension option, subject to certain conditions.

Current wording

The Company has a $1.3 billion unsecured revolving credit facility (the “Revolving Credit Facility”) and a $350.0 million unsecured term loan (the “Term Loan”). The credit agreement for these facilities (the “Credit Agreement”) allows the total commitments under the Revolving Credit Facility and the total borrowings under the Term Loan to be increased to an aggregate maximum amount of up to $2.5 billion, subject to certain conditions, including obtaining commitments from one or more lenders. The Revolving Credit Facility has a scheduled maturity date of August 31, 2028, with two six-month extension options, subject to certain conditions. In September 2025, the Company amended the Term Loan to extend the maturity date to January 2029, with two one-year extension options, subject to certain conditions. The Term Loan was previously set to mature on January 31, 2027.

Previous wording

The Company has an unsecured commercial paper program. Under the terms of the program, the Company may issue unsecured commercial paper up to a maximum aggregate amount outstanding of $700.0 million. The notes are sold under customary terms in the United States commercial paper market and rank pari passu with all of the Company’s other unsecured indebtedness. The notes are fully and unconditionally guaranteed by the Operating Partnership. As of June 30, 2025, we had issued $220.0 million of commercial paper, for one month terms, at a weighted average annualized rate of 4.65%, leaving $480.0 million of unused capacity.

Current wording

The Company has an unsecured commercial paper program. Under the terms of the program, the Company may issue unsecured commercial paper up to a maximum aggregate amount outstanding of $700.0 million. The notes are sold under customary terms in the United States commercial paper market and rank pari passu with all of the Company’s other unsecured indebtedness. The notes are fully and unconditionally guaranteed by the Operating Partnership. As of September 30, 2025, we had issued $340.0 million of commercial paper, for one month terms, at a weighted average annualized rate of 4.32%, leaving $360.0 million of unused capacity.

Previous wording

During the remainder of 2025, we have approximately $175.1 million of secured debt maturing, inclusive of principal amortization, and $220.0 million of unsecured debt maturing, comprised solely of unsecured commercial paper. We anticipate repaying the remaining debt with cash flow from our operations, proceeds from debt or equity offerings, proceeds from dispositions of properties, or from borrowings under our credit agreements and our unsecured commercial paper program.

Current wording

During the remainder of 2025, we have approximately $129.2 million of secured debt maturing, inclusive of principal amortization, and $340.0 million of unsecured debt maturing, comprised solely of unsecured commercial paper. We anticipate repaying the remaining debt with cash flow from our operations, proceeds from debt or equity offerings, proceeds from dispositions of properties, or from borrowings under our credit agreements and our unsecured commercial paper program.

Previous wording

The notes are UDR’s unsecured general obligations and rank equally with all of UDR’s other unsecured and unsubordinated indebtedness outstanding from time to time. As a result, our payment of amounts due on the notes is subordinated to all of our existing and future secured obligations to the extent of the value of the collateral pledged toward any such secured obligation. Our payment of amounts due on the notes also is effectively subordinated to all liabilities, whether secured or unsecured, of any of our non-guarantor subsidiaries because, in the event of a bankruptcy, liquidation, dissolution, reorganization or similar proceeding with respect to such subsidiaries, we, as an equity holder of such subsidiaries, would not receive distributions from such subsidiaries until claims of any creditors of such subsidiaries are satisfied.

Current wording

The notes are UDR’s unsecured general obligations and rank equally with all of UDR’s other unsecured and unsubordinated indebtedness outstanding from time to time. As a result, our payment of amounts due on the notes is subordinated to all of our existing and future secured obligations to the extent of the value of the collateral pledged toward any such secured obligation. Our payment of amounts due on the notes also is effectively subordinated to all liabilities, whether

Previous wording

The following tables present the summarized financial information for the Operating Partnership as of June 30, 2025 and December 31, 2024, and for the three and six months ended June 30, 2025 and 2024. The information presented below excludes eliminations necessary to arrive at the information on a consolidated basis (dollars in thousands):

Current wording

The following tables present the summarized financial information for the Operating Partnership as of September 30, 2025 and December 31, 2024, and for the three and nine months ended September 30, 2025 and 2024. The information presented below excludes eliminations necessary to arrive at the information on a consolidated basis (dollars in thousands):

Previous wording

The following discussion explains the changes inNet cash provided by/(used in) operating activities,Net cash provided by/(used in) investing activities, andNet cash provided by/(used in) financing activities that are presented in our Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 2024.

Current wording

The following discussion explains the changes inNet cash provided by/(used in) operating activities,Net cash provided by/(used in) investing activities, andNet cash provided by/(used in) financing activities that are presented in our Consolidated Statements of Cash Flows for the nine months ended September 30, 2025 and 2024.

Previous wording

primarily due to an increase in NOI, primarily driven byhigher revenue per occupied home and an increase in weighted average physical occupancy and an increase in operating distributions from our unconsolidated joint ventures and partnerships, partially offset by changes in operating assets and liabilities.

Current wording

For the nine months ended September 30, 2025, ourNet cash provided by/(used in) operating activities was $641.5 million, compared to $636.3 million for the comparable period in 2024. The increase in cash flow from operating activities was primarily due to an increase in NOI, primarily driven byhigher revenue per occupied home and an increase in weighted average physical occupancy and an increase in operating distributions from our unconsolidated joint ventures and partnerships, partially offset by changes in operating assets and liabilities.

Previous wording

For the six months ended June 30, 2025,Net cash provided by/(used in) investing activities was $(40.9) million, compared to $(79.3) million for the comparable period in 2024. The decrease in cash used in investing activities was primarily due to an increase in proceeds from the sales of real estate investments, a decrease in spend for development of real estate assets and an increase in distributions received from unconsolidated joint ventures and partnerships, partially offset by an increase from the issuance of notes receivables during the current period compared to the prior year period, an increase in spend in non-real estate capital expenditures, and an increase in investments in unconsolidated joint ventures and partnerships.

Current wording

For the nine months ended September 30, 2025,Net cash provided by/(used in) investing activities was $(154.1) million, compared to $(227.6) million for the comparable period in 2024. The decrease in cash used in investing activities was primarily due to an increase in proceeds from the sales of real estate investments, a decrease in spend for development of real estate assets and an increase in distributions received from unconsolidated joint ventures and partnerships, partially offset by an increase from the issuance of notes receivables during the current period compared to the prior year period, an increase in spend in non-real estate capital expenditures, and an increase in investments in unconsolidated joint ventures and partnerships.

Previous wording

For the six months ended June 30, 2025, total capital expenditures of $119.9 million, or $2,168 per stabilized home, which in aggregate include recurring capital expenditures and major renovations, were spent across our portfolio, excluding development, as compared to $123.4 million, or $2,230 per stabilized home, for the comparable period in 2024.

Current wording

For the nine months ended September 30, 2025, total capital expenditures of $196.2 million, or $3,545 per stabilized home, which in aggregate include recurring capital expenditures and major renovations, were spent across our portfolio, excluding development, as compared to $191.3 million, or $3,458 per stabilized home, for the comparable period in 2024.

Previous wording

The decrease in total capital expenditures was primarily due to:

Current wording

The increase in total capital expenditures was primarily due to:

Previous wording

The following table outlines capital expenditures and repair and maintenance costs for all of our communities, excluding real estate under development, for the six months ended June 30, 2025 and 2024 (dollars in thousands except Per Home amounts):

Current wording

The following table outlines capital expenditures and repair and maintenance costs for all of our communities, excluding real estate under development, for the nine months ended September 30, 2025 and 2024 (dollars in thousands except Per Home amounts):

Previous wording

At June 30, 2025, our development pipeline consisted of one wholly-owned community totaling 300 apartment homes, none of which have been completed, with a budget of $133.6 million, in which we have a gross carrying value of $41.1 million. The homes are estimated to be completed during the second quarter of 2027. In addition, the Company is incurring and capitalizing costs directly related to predevelopment activities in preparation of future development commencements.

Current wording

At September 30, 2025, our development pipeline consisted of one wholly-owned community totaling 300 apartment homes, none of which have been completed, with a budget of $133.6 million, in which we have a gross carrying value of $52.7 million. The homes are estimated to be completed during the second quarter of 2027. In addition, the Company is incurring and capitalizing costs directly related to predevelopment activities in preparation of future development commencements.

Previous wording

The Company’sInvestment in and advances to unconsolidated joint ventures and partnerships, net, are accounted for under the equity method of accounting. For the six months ended June 30, 2025:

Current wording

The Company’sInvestment in and advances to unconsolidated joint ventures and partnerships, net, are accounted for under the equity method of accounting. For the nine months ended September 30, 2025:

Previous wording

We evaluate our investments in unconsolidated joint ventures and partnerships when events or changes in circumstances indicate that there may be an other-than-temporary decline in value. We consider various factors to determine if a decrease in the value of the investment is other-than-temporary. The Company did not recognize any other-than-temporary impairments in the value of its investments in unconsolidated joint ventures or partnerships during the six months ended June 30, 2025 and 2024.

Current wording

We evaluate our investments in unconsolidated joint ventures and partnerships when events or changes in circumstances indicate that there may be an other-than-temporary decline in value. We consider various factors to determine if a decrease in the value of the investment is other-than-temporary. The Company did not incur any other-than-temporary impairments in the value of its investments in unconsolidated joint ventures during the three and nine months ended September 30, 2025. For the three and nine months ended September 30, 2024, the Company recorded an $8.1 million non-cash

Previous wording

For the six months ended June 30, 2025, ourNet cash provided by/(used in) financing activities was $(365.9) million, compared to $(327.2) million for the comparable period of 2024.

Current wording

For the nine months ended September 30, 2025, ourNet cash provided by/(used in) financing activities was $(486.6) million, compared to $(408.0) million for the comparable period of 2024.

Previous wording

The following significant financing activities occurred during the six months ended June 30, 2025:

Current wording

The following significant financing activities occurred during the nine months ended September 30, 2025:

Previous wording

The Company has a $1.3 billion unsecured revolving credit facility (the “Revolving Credit Facility”) and a $350.0 million unsecured term loan (the “Term Loan”). The credit agreement for these facilities (the “Credit Agreement”) allows the total commitments under the Revolving Credit Facility and the total borrowings under the Term Loan to be increased to an aggregate maximum amount of up to $2.5 billion, subject to certain conditions, including obtaining commitments from one or more lenders. The Revolving Credit Facility has a scheduled maturity date of August 31, 2028, with two six-month extension options, subject to certain conditions. The Term Loan has a scheduled maturity date of January 31, 2027, with a twelve-month extension option, subject to certain conditions.

Current wording

The Company has a $1.3 billion unsecured revolving credit facility (the “Revolving Credit Facility”) and a $350.0 million unsecured term loan (the “Term Loan”). The credit agreement for these facilities (the “Credit Agreement”) allows the total commitments under the Revolving Credit Facility and the total borrowings under the Term Loan to be increased to an aggregate maximum amount of up to $2.5 billion, subject to certain conditions, including obtaining commitments from one or more lenders. The Revolving Credit Facility has a scheduled maturity date of August 31, 2028, with two six-month extension options, subject to certain conditions. In September 2025, the Company amended the Term Loan to extend the maturity date to January 2029, with two one-year extension options, subject to certain conditions. The Term Loan was previously set to mature on January 31, 2027.

Previous wording

Based on the Company’s current credit rating, the Revolving Credit Facility has an interest rate equal to Adjusted SOFR plus a margin of 77.5 basis points and a facility fee of 15 basis points, and the Term Loan has an interest rate equal to Adjusted SOFR plus a margin of 83.0 basis points. Depending on the Company’s credit rating, the margin under the Revolving Credit Facility ranges from 70 to 140 basis points, the facility fee ranges from 10 to 30 basis points, and the margin under the Term Loan ranges from 75 to 160 basis points. Further, the Credit Agreement includes sustainability adjustments pursuant to which the applicable margin for the Term Loan may be reduced by up to two basis points contingent upon the Company receiving green building certifications, which is reflected in the margin noted above. In addition, the Credit Agreement allows for the Company in consultation with the sustainability structuring agent to propose key performance indicators with respect to certain environmental, social, and governance goals of the Company, and thresholds or targets with respect thereto, and a related amendment to the Credit Agreement, that if entered into may allow a change in the applicable margin for the Revolving Credit Facility of up to four basis points and a change in the applicable facility fee of up to one basis point.

Current wording

Based on the Company’s current credit rating, the Revolving Credit Facility has an interest rate equal to SOFR plus a margin of 77.5 basis points and a facility fee of 15 basis points, and the Term Loan has an interest rate equal to SOFR plus a margin of 85.0 basis points. Depending on the Company’s credit rating, the margin under the Revolving Credit Facility ranges from 70 to 140 basis points, the facility fee ranges from 10 to 30 basis points, and the margin under the Term Loan ranges from 75 to 160 basis points. In addition, the Credit Agreement allows for the Company in consultation with the sustainability structuring agent to propose key performance indicators with respect to certain environmental, social, and governance goals of the Company, and thresholds or targets with respect thereto, and a related amendment to the Credit Agreement, that if entered into may allow a change in the applicable margin for the Term Loan of up to five basis points.

Previous wording

As of June 30, 2025, we had $30.2 million of outstanding borrowings under the Working Capital Credit Facility, leaving $44.8 million of unused capacity.

Current wording

As of September 30, 2025, we had $15.7 million of outstanding borrowings under the Working Capital Credit Facility, leaving $59.3 million of unused capacity.

Previous wording

The Company has an unsecured commercial paper program. Under the terms of the program, the Company may issue unsecured commercial paper up to a maximum aggregate amount outstanding of $700.0 million. The notes are sold under customary terms in the United States commercial paper market and rank pari passu with all of the Company’s other unsecured indebtedness. The notes are fully and unconditionally guaranteed by the Operating Partnership. As of June 30, 2025, we had

Current wording

The Company has an unsecured commercial paper program. Under the terms of the program, the Company may issue unsecured commercial paper up to a maximum aggregate amount outstanding of $700.0 million. The notes are sold under customary terms in the United States commercial paper market and rank pari passu with all of the Company’s other unsecured indebtedness. The notes are fully and unconditionally guaranteed by the Operating Partnership. As of September 30, 2025, we had issued $340.0 million of commercial paper, for one month terms, at a weighted average annualized rate of 4.32%, leaving $360.0 million of unused capacity.

Previous wording

We are exposed to interest rate risk associated with variable rate notes payable and maturing debt that has to be refinanced. We do not hold financial instruments for trading or other speculative purposes, but rather issue these financial instruments to finance our portfolio of real estate assets and operations. Interest rate sensitivity is the relationship between changes in market interest rates and the fair value of market rate sensitive assets and liabilities. Our earnings are affected as changes in short-term interest rates impact our cost of variable rate debt and maturing fixed rate debt. We had $452.2 million in variable rate debt that is not subject to interest rate swap contracts as of June 30, 2025. If market interest rates for variable rate debt increased by 100 basis points, our interest expense for the six months ended June 30, 2025 would increase by $2.6 million based on the average balance outstanding during the period.

Current wording

We are exposed to interest rate risk associated with variable rate notes payable and maturing debt that has to be refinanced. We do not hold financial instruments for trading or other speculative purposes, but rather issue these financial instruments to finance our portfolio of real estate assets and operations. Interest rate sensitivity is the relationship between changes in market interest rates and the fair value of market rate sensitive assets and liabilities. Our earnings are affected as changes in short-term interest rates impact our cost of variable rate debt and maturing fixed rate debt. We had $557.7 million in variable rate debt that is not subject to interest rate swap contracts as of September 30, 2025. If market interest rates for variable rate debt increased by 100 basis points, our interest expense for the nine months ended September 30, 2025 would increase by $4.4 million based on the average balance outstanding during the period.

Previous wording

The following discussion explains the changes in results of operations that are presented in our Consolidated Statements of Operations for the three and six months ended June 30, 2025 and 2024.

Current wording

The following discussion explains the changes in results of operations that are presented in our Consolidated Statements of Operations for the three and nine months ended September 30, 2025 and 2024.

Previous wording

Net income/(loss) attributable to common stockholders was $36.5 million ($0.11 per diluted share) for the three months ended June 30, 2025, as compared to $27.7 million ($0.08 per diluted share) for the comparable period in the prior year. The increase resulted primarily from the following items, all of which are discussed in further detail elsewhere within this Report:

Current wording

Net income/(loss) attributable to common stockholders was $39.2 million ($0.12 per diluted share) for the three months ended September 30, 2025, as compared to $21.4 million ($0.06 per diluted share) for the comparable period in the prior year. The increase resulted primarily from the following items, all of which are discussed in further detail elsewhere within this Report:

Previous wording

Net income/(loss) attributable to common stockholders was $112.0 million ($0.34 per diluted share) for the six months ended June 30, 2025, as compared to $69.6 million ($0.21 per diluted share) for the comparable period in the prior year. The increase resulted primarily from the following items, all of which are discussed in further detail elsewhere within this Report:

Current wording

Net income/(loss) attributable to common stockholders was $151.2 million ($0.46 per diluted share) for the nine months ended September 30, 2025, as compared to $91.0 million ($0.28 per diluted share) for the comparable period in the prior year. The increase resulted primarily from the following items, all of which are discussed in further detail elsewhere within this Report:

Previous wording

Our net income results are primarily from NOI generated from the operation of our apartment communities. The Company defines NOI, which is a non-GAAP financial measure, as rental income less direct property rental expenses. Rental income represents gross market rent less adjustments for concessions, vacancy loss and bad debt. Rental expenses include real estate taxes, insurance, personnel, utilities, repairs and maintenance, administrative and marketing. Excluded from NOI is property management expense, which is calculated as 3.25% of property revenue, and land rent. Property management expense covers costs directly related to consolidated property operations, inclusive of corporate management, regional supervision, accounting and other costs.

Current wording

Our net income results are primarily from NOI generated from the operation of our apartment communities. The Company defines NOI, which is a non-GAAP financial measure, as rental income less direct property rental expenses. Rental income represents gross market rent less adjustments for concessions, vacancy loss and bad debt. Rental expenses include real estate taxes, insurance, personnel, utilities, repairs and maintenance, administrative and marketing. Excluded from NOI is property management expense, which is calculated as 3.25% of property revenue, and land rent. Property management expense

Previous wording

OurSame-Store Community properties, those acquired, developed, and stabilized prior to April 1, 2024 (for quarter-to-date comparison) and January 1, 2024 (for year-to-date comparison) and held on June 30, 2025 consisted of 54,915 and

Current wording

OurSame-Store Community properties, those acquired, developed, and stabilized prior to July 1, 2024 (for quarter-to-date comparison) and January 1, 2024 (for year-to-date comparison) and held on September 30, 2025 consisted of 54,915 and 54,442 apartment homes, respectively, and provided 96.8% and 96.6% of our total NOI for the three and nine months ended September 30, 2025.

Previous wording

Three Months Ended June 30, 2025 vs. Three Months Ended June 30, 2024

Current wording

Three Months Ended September 30, 2025 vs. Three Months Ended September30, 2024

Previous wording

NOI for ourSame-Store Community properties increased 2.6%, or $14.2 million, for the six months ended June 30, 2025 compared to the same period in 2024. The increase in property NOI was attributable to a 2.5%, or $20.1 million, increase in property rental income, partially offset by a 2.4%, or $6.0 million, increase in operating expenses. The increase in property rental income was primarily driven by a 1.3%, or $9.3 million, increase in rental rates, a 10.0%, or $8.9 million, increase in reimbursement and rentable items income and a 5.7%, or $1.3 million, decrease in vacancy loss. Weighted average physical occupancy increased by 0.2% to 97.1% and total monthly income per occupied home increased by 2.4% to $2,561.

Current wording

NOI for ourSame-Store Community properties increased 2.3%, or $6.5 million, for the three months ended September 30, 2025 compared to the same period in 2024. The increase in property NOI was attributable to a 2.6%, or $10.4 million, increase in property rental income, partially offset by a 3.1%, or $4.0 million, increase in operating expenses. The increase in property rental income was primarily driven by a 1.1%, or $4.1 million, increase in rental rates, an 8.5%, or $4.1 million, increase in reimbursement and other income and a 10.1%, or $1.4 million, decrease in vacancy loss. Weighted average physical occupancy increased by 0.3% to 96.6% and total monthly income per occupied home increased by 2.2% to $2,605.

Previous wording

The increase in operating expenses was primarily driven by a 7.1%, or $1.7 million, increase in repair and maintenance expense due to increases in third party vendor costs and weather-related events, a 6.9%, or $1.2 million, increase in personnel costs primarily due to annual merit increases and severance costs, and an 11.5%, or $1.0 million, increase in administration and marketing, partially offset by a 3.5%, or $1.8 million decrease in real estate taxes due to lower assessed valuations for certain properties.

Current wording

The increase in operating expenses was primarily driven by a 3.5%, or $1.7 million increase in real estate taxes due to higher assessed valuations for certain properties, a 9.5%, or $0.9 million, increase in administration and marketing primarily due to the cost for providing property-wide Wi-Fi and a 4.7%, or $0.9 million, increase in utilities primarily due to an increase in energy costs.

Previous wording

The operating margin (property net operating income divided by property rental income) was 69.0% and 68.8% for the three months ended June 30, 2025 and 2024, respectively.

Current wording

The operating margin (property net operating income divided by property rental income) was 68.2% and 68.4% for the three months ended September 30, 2025 and 2024, respectively.

Previous wording

NOI for ourSame-Store Community properties increased 2.9%, or $7.9 million, for the three months ended June 30, 2025 compared to the same period in 2024. The increase in property NOI was attributable to a 2.5%, or $10.0 million, increase in property rental income, partially offset by a 1.7%, or $2.1 million, increase in operating expenses. The increase in property rental income was primarily driven by a 1.2%, or $4.7 million, increase in rental rates, a 10.0%, or $4.6 million, increase in reimbursement and rentable items income and a 4.9%, or $0.6 million, decrease in vacancy loss. Weighted average physical occupancy increased by 0.1% to 96.9% and total monthly income per occupied home increased by 2.4% to $2,572.

Current wording

NOI for ourSame-Store Community properties increased 2.5%, or $20.4 million, for the nine months ended September 30, 2025 compared to the same period in 2024. The increase in property NOI was attributable to a 2.6%, or $30.5 million, increase in property rental income, partially offset by a 2.7%, or $10.1 million, increase in operating expenses. The increase in property rental income was primarily driven by a 1.2%, or $13.4 million, increase in rental rates, a 9.5%, or $13.0 million, increase in reimbursement and other income and a 7.4%, or $2.6 million, decrease in vacancy loss. Weighted average physical occupancy increased by 0.2% to 96.9% and total monthly income per occupied home increased by 2.3% to $2,576.

Previous wording

The increase in operating expenses was primarily driven by a 12.9%, or $2.2 million, increase in administration and marketing, a 3.8%, or $1.8 million, increase in repair and maintenance expense due to increases in third party vendor costs and weather-related events, a 5.1%, or $1.8 million, increase in personnel costs primarily due to annual merit increases and severance costs, and a 4.8%, or $1.7 million, increase in utilities, primarily due to an increase in energy costs, partially offset by a 13.2%, or $1.6 million, decrease in insurance expense primarily due to a decrease in the impact from claims.

Current wording

The increase in operating expenses was primarily driven by a 11.8%, or $3.1 million, increase in administration and marketing primarily due to the cost of providing property-wide Wi-Fi, a 4.6%, or $2.5 million, increase in personnel costs primarily due to annual merit increases and severance costs, a 4.8%, or $2.5 million, increase in utilities, primarily due to an increase in energy costs, and a 2.9%, or $2.2 million, increase in repair and maintenance expense due to increases in third party vendor costs and weather-related events, partially offset by an 11.1%, or $2.0 million, decrease in insurance expense primarily due to a decrease in the impact from claims.

Previous wording

The operating margin (property net operating income divided by property rental income) was 68.6% and 68.5% for the six months ended June 30, 2025 and 2024, respectively.

Current wording

The operating margin (property net operating income divided by property rental income) was 68.5% and 68.5% for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

The remaining 2.4%, or $7.0 million, of our total NOI during the three months ended June 30, 2025 was generated from ourNon-Mature Communities/Other. NOI fromNon-Mature Communities/Other decreased by 17.6%, or $1.5 million, for the three months ended June 30, 2025 as compared to the same period in 2024. The decrease was primarily attributable to a $3.0 million decrease in sold and held for disposition communities NOI due to the sale of two operating communities during 2025, partially offset by a $2.2 million increase in NOI from stabilized, non-mature communities, primarily due to completed development communities becoming stabilized.

Current wording

The remaining 3.2%, or $9.3 million, of our total NOI during the three months ended September 30, 2025 was generated from ourNon-Mature Communities/Other. NOI fromNon-Mature Communities/Other increased by 15.5%, or $1.3 million, for the three months ended September 30, 2025 as compared to the same period in 2024. The increase was primarily attributable to a $2.1 million increase in NOI from stabilized, non-mature communities, primarily due to completed development communities becoming stabilized and a $1.7 million increase in acquired communities NOI due to the one community acquired during 2025, partially offset by a $3.0 million decrease in sold and held for disposition communities NOI due to the sale of two operating communities during 2025.

Previous wording

The remaining 3.2%, or $18.6 million, of our total NOI during the six months ended June 30, 2025 was generated from ourNon-Mature Communities/Other. NOI fromNon-Mature Communities/Other decreased by 10.1%, or $2.1 million, for the six months ended June 30, 2025 as compared to the same period in 2024. The decrease was primarily attributable to a $6.4 million decrease in sold and held for disposition communities NOI due to the sale of two operating communities during the six months ended June 30, 2025, partially offset by a $5.8 million increase in NOI from stabilized, non-mature communities, primarily due to completed development communities becoming stabilized.

Current wording

The remaining 3.4%, or $29.9 million, of our total NOI during the nine months ended September 30, 2025 was generated from ourNon-Mature Communities/Other. NOI fromNon-Mature Communities/Other decreased by 1.9%, or $0.6 million, for the nine months ended September 30, 2025 as compared to the same period in 2024. The decrease was primarily attributable to a $9.5 million decrease in sold and held for disposition communities NOI due to the sale of two operating communities during the nine months ended September 30, 2025, partially offset by an $8.1 million increase in NOI from stabilized, non-mature communities, primarily due to completed development communities becoming stabilized and a $2.2 million increase in acquired communities NOI due to the one community acquired during 2025.

Previous wording

For the six months ended June 30, 2025, the Company recognized gain/(loss) on sale of real estate owned of $47.9 million as compared to $16.9 million on sale of real estate owned for the six months ended June 30, 2024. The increase in 2025 as compared to 2024 was attributable to the sale of two operating communities located in Englewood, New Jersey, and Brooklyn, New York during the six months ended June 30, 2025, as compared to the sale of an operating community located in Arlington, Virginia during the six months ended June 30, 2024.

Current wording

For the nine months ended September 30, 2025, the Company recognized gain/(loss) on sale of real estate owned of $47.9 million as compared to $16.9 million on sale of real estate owned for the nine months ended September 30, 2024. The increase in 2025 as compared to 2024 was attributable to the sale of two operating communities located in Englewood, New Jersey, and Brooklyn, New York during the nine months ended September 30, 2025, as compared to the sale of an operating community located in Arlington, Virginia during the nine months ended September 30, 2024.

Showing the first 40 of 48 pairs. Open the source sections for the rest.

Rearranged current paragraphs (3)

Current report — wording carried from elsewhere

secured or unsecured, of any of our non-guarantor subsidiaries because, in the event of a bankruptcy, liquidation, dissolution, reorganization or similar proceeding with respect to such subsidiaries, we, as an equity holder of such subsidiaries, would not receive distributions from such subsidiaries until claims of any creditors of such subsidiaries are satisfied.

Current report — wording carried from elsewhere

covers costs directly related to consolidated property operations, inclusive of corporate management, regional supervision, accounting and other costs.

Current report — wording carried from elsewhere

Inflation primarily impacts our results of operations as a result of wage pressures and increases in utilities and repair and maintenance costs. In addition, inflation could also impact our general and administrative expenses, the interest on our debt if variable or refinanced in a high-inflationary environment, our cost of capital, and our cost of development, redevelopment,
Rearranged previous paragraphs (5)

Previous report — wording carried elsewhere

issued $220.0 million of commercial paper, for one month terms, at a weighted average annualized rate of 4.65%, leaving $480.0 million of unused capacity.

Previous report — wording carried elsewhere

For the six months ended June 30, 2025, ourNet cash provided by/(used in) operating activities was $406.5 million, compared to $406.1 million for the comparable period in 2024. The increase in cash flow from operating activities was

Previous report — wording carried elsewhere

54,442 apartment homes, respectively, and provided 97.6% and 96.8% of our total NOI for the three and six months ended June 30, 2025.

Previous report — wording carried elsewhere

software transition related costs incurred during the six months ended June 30, 2025, as compared to none during the six months ended June 30, 2024.

Previous report — wording carried elsewhere

Management believes that FFOA is useful supplemental information regarding our operating performance as it provides a consistent comparison of our operating performance across time periods and enables investors to more easily compare our operating results with other REITs. FFOA is not intended to represent cash flow or liquidity for the period, and is