CENTERSPACE

The primary elements of our executive compensation program are:

•base salary;

•short-term incentives;

•long-term incentives;

•health and retirement programs; and

•executive benefits and perquisites.

Base Salary

Base salaries for the named executive officers are designed to compensate such individuals for their sustained performance. The Compensation Committee considered the following factors in establishing 2024 base salaries of each executive officer: (i) the responsibilities and experience of the particular individual; (ii) the appropriate mix between fixed compensation and incentive compensation; (iii) market data derived from the Peer Group for comparable positions; (iv) internal equity among executive officers; (v) individual and our performance; and (vi) cost to us. Based on consideration of these factors, the Compensation Committee approved the following annual base salaries for its executive officers:

Short-Term Incentive Awards (STIP)

The objective of the STIP is to incentivize our named executive officers to achieve performance goals relating to key financial and operational measures and individual strategic measures, each of which help to drive business results and shareholder value.

Under the STIP, our named executive officers are provided the opportunity to earn cash awards, based on the degree of attaining specified performance goals over a one-year performance period beginning on the first day of the fiscal year. The executive officers must be employed by us on the last day of the performance period, December 31, 2024, to receive any earned cash award.

Target 2024 STIP Opportunity

The Compensation Committee set each named executive officer’s target 2024 STIP awards (expressed as a percentage of the named executive officer’s base salary) after taking into account the following factors: (i)the appropriate mix between fixed compensation and incentive compensation; (ii) market data derived from the Peer Group for comparable positions; (iii) internal equity among executive officers; (iv) individual and our performance; and (v) cost to us. The table below shows each named executive officer’s target 2024 STIP:

Each named executive officer could earn between 50% and 200% of the named executive officer’s target 2024 STIP based on achieved performance (50% for threshold; 100% for target; 200% for maximum achievement). However, if threshold performance was not achieved with respect to a specific performance goal, no STIP award would be earned for that performance goal.

2024 STIP Performance Measures and Related Weighting

The table below shows the Compensation Committee-selected performance measures for the 2024 STIP and each of their relative weights:

If achievement of an objective performance goal (i.e., Core FFO, Same-Store NOI Growth, and Adjusted EBITDA Margin) falls between the threshold and target performance levels or between target and maximum performance levels, that portion of the award will be determined by linear interpolation. Core FFO, same-store NOI growth, adjusted EBITDA margin were calculated, and the strategic goals were determined as provided below. Core FFO, Same Store NOI Growth and Adjusted EBITDA Margin are non-GAAP measures.

2024 STIP Performance Goals

The independent trustees approved each of the 2024 STIP performance goals within the first 90 days of the performance period, which began January 1, 2024, considering input from the full Board of Trustees and the Chief Executive Officer. These performance goals and related payout opportunities are described below.

Core FFO

FFO, as defined by Nareit, isequal to a REIT’s net income or loss calculated in accordance with GAAP, excluding depreciation and amortization related to real estate, gains or losses from sales of certain real estate assets, gains and losses from a change in control, and impairment write-downs of certain real estate assets and investments and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, and similar adjustments for partially owned consolidated real estate entities. The portion of the 2024 STIP based on Core FFO (“FFO”) was computed by calculating our FFO for 2024 and then adjusting that number to:

•exclude the following items: (i) non-cash casualty gain or loss; (ii) certain non-cash amortization costs; (iii) certain acquisition related costs; (iv) associated trial costs from a loss on litigation settlement; (v) redemption of preferred shares; (vi) 2024 STIP costs above target; and (vii) other miscellaneous items.

The Compensation Committee selected Core FFO because growth of Core FFO is a primary driver of shareholder value over a multi-year period and is a common measure used in the REIT industry. The table below shows the 2024 Core FFO goals and related payout opportunities (expressed as a percentage of target):

Same-Store NOI Growth

Same-store NOI growth is a key financial metric for the Company that measures the Company’s ability to increase the revenue and manage expenses relative to the prior year’s performance within a pool of same-store assets.

NOI refers to total real estate revenues less property operating expenses, including real estate tax expense. Same-store is a term that refers to apartment communities that are owned or stabilized for substantially all of the periods being compared and, in the case of newly-acquired or constructed communities, have achieved a target level of physical occupancy of 90%, or re-positioned communities when they have achieved stabilized operations. Same-store NOI growth for the 2024 STIP was calculated as the increase of current year same-store NOI over prior year same-store NOI.

Our same-store NOI growth goals were based on the low-end, mid-point, and high-end of our disclosed guidance. The table below shows the 2024 Same Store NOI growth goals and related payout opportunities (expressed as a percentage of target):

Adjusted EBITDA Margin

Adjusted EBITDA margin is a key financial metric for the Company that measures the relative strength of the Company’s balance sheet and its ability to service debt and provide distributable cash to shareholders.

Adjusted EBITDA refers to earnings before interest, taxes, depreciation, and amortization, which is adjusted to exclude the following items: (i) gain or loss on sale of real estate and other investments; (ii) impairment of real estate investments; (iii) gain or loss on extinguishment of debt; (iv) non-cash casualty gain or loss (v)associated trial costs from aloss on litigation settlement; (vi) certain non-cash amortization; (vii) acquisition related costs; and (viii) other adjustments for non-routine items. Adjusted EBITDA margin is defined as adjusted EBITDA divided by total real estate revenues. Adjusted EBITDA margin measures the ratio of revenue that remains available to service debt, pay for capital investments, and cover dividends after satisfying operating expenses, general and administrative expenses, property management expenses, and other expenses or losses required for our day-to-day operations.

The table below shows the 2024 Adjusted EBITDA Margin goals and related payout opportunities (expressed as a percentage of target):

Strategic Goals

The Compensation Committee established strategic performance goals for 2024 for each of our named executive officers.

In evaluating the performance against the strategic performance goals, the Compensation Committee and the independent trustees considered, among other factors, our ability to evolve processes for forecasting and revenue projection, align on expansion markets, and enhance executive leadership.

Following the performance period (calendar year 2024), the Compensation Committee analyzed each NEO’s performance and determined the level of achievement against each strategic goal.

Achieved 2024 STIP Performance and Payouts

The table below summarizes the total 2024 STIP payout earned by the named executive officers for the year ended December 31, 2024.

(1)We generated Core FFO of $4.96 per diluted share during the year ended December 31, 2024, with a 200% payout.

(2)Our same-store NOI growth was 3.7% for the year ended December 31, 2024, with a 154% payout.

(3)Our adjusted EBITDA margin was 50.3% for the year ended December 31, 2024, with a 183% payout.

(4)With respect to the strategic goals, based on a number of factors including the achievement of individual qualitative objectives, the Compensation Committee, with the approval of the independent trustees, determined that (a) Ms. Olson earned a payout of 150%, and (b) Mr. Patel earned a payout of 150%.

Long-Term Incentive Awards (LTIP)

The objective of the long-term incentive plan is to align the interests of our named executive officers with those of our shareholders by linking long-term pay to key performance metrics and share price. In addition, the long-term incentive plan helps to promote retention of our named executive officers through multi-year vesting requirements.

2024 Target LTIP Value and Equity Mix

In December 2023, upon the recommendation of the Compensation Committee, the independent trustees approved the following 2024 Target LTIP Value and equity mix for each NEO:

The Compensation Committee considered the following factors in establishing 2024 LTIP target value for each executive officer: (i) the appropriate mix between fixed compensation and incentive compensation; (ii) market data derived from the Peer Group for comparable positions; (iii) internal equity among executive officers; (iv) individual and our performance; and (v) cost to us.

2024 Time-Based RSUs

Time-based RSUs comprised 50% of each named executive officer’s 2024 Target LTIP Value. The RSUs vest in equal installments on January 1, 2025, January 1, 2026, and January 1, 2027, subject to the named executive officer remaining in the continuous employ of the Company or an affiliate through each of the applicable vesting dates. If a named executive officer’s employment is terminated due to death or disability before the last vesting date, then any RSUs that remain unvested will vest in full as of the date of such termination. Upon vesting, each then vested RSU is settled and distributed for one of our common shares.

2024 Performance-Based RSUs

Performance-based RSUs comprised 50% of each named executive officer’s 2024 Target LTIP Value. The Performance-based RSUs are earned based on our TSR relative to the TSR of each of the constituent members of the FTSE Nareit Equity Index measured over the three-year performance period ending December 31, 2026, as provided in the table below:

If achievement falls between two performance levels, then linear interpolation will be used to determine the number of earned shares.

If the named executive officer remains in the continuous employ of the Company or an affiliate from the date of grant until the last day of the measurement period, then the earned performance-based RSUs will fully vest at the end of the measurement period and will be paid in a like number of our common shares in the first quarter of 2027.

By including nearly all U.S. REITs, we believe that the FTSE Nareit Equity Index provides an appropriate index against which to measure our share performance.

Status of LTIP Award Programs

(1)Achievement level calculated as of January 31, 2025. The performance period for these awards remains open and the payout percentage has not been determined. The total payout amount with respect to the 2023 and 2024 performance-based RSUs will be determined at the end of the 3-year measurement period which is December 31, 2025 and December 31, 2026, respectively.

Health, Retirement and Other Benefits

In an effort to attract, retain and fairly compensate talented employees, we offer various benefit plans to our employees, including a 401(k) benefit plan, and health, dental, life insurance, and short- and long-term disability plans. These benefit plans are part of our broad-based employee benefits program, and none of these plans are offered to the named executive officers either exclusively or with terms different from those offered to other eligible employees.

Executive Perquisites

In 2024, we provided limited perquisites to our named executive officers, which included the following: cell phone, data plan, paid parking contracts and commuting expenses. We provide perquisites to retain executive talent. The total value of all perquisites received by any of the named executive officers in 2024 was less than $25,000.