SITE Centers Corp
For the period ended Dec 31, 2023. Filed Feb 23, 2024.
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FY2023 · Filed Feb 23, 2024
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Item 15. Exhibits and Financial Statement Schedules
a)
- Financial Statements
The following documents are filed as part of this report:
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheets
Consolidated Statements of Operations
Consolidated Statements of Comprehensive Income
Consolidated Statements of Equity
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
- Financial Statement Schedules
The following financial statement schedules are filed herewith as part of this Annual Report on Form 10-K and should be read in conjunction with the consolidated financial statements of the registrant:
Schedule
II — Valuation and Qualifying Accounts and Reserves
III — Real Estate and Accumulated Depreciation
Schedules not listed above have been omitted because they are not applicable or because the information required to be set forth therein is included in the Company’s consolidated financial statements or notes thereto.
Financial statements of the Company’s unconsolidated joint venture companies have been omitted because they do not meet the significant subsidiary definition of Rule 1-02(w) of Regulation S-X.
b) Exhibits — The following exhibits are filed as part of, or incorporated by reference into, this report:
| Form10-KExhibit No. | Description | Filed or FurnishedHerewith or Incorporated Herein by Reference |
| 2.1 | Separation and Distribution Agreement, dated July 1, 2018, by and between DDR Corp. and Retail Value Inc. | Current Report on Form 8-K (Filed with the SEC on July 3, 2018) |
| 3.1 | Fourth Amended and Restated Articles of Incorporation | Quarterly Report on Form 10-Q (Filed with the SEC on November 2, 2018) |
| 3.2 | Amended and Restated Code of Regulations | Quarterly Report on Form 10-Q (Filed with the SEC on November 2, 2018) |
| 4.1 | Specimen Certificate for Common Shares | Annual Report on Form 10-K (Filed with the SEC on February 28, 2012) |
| 4.2 | Specimen Certificate for 6.375% Class A Cumulative Redeemable Preferred Shares | Registration Statement on Form 8-A (Filed with the SEC on June 2, 2017) |
| 4.3 | Deposit Agreement, dated as of June 5, 2017, among the Company, Computershare Inc. and its wholly owned subsidiary, Computershare Trust Company, N.A., jointly as Depositary, and all holders from time to time of depositary shares | Current Report on Form 8-K (Filed with the SEC on June 5, 2017) |
| 4.4 | Indenture, dated as of May 1, 1994, by and between the Company and The Bank of New York (as successor to JP Morgan Chase Bank, N.A., successor to Chemical Bank), as Trustee | Registration Statement on Form S-3 (Filed with the SEC on August 29, 2003) |
| 4.5 | Indenture, dated as of May 1, 1994, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (as successor to National City Bank)), as Trustee | Registration Statement on Form S-3 (Filed with the SEC on August 29, 2003) |
| 4.6 | First Supplemental Indenture, dated as of May 10, 1995, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Registration Statement on Form S-3 (Filed with the SEC on August 29, 2003) |
| 4.7 | Second Supplemental Indenture, dated as of July 18, 2003, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Registration Statement on Form S-3 (Filed with the SEC on August 29, 2003) |
| 4.8 | Third Supplemental Indenture, dated as of January 23, 2004, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Registration Statement on Form S-4 (Filed with the SEC on June 30, 2004) |
| 4.9 | Fourth Supplemental Indenture, dated as of April 22, 2004, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Registration Statement on Form S-4 (Filed with the SEC on June 30, 2004) |
| 4.10 | Fifth Supplemental Indenture, dated as of April 28, 2005, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Annual Report on Form 10-K (Filed with the SEC on February 21, 2007) |
| 4.11 | Sixth Supplemental Indenture, dated as of October 7, 2005, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Annual Report on Form 10-K (Filed with the SEC on February 21, 2007) |
| 4.12 | Seventh Supplemental Indenture, dated as of August 28, 2006, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Current Report on Form 8-K (Filed with the SEC on September 1, 2006) |
| 4.13 | Eighth Supplemental Indenture, dated as of March 13, 2007, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Current Report on Form 8-K (Filed with the SEC on March 16, 2007) |
| 4.14 | Ninth Supplemental Indenture, dated as of September 30, 2009, by and between the Company and U.S. Bank National, Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Registration Statement on Form S-3 (Filed on October 13, 2009) |
| 4.15 | Tenth Supplemental Indenture, dated as of March 19, 2010, by and between the Company and U.S. Bank National, Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Quarterly Report on Form 10-Q (Filed with the SEC on May 7, 2010) |
| 4.16 | Eleventh Supplemental Indenture, dated as of August 12, 2010, by and between the Company and U.S. Bank National, Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Quarterly Report on Form 10-Q (Filed with the SEC on November 8, 2010) |
| 4.17 | Twelfth Supplemental Indenture, dated as of November 5, 2010, by and between the Company and U.S. Bank National, Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Annual Report on Form 10-K (Filed with the SEC on February 28, 2011) |
| 4.18 | Thirteenth Supplemental Indenture, dated as of March 7, 2011, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Quarterly Report on Form 10-Q (Filed with the SEC on May 9, 2011) |
| 4.19 | Fourteenth Supplemental Indenture, dated as of June 22, 2012, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Registration Statement on Form S-3 (Filed with the SEC on October 1, 2012) |
| 4.20 | Fifteenth Supplemental Indenture, dated as of November 27, 2012, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Annual Report on Form 10-K (Filed with the SEC on March 1, 2013) |
| 4.21 | Sixteenth Supplemental Indenture, dated as of May 23, 2013, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Quarterly Report on Form 10-Q (Filed with the SEC on August 8, 2013) |
| 4.22 | Seventeenth Supplemental Indenture, dated as of November 26, 2013, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (successor to National City Bank)), as Trustee | Annual Report on Form 10-K (Filed with the SEC on February 28, 2014) |
| 4.23 | Eighteenth Supplemental Indenture, dated as of January 22, 2015, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (as successor to National City Bank)) | Current Report on Form 8-K (Filed with the SEC on January 22, 2015) |
| 4.24 | Nineteenth Supplemental Indenture, dated as of October 21, 2015, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (as successor to National City Bank)) | Current Report on Form 8-K (Filed with the SEC on October 21, 2015) |
| 4.25 | Twentieth Supplemental Indenture, dated as of May 26, 2017, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (as successor to National City Bank)) | Current Report on Form 8-K (Filed with the SEC on May 26, 2017) |
| 4.26 | Twenty-first Supplemental Indenture, dated as of August 16, 2017, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (as successor to National City Bank)) | Current Report on Form 8-K (Filed with the SEC on August 16, 2017) |
| 4.27 | Twenty-second Supplemental Indenture, dated as of February 16, 2018, by and between the Company and U.S. Bank National Association (as successor to U.S. Bank Trust National Association (as successor to National City Bank)) | Quarterly Report on Form 10-Q (Filed with the SEC on May 4, 2018) |
| 4.28 | Fourth Amended and Restated Credit Agreement, dated as of June 6, 2022, among SITE Centers Corp., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. | Current Report on Form 8-K (Filed with the SEC on June 6, 2022) |
| 4.29 | Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934 | Annual Report on Form 10-K (Filed with the SEC on February 24, 2022) |
| 10.1 | 2005 Directors’ Deferred Compensation Plan (May 9, 2019 Restatement)* | Quarterly Report on 10-Q (Filed with the SEC on August 5, 2019) |
| 10.2 | Elective Deferred Compensation Plan (May 9, 2019 Restatement)* | Quarterly Report on Form 10-Q (Filed with the SEC on August 5, 2019) |
| 10.3 | Adoption Agreement Elective Deferred Compensation Plan (May 9, 2019 Restatement)* | Quarterly Report on Form 10-Q (Filed with the SEC on August 5, 2019) |
| 10.4 | 2012 Equity and Incentive Compensation Plan* | Registration Statement on Form S-8 (Filed with the SEC on May 15, 2012) |
| 10.5 | 2019 Equity and Incentive Compensation Plan* | Registration Statement on Form S-8 (Filed with the SEC on May 9, 2019) |
| 10.6 | Form of 2019 Plan Restricted Share Units Award Memorandum (governing grants made in 2021, 2022 and 2023)* | Quarterly Report on Form 10-Q (Filed with the SEC October 30, 2020) |
| 10.7 | Form of 2019 Plan Performance-Based Restricted Share Units Award Memorandum (governing grants made in 2021, 2022 and 2023)* | Quarterly Report on Form 10-Q (Filed with the SEC on April 29, 2021) |
| 10.8 | Form of Non-Qualified Stock Option Agreement* | Quarterly Report on Form 10-Q (Filed with the SEC May 10, 2013) |
| 10.9 | Form of Incentive Stock Option Agreement* | Quarterly Report on Form 10-Q (Filed with the SEC May 10, 2013) |
| 10.10 | Form of Stock Option Award Memorandum* | Quarterly Report on Form 10-Q (Filed with the SEC May 4, 2016) |
| 10.11 | Employment Agreement, dated as of September 11, 2020, by and between DDR Corp. and David R. Lukes* | Current Report on Form 8-K (Filed with the SEC on September 15, 2020) |
| 10.12 | Employment Agreement, dated as of September 15, 2023, by and between SITE Centers Corp. and Conor Fennerty* | Current Report on Form 10-Q (Filed with the SEC on November 1, 2023) |
| 10.13 | Employment Agreement, dated as of September 11, 2021, by and between SITE Centers Corp. and Christa A. Vesy* | Current Report on form 8-K (Filed with the SEC on September 13, 2021) |
| 10.14 | Employment Agreement, dated as of September 15, 2023, by and between SITE Centers Corp. and John Cattonar* | Quarterly Report on Form 10-Q (Filed with the SEC on November 1, 2023) |
| 10.15 | Form of Indemnification Agreement* | Current Report on Form 8-K (Filed with the SEC on November 13, 2017) |
| 10.16 | Investors’ Rights Agreement, dated as of May 11, 2009, by and between the Company and Alexander Otto | Current Report on Form 8-K (Filed with the SEC on May 11, 2009) |
| 10.17 | Waiver Agreement, dated as of May 11, 2009, by and between the Company and Alexander Otto | Current Report on Form 8-K (Filed with the SEC on May 11, 2009) |
| 21.1 | List of Subsidiaries | Submitted electronically herewith |
| 23.1 | Consent of PricewaterhouseCoopers LLP | Submitted electronically herewith |
| 31.1 | Certification of principal executive officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 | Submitted electronically herewith |
| 31.2 | Certification of principal financial officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 | Submitted electronically herewith |
| 32.1 | Certification of chief executive officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350 | Submitted electronically herewith |
| 32.2 | Certification of chief financial officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350 | Submitted electronically herewith |
| 97.1 | Clawback Policy Effective October 2, 2023 | Submitted electronically herewith |
| 101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | Submitted electronically herewith |
| 101.SCH | Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Document | Submitted electronically herewith |
| 104 | The cover page from the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 has been formatted in Inline XBRL. | Submitted electronically herewith |
- Management contracts and compensatory plans or arrangements required to be filed as an exhibit pursuant to Item 15(b) of Form 10-K.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.