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SITE Centers Corp.

For the period ended Jun 30, 2026. Filed Aug 3, 2026.

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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.

Jun 30, 2026 · Filed Aug 3, 2026

SITC$0.67-81.3%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 2026-03-31; filed 2026-05-07.

0001193125-26-211986

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

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-03.

0001193125-26-330598

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 143 previous paragraphs and 142 current paragraphs.

93 unchanged; 37 reworded; 11 added; 12 removed; 1 previous and 1 current paragraphs rearranged.

Tables are not compared: 14 previous and 21 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 (11)

Current report

The Company continues to pursue the monetization of its investment in the DTP joint venture and the sale of its remaining wholly-owned properties, though no assurances can be given that such efforts will result in additional asset sales. The Company has entered into agreements to sell Shoppes at Paradise Pointe (Fort Walton Beach, Florida) and The Maxwell (Chicago, Illinois) for approximately $8.4 million and $15.3 million in cash, respectively, subject to adjustment for certain closing pro-rations, allocations and credits. The general due diligence period has expired under both of these sale agreements and the closings are expected to occur by the end of the third quarter of 2026. These closings remain subject to customary conditions, including, but not limited to, delivery of estoppel letters from tenants, the accuracy of the Company’s representations in all material respects and the absence of material casualty or condemnation events.

Current report

The timing of remaining asset sales may be impacted by general economic conditions, local conditions in the markets in which the Company’s remaining properties are situated and other property-specific considerations. Prospects for selling the retail condominium units that comprise The Blocks (Portland, Oregon) may be impacted by challenging local conditions and vacancy, and timing and the amount of proceeds from the sale of the Company’s corporate headquarters (Beachwood, Ohio) may be impacted by Curbline Properties Corp.’s (“Curbline Properties” or “Curbline”) contractual option to lease space in the buildings.

Current report

The Company’s ability and timing to monetize the value of its investment in the DTP joint venture may be impacted by the degree of cooperation of the joint venture partner and the limited rights afforded the Company under the joint venture agreement (including the requirement that the Company obtain the joint venture partner’s consent to the sale of individual joint venture properties or to the Company’s sale of its interests in the joint venture). The Company is in discussions with its joint venture partner and continues to maintain an elevated cash balance in order to maximize the Company’s alternatives for monetizing its joint venture investment. On June 29, 2026, the Company delivered a buy-sell notice to its partner under the joint venture agreement. Pursuant to the terms of the joint venture agreement, unless an alternative consensual resolution is agreed between the Company and its partner, the partner is required to inform the Company by August 31, 2026 of its decision to either purchase the Company’s 20% interest in the joint venture for a price of approximately $32.4 million or sell its 80% interest in the joint venture to the Company for a price of approximately $129.6 million. Pursuant to the terms of the joint venture agreement, closing of the transaction should occur no later than October 15, 2026. No assurances can be given that the partner will comply with the terms of the joint venture agreement or perform its obligations under the joint venture agreement with respect to the buy-sell notice. With its partner’s consent, the Company may continue to explore the sale of its interests in the joint venture to third parties as an alternative to completing the buy-sell transaction.

Current report

Transaction and capital market highlights through July 31, 2026 include the following:

Current report

Sold five wholly-owned shopping centers and a land parcel for aggregate sales prices of $147.0 million; and

Current report

Paid a special cash dividend of $1.00 per common share on July 31, 2026.

Current report

The Company declared a special cash dividend of $52.7 million on the Company’s common shares during the six months ended June 30, 2026. The Company declared special cash dividends of $79.1 million on the Company’s common shares during the six months ended June 30, 2025.

Current report

The Company continues to pursue the sale of its remaining wholly-owned properties and the monetization of its investment in the DTP joint venture. Accordingly, the economic conditions most relevant to the Company are those affecting the commercial real estate transaction market, including purchaser demand, the availability and cost of acquisition financing, capitalization rates and other valuation metrics and local property-level conditions at the Company’s remaining assets.

Current report

Changes in interest rates, broader economic conditions, capital markets volatility and other factors may affect the timing of asset sales, the prices realized and the Company’s ability to complete its wind-up strategy. Tenant demand, tenant credit conditions and leasing activity remain relevant principally to the extent they affect property-level cash flows and the valuation of the Company’s remaining properties pending disposition.
Removed paragraphs (12)

Previous report

The majority of the Company’s wholly-owned retail properties are in various stages of contract negotiations or in the process of being marketed for sale, though no assurances can be given that such efforts will result in additional asset sales.

Previous report

Leased approximately 18,000 square feet of GLA, including one new lease and eight renewals. As of March 31, 2026, the remaining 2026 lease expirations aggregated approximately 0.2 million square feet of GLA.

Previous report

For the comparable leases executed in the three months ended March 31, 2026, the Company generated cash lease spreads on a pro rata basis of 16.7% for new leases and 1.9% for renewals. Leasing spreads are a key metric in real estate, representing the percentage increase of rental rates on new and renewal leases over rental rates on existing leases, though leasing spreads exclude consideration of the amount of capital expended in connection with new leasing activity. The Company’s cash lease spreads calculation includes only those deals that were executed within one year of the date the prior tenant vacated, in addition to other factors that limit comparability, and as a result, is a useful benchmark to compare the average annualized base rent of expiring leases with the comparable executed market rental rates;

Previous report

For new leases executed in the three months ended March 31, 2026, the Company expended a weighted-average cost of tenant improvements and lease commissions estimated at $3.53 per rentable square foot, on a pro rata basis, over the lease term, as compared to $6.26 per rentable square foot for the full year of 2025. The Company generally does not expend a significant amount of capital on lease renewals.

Previous report

The decrease in Comparable Portfolio Properties is due to lower occupancy, partially offset by an increase in annualized base rent per occupied square foot.

Previous report

No dividends were declared or paid on the Company’s common shares during the three months ended March 31, 2026 and 2025.

Previous report

In conjunction with the redevelopment and re-tenanting of various shopping centers, the Company had entered into commitments with general contractors aggregating approximately $0.1 million for its properties (excluding Curbline redevelopment noted below) as of March 31, 2026. These obligations, composed principally of construction contracts, are generally due within 12 to 24 months, as the related construction costs are incurred, and are expected to be financed through cash on hand, operating cash flows or asset sales. These contracts typically can be changed or terminated without penalty.

Previous report

The Company routinely enters into contracts for the maintenance of its properties. These contracts typically can be canceled upon 30 to 60 days’ notice without penalty. At March 31, 2026, the Company had purchase order obligations, typically payable within one year, aggregating approximately $0.3 million related to the maintenance of its properties and general and administrative expenses.

Previous report

The Company continues to witness retailer demand for space at shopping centers located in communities exhibiting favorable demographics, population growth and limited new construction of competing retail properties, though leasing conditions at certain of the Company’s remaining wholly-owned properties are challenged by local conditions, existing vacancy and other property-specific complexities.

Previous report

The Company generally benefits from a diversified tenant base, where only four tenants’ annualized base rent equals or exceeds 3% of the Company’s annualized base rent plus the Company’s proportionate share of unconsolidated joint venture annualized base rent. Other significant national tenants generally have relatively strong financial positions, have outperformed other retail categories over time and the Company believes remain well-capitalized. Historically, these national tenants have provided a stable revenue base, and the Company believes that they will continue to provide a stable revenue base going forward, given the long-term nature of these leases. The majority of the tenants in the Company’s shopping centers provide day-to-day consumer necessities with a focus on value and convenience, versus discretionary items, which the Company believes will enable many of its tenants to outperform under a variety of economic conditions. The Company has relatively little reliance on overage or percentage rents generated by tenant sales performance.

Previous report

The threat of increasing inflation, changing interest rates, political tensions, uncertainty over tariff policy, concerns over consumer confidence and the volatility of global capital markets pose risks to the U.S. economy, retail sales, and the Company’s tenants. In addition to these macroeconomic challenges, the retail sector has been affected by changing consumer behaviors, including the competitive nature of the retail business and the competition for the share of the consumer wallet. The Company routinely monitors the credit profiles of its tenants and analyzes the possible impact of any potential tenant credit issues on the financial statements of the Company and its unconsolidated joint ventures. In some cases, changing conditions have resulted in weaker retailers and retail categories losing market share and declaring bankruptcy and/or closing stores. However, other retailers, specifically those in the value and convenience category, continue to launch new concepts and expand their store fleets in communities with attractive demographics. As a result, the Company believes that its prospects (and the prospects of purchasers of its properties) to backfill spaces vacated by non-renewing or bankrupt tenants are generally good, though such re-tenanting efforts would likely require additional capital expenditures and the opportunities to lease any vacant theater spaces may be more limited. However, there can be no assurance that existing or additional vacancies in the Company’s portfolio will not adversely affect the Company’s operating results or the valuation of its properties (see Item 1A. Risk Factors in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025).
Reworded paragraphs (37)

Previous wording

The Company is a self-administered and self-managed Real Estate Investment Trust (“REIT”) in the business of owning, leasing, redeveloping and managing shopping centers. As of March 31, 2026, the Company’s portfolio consisted of 16 shopping centers (including 10 shopping centers owned through an unconsolidated joint venture). At March 31, 2026, the Company owned approximately 4.4 million square feet of gross leasable area (“GLA”) through all its shopping center properties (wholly-owned and joint venture). In addition, the Company owns two adjacent office buildings located in Beachwood, Ohio, totaling approximately 339,000 square feet of GLA, a portion of which currently serves as the Company’s headquarters.

Current wording

The Company is a self-administered and self-managed Real Estate Investment Trust (“REIT”) in the business of owning, leasing, redeveloping, and managing shopping centers. As of June 30, 2026, the Company’s portfolio consisted of 14 shopping centers (including 10 shopping centers owned through the Dividend Trust Portfolio (“DTP”), an unconsolidated joint venture). At June 30, 2026, the Company owned approximately 3.9 million square feet of gross leasable area (“GLA”) through all its shopping center properties (wholly-owned and joint venture). In addition, the Company owns two adjacent office buildings located in Beachwood, Ohio, totaling approximately 339,000 square feet of GLA, a portion of which currently serves as the Company’s headquarters.

Previous wording

For the three months ended March 31, 2026, the decrease in Net income, as compared to the prior-year period, primarily was the result of impairment charges and a decrease in rental income as a result of property dispositions, offset by the gain on the sale of joint venture interests, increases on gains on the disposition of real estate and interest income and decreases in interest expense, condemnation revenue and depreciation and amortization.

Current wording

For the six months ended June 30, 2026, the decrease in Net (loss) income, as compared to the prior-year period, primarily was the result of impairment charges, a decrease in rental income as a result of property dispositions, a decrease in gains on the disposition of real estate and a decrease in condemnation revenue, partially offset by the gain on the sale of joint venture interests, an increase in interest income and decreases in interest expense and depreciation and amortization expense.

Previous wording

The Company expects to use proceeds from additional asset sales to pay operating expenses, manage overall liquidity levels, make distributions to shareholders and establish a reserve fund to satisfy projected expenses and known and unknown claims that might arise during the anticipated wind-up of its business. The Company expects to incur significant expenses in connection with the eventual wind-up of its business, including but not limited to the fee applicable to any early termination of the Shared Services Agreement, employee severance costs, discretionary bonuses upon completion of the sales process, costs to terminate office leases, licenses and other operating contracts, professional fees (including fees of accountants and law firms), costs to comply with ongoing reporting requirements of the Securities Exchange Act of 1934 (the “Exchange Act”) (until such time as the Company qualifies for relief therefrom), insurance premiums and potential deductibles (including with respect to a “tail” insurance policy for directors and officers), vendor expenses, costs to resolve and streamline the Company’s subsidiaries and corporate structure and any claims arising under sale agreements for completed dispositions.

Current wording

The Company expects to use proceeds from additional asset sales to pay operating expenses, manage overall liquidity levels, make distributions to shareholders and establish a reserve fund to satisfy projected expenses and known and unknown claims that might arise during the anticipated wind-up of its business. The Company expects to incur significant expenses in connection with the eventual wind-up of its business, including but not limited to employee severance costs, discretionary bonuses upon completion of the sales process, costs to terminate office leases, licenses and other operating contracts, professional fees (including fees of accountants and law firms), costs to comply with ongoing reporting requirements of the Securities Exchange Act of 1934 (the “Exchange Act”) (until such time as the Company qualifies for relief therefrom), insurance premiums and potential deductibles (including with respect to a “tail” insurance policy for directors and officers), vendor expenses, costs to resolve and streamline the Company’s subsidiaries and corporate structure and any claims arising under sale agreements for completed dispositions.

Previous wording

The Company continues to pursue the marketing and sale of its remaining wholly-owned properties and the monetization of its investment in the Dividend Trust Portfolio (“DTP”) joint venture. The timing of asset sales may be impacted by general economic conditions, local conditions in the markets in which our remaining properties are situated and other property-specific considerations. The Company’s ability and timing to monetize the value of its investment in the DTP joint venture may be impacted by the degree of cooperation of the joint venture partner and the limited rights afforded the Company under the joint venture agreement (including the requirement that the Company obtain the joint venture partner’s consent to the sale of individual joint venture properties or to the Company’s sale of its interest in the joint venture). For risks related to the Company’s strategy, see Item 1A. Risk Factors in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

Current wording

For risks related to the Company’s strategy, see Item 1A. Risk Factors in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

Previous wording

The Company expects that rental income and net income will decrease in future periods as compared to corresponding prior year periods as a result of the significant disposition activity and declining property revenues. However, the Company’s general and administrative expenses will remain elevated prior to the termination of the Shared Services Agreement as a result of the contractual obligations and services owing to Curbline thereunder.

Current wording

The Company expects that rental income and net income will decrease in future periods as compared to corresponding prior year periods as a result of the significant disposition activity and declining property revenues. However, the Company’s general and administrative expenses will remain elevated prior to the expected termination of the Shared Services Agreement on October 1, 2027 as a result of the contractual obligations and services owing to Curbline thereunder.

Previous wording

Operational highlights for the Company through March 31, 2026, include the following:

Current wording

Operational data for the Company’s retail portfolio at June 30, 2026, include the following:

Previous wording

Total portfolio average annualized base rent per square foot was $20.00 at March 31, 2026, as compared to $22.61 at December 31, 2025 and $19.75 at March 31, 2025, all on a pro rata basis, respectively;

Current wording

Total portfolio average annualized base rent per square foot was $18.40 at June 30, 2026, as compared to $22.61 at December 31, 2025 and $19.83 at June 30, 2025, all on a pro rata basis, respectively and

Previous wording

The aggregate occupancy of the Company’s operating shopping center portfolio was 84.9% at March 31, 2026, as compared to 85.9% at December 31, 2025 and 89.4% at March 31, 2025, all on a pro rata basis; and

Current wording

The aggregate occupancy of the Company’s operating shopping center portfolio was 81.1% at June 30, 2026, as compared to 85.9% at December 31, 2025 and 87.5% at June 30, 2025, all on a pro rata basis.

Previous wording

At March 31, 2026 and 2025, the Company owned six and 22 wholly-owned properties as of each balance sheet date that had an aggregate occupancy rate of 80.3% and 89.2% and an average annualized base rent per occupied square foot of $25.02 and $19.95, respectively. The decrease in occupancy rate and increase in average annualized base rent per occupied square foot was due to a combination of transactional activity, the mix of properties sold and overall decreases in occupancy.

Current wording

At June 30, 2026 and 2025, the Company owned four and 20 wholly-owned retail properties as of each balance sheet date that had an aggregate occupancy rate of 66.9% and 87.2% and an average annualized base rent per occupied square foot of $24.12 and $20.01, respectively. The decrease in occupancy rate and increase in average annualized base rent per occupied square foot was due to a combination of transactional activity, the mix of properties sold and overall decreases in occupancy.

Previous wording

Recoveries from tenants were approximately 43.2% and 70.9% of operating expenses and real estate taxes for the three months ended March 31, 2026 and 2025, respectively. The decrease in the recovery percentage was due to a combination of transactional activity, the mix of properties sold and overall decreases in occupancy.

Current wording

Recoveries from tenants were approximately 38.8% and 70.9% of operating expenses and real estate taxes for the six months ended June 30, 2026 and 2025, respectively. The decrease in the recovery percentage was due to a combination of transactional activity, the mix of properties sold and overall decreases in occupancy.

Previous wording

The decrease in Fee and other income primarily resulted from $8.4 million of other property revenue recorded during the three months ended March 31, 2025 in conjunction with the resolution of the condemnation proceedings with the State of Florida relating to business damages and compensation for land taken in 2022 at the Shoppes at Paradise Pointe partially offset by the increase in fees from Curbline Properties. Fee and other income is primarily earned from Curbline Properties and the Company’s unconsolidated joint ventures.

Current wording

The decrease in Fee and other income primarily resulted from $8.4 million of other property revenue recorded during the six months ended June 30, 2025 in conjunction with the resolution of the condemnation proceedings with the State of Florida relating to business damages and compensation for land taken in 2022 at the Shoppes at Paradise Pointe partially offset by the increase in fees from Curbline Properties. Fee and other income is primarily earned from Curbline Properties and the Company’s unconsolidated joint ventures.

Previous wording

The Company recorded $17.5 million of impairment charges for the three months ended March 31, 2026 triggered by a purchase offer received which is currently under negotiation. Impairment charges are presented in Note 6, “Impairment Charges,” to the Company’s consolidated financial statements included herein.

Current wording

The Company recorded $18.5 million of impairment charges for the six months ended June 30, 2026 triggered by purchase offers received. Impairment charges are presented in Note 6, “Impairment Charges,” to the Company’s consolidated financial statements included herein.

Previous wording

As of March 31, 2026, the Company had no outstanding indebtedness. As of March 31, 2025, the Company’s consolidated indebtedness consisted of a cross-collateralized mortgage facility and a mortgage loan encumbering Nassau Park Pavilion with an aggregate outstanding balance of $306.3 million and a weighted-average interest rate (based on contractual rates excluding amortization of debt issuance costs) of 6.9% per annum.

Current wording

As of June 30, 2026, the Company had no outstanding indebtedness. As of June 30, 2025, the Company’s consolidated indebtedness consisted of a cross-collateralized mortgage facility and a mortgage loan encumbering Nassau Park Pavilion with an aggregate outstanding balance of $292.0 million and a weighted-average interest rate (based on contractual rates excluding amortization of debt issuance costs) of 6.9% per annum.

Previous wording

At March 31, 2026 and 2025, the Company had an economic investment in unconsolidated joint ventures which owned ten and 11 shopping center properties, respectively. The termination of joint venture or joint venture property sales could significantly impact the amount of income or loss recognized in future periods. See Note 2, “Investments in and Advances to Joint Ventures,” in the Company’s consolidated financial statements included herein.

Current wording

At June 30, 2026 and 2025, the Company had an economic investment in unconsolidated joint ventures which owned ten and 11 shopping center properties, respectively. The termination of the Company’s remaining joint venture or joint venture property sales could significantly impact the amount of income or loss recognized in future periods. See Note 2, “Investments in and Advances to Joint Ventures,” in the Company’s consolidated financial statements included herein.

Previous wording

The Company sold two wholly-owned shopping centers in the period ended March 31, 2026.

Current wording

The Company sold four and two wholly-owned shopping centers in the periods ended June 30, 2026 and 2025, respectively.

Previous wording

The decrease in net income in the period ended March 31, 2026, as compared to the prior-year period, primarily was the result of impairment charges and a decrease in rental income as a result of property dispositions, offset by the gain on the sale of joint venture interests, increases on gains on the disposition of real estate and interest income and decreases in interest expense, condemnation revenue and depreciation and amortization.

Current wording

The decrease in net income in the period ended June 30, 2026, as compared to the prior-year period, primarily was the result of impairment charges, a decrease in rental income as a result of property dispositions, a decrease in gains on the disposition of real estate and a decrease in condemnation revenue, partially offset by the gain on the sale of joint venture interests, an increase in interest income and decreases in interest expense and depreciation and amortization expense.

Previous wording

The Company believes that Funds from Operations (“FFO”) and Operating FFO, both non-GAAP financial measures, provide additional and useful means to assess the financial performance of REITs. FFO and Operating FFO are frequently used by the real estate industry, as well as securities analysts, investors and other interested parties, to evaluate the performance of REITs. The

Current wording

The Company believes that Funds from Operations (“FFO”) and Operating FFO, both non-GAAP financial measures, provide additional and useful means to assess the financial performance of REITs. FFO and Operating FFO are frequently used by the real estate industry, as well as securities analysts, investors and other interested parties, to evaluate the performance of REITs. The Company also believes that FFO and Operating FFO more appropriately measure the core operations of the Company.

Previous wording

The decrease in FFO for the period ended March 31, 2026, as compared to the prior-year period, was primarily attributable to the impact of net property dispositions and condemnation revenue recorded in the prior-year period ended March 31, 2025, partially offset by an increase in interest income and a decrease in interest expense. The decrease in Operating FFO generally was due to the impact of net property dispositions partially offset by decreased interest expense and an increase in interest income.

Current wording

The decrease in FFO for the period ended June 30, 2026, as compared to the prior-year period, was primarily attributable to the net impact of property dispositions and condemnation revenue recorded in the prior-year period, partially offset by an increase in interest income and a decrease in interest expense. The decrease in Operating FFO generally was due to the net impact of property dispositions partially offset by decreased interest expense and an increase in interest income.

Previous wording

The Company requires capital to fund its operating expenses, redevelopment activities and capital expenditures. The Company’s primary capital sources include cash on hand, cash flow from operations and proceeds from ongoing asset sales. The Company does not maintain a revolving credit facility and therefore plans to closely monitor and conservatively manage its liquidity and cash position as it pursues the sale of its remaining properties and monetization of its investment in the DTP joint venture and returns capital to shareholders. The Company expects to maintain sufficient cash reserves with proceeds from asset sales in order to satisfy and discharge expenses projected to be incurred, and any unknown or contingency claims or obligations which might arise, during the subsequent wind-up of its operations. The Company also expects to maintain an elevated cash balance pending resolution of the DTP joint venture in order to maximize the Company’s alternatives for monetizing its joint venture investment, including through the possible exercise of the joint venture’s buy/sell provision.

Current wording

The Company requires capital to fund its operating expenses, redevelopment activities and capital expenditures. The Company’s primary capital sources include cash on hand, cash flow from operations and proceeds from ongoing asset sales. The Company does not maintain a revolving credit facility and therefore plans to closely monitor and conservatively manage its liquidity and cash position as it pursues the sale of its remaining properties and monetization of its investment in the DTP joint venture and returns capital to shareholders. The Company expects to maintain sufficient cash reserves with proceeds from asset sales in order to satisfy any discharge expenses projected to be incurred, and to pay any unknown or contingency claims or obligations which might arise, during the subsequent wind-up of its operations. The Company also expects to maintain an elevated cash balance pending resolution of the DTP joint venture in order to maximize the Company’s alternatives for monetizing its joint venture investment, including through the possible purchase of its partner’s interest through the joint venture’s buy-sell provision.

Previous wording

At March 31, 2026, the Company had an unrestricted cash balance of $193.5 million. As of March 31, 2026, the Company anticipates that it has approximately $15.4 million to be incurred to complete redevelopment projects at properties owned by Curbline pursuant to the terms of the Separation and Distribution Agreement.

Current wording

At June 30, 2026, the Company had an unrestricted cash balance of $238.9 million. As of June 30, 2026, the Company anticipates that it has approximately $8.5 million to be incurred to complete redevelopment projects at properties owned by Curbline pursuant to the terms of the Separation and Distribution Agreement. The Company also paid a special cash dividend of $1.00 per share ($52.7 million in the aggregate) to common shareholders on July 31, 2026.

Previous wording

The Company had no consolidated indebtedness outstanding at March 31, 2026. As of March 31, 2026, the Company’s unconsolidated joint ventures had $380.6 million of indebtedness ($76.1 million at SITE Centers’ share).

Current wording

The Company had no consolidated indebtedness outstanding at June 30, 2026. As of June 30, 2026, the Company’s unconsolidated joint venture had $380.6 million of indebtedness ($76.1 million at SITE Centers’ share).

Previous wording

Operating Activities: Cash provided by operating activities decreased by $10.0 million primarily due to lower operating income as a result of disposition activity partially offset by increase in interest income and a decrease in interest expense.

Current wording

Operating Activities: Cash provided by operating activities decreased by $37.4 million primarily due to lower net operating income as a result of disposition activity partially offset by an increase in interest income and a decrease in interest expense.

Previous wording

Investing Activities: Cash from investing activities increased by $82.9 million primarily due to increased proceeds from disposition of real estate of $61.8 million and increased proceeds from the disposition of unconsolidated joint venture interests of $20.7 million.

Current wording

Investing Activities: Cash from investing activities increased by $46.2 million primarily due to increased proceeds from disposition of real estate of $24.9 million and increased proceeds from the disposition of unconsolidated joint venture interests of $20.7 million.

Previous wording

Financing Activities: Cash used for financing activities decreased by $0.5 million primarily due to the scheduled principal payments made on the Company’s mortgage debt during the period ended March 31, 2025.

Current wording

Financing Activities: Cash used for financing activities decreased by $14.9 million primarily due to scheduled principal payments made on the Company’s mortgage debt and required payments due to sales on the Company’s mortgage facility during the period ended June 30, 2025.

Previous wording

The decision to declare and pay future dividends on the Company’s common shares, as well as the timing, amount and composition of any such future dividends, will be at the discretion of the Company’s Board of Directors. The Company does not currently expect to make regular quarterly dividend payments in the future. The Company expects that the frequency and timing of future dividends will be influenced by operations, sales of its remaining assets and the resolution of the DTP joint venture, though the Company plans to closely monitor and conservatively manage its cash position in order to maintain sufficient cash reserves to satisfy and discharge expenses projected to be incurred, and any unknown or contingency claims or obligations which might arise, during the subsequent wind-up of its operations. The Company also expects to maintain an elevated cash balance pending resolution of the DTP joint venture in order to maximize the Company’s alternatives for monetizing its joint venture investment, including through the possible exercise of the joint venture’s buy/sell provision.

Current wording

The decision to declare and pay future dividends on the Company’s common shares, as well as the timing, amount and composition of any such future dividends, will be at the discretion of the Company’s Board of Directors. The Company does not currently expect to make regular quarterly dividend payments in the future. The Company expects that the frequency and timing of future dividends will be influenced by operations, sales of its remaining assets and the resolution of the DTP joint venture, though the Company plans to closely monitor and conservatively manage its cash position in order to maintain sufficient cash reserves to satisfy and discharge expenses projected to be incurred, and any unknown or contingency claims or obligations which might arise, during the subsequent wind-up of its operations. The Company also expects to maintain an elevated cash balance pending resolution of the DTP joint venture in order to maximize the Company’s alternatives for monetizing its joint venture investment, including through the possible purchase of its partner’s interests through the joint venture’s buy-sell provision.

Previous wording

The Company remains committed to maintaining sufficient liquidity in order to fund its operating expenses, capital expenditures and expenses and liabilities to be incurred during the wind-up of its operations. The Company’s primary capital sources include cash on hand, cash flow from operations and proceeds from sales of its remaining wholly-owned properties and monetization of its investment in the DTP joint venture. The Company does not maintain a revolving credit facility and therefore plans to closely monitor and conservatively manage its cash position and expects to maintain an elevated cash balance pending resolution of the DTP joint venture in order to maximize the Company’s alternatives for monetizing its joint venture investment, including through the possible exercise of the joint venture’s buy/sell provision.

Current wording

The Company remains committed to maintaining sufficient liquidity in order to fund its operating expenses, capital expenditures and expenses and liabilities to be incurred during the wind-up of its operations. The Company’s primary capital sources include cash on hand, cash flow from operations and proceeds from sales of its remaining wholly-owned properties and monetization of its investment in the DTP joint venture. The Company does not maintain a revolving credit facility and therefore plans to closely monitor and conservatively manage its cash position and expects to maintain an elevated cash balance pending resolution of the DTP joint venture in order to maximize the Company’s alternatives for monetizing its joint venture investment, including through the possible purchase of its partner’s interests through the joint venture’s buy-sell provision.

Previous wording

The Company continues to pursue the marketing and sale of its remaining wholly-owned properties. The timing of asset sales may be impacted by general economic conditions, local conditions in the markets in which our remaining properties are situated and other property-specific considerations. The majority of the Company’s wholly-owned retail properties are in various stages of contract negotiation or in the process of being marketed for sale, though no assurances can be given that such efforts will result in additional asset sales.

Current wording

The Company continues to pursue the sale of its remaining wholly-owned properties, though no assurances can be given that such efforts will result in additional asset sales. The timing of asset sales may be impacted by general economic conditions, local conditions in the markets in which the Company’s remaining properties are situated and other property-specific considerations.

Previous wording

The Company owns a 20% interest in, and acts as the general partner of, the DTP joint venture, a joint venture with certain Chinese institutional investors which owns ten shopping centers located in the United States aggregating approximately 3.4 million square feet of GLA. As of March 31, 2026, the joint venture’s properties were encumbered by a mortgage loan in the aggregate principal amount of approximately $380.6 million which matures on January 11, 2029. The terms of the joint venture agreement contain restrictions on when and how the Company can monetize the value of its interests in the joint venture and generally requires the partner’s consent in order for the Company to sell its interest in the joint venture or the underlying properties owned by the joint venture. The Company is in discussions with its joint venture partner regarding options to resolve the joint venture and continues to maintain an elevated cash balance in order to maximize the Company’s alternatives for monetizing its joint venture investment, including through the possible exercise of the joint venture’s buy-sell provision.

Current wording

The Company owns a 20% interest in, and acts as the general partner of, the DTP joint venture, a joint venture with certain Chinese institutional investors which owns ten shopping centers located in the United States aggregating approximately 3.4 million square feet of GLA. As of June 30, 2026, the joint venture’s properties were encumbered by a mortgage loan in the aggregate principal amount of approximately $380.6 million which matures on January 11, 2029. The terms of the joint venture agreement contain restrictions on when and how the Company can monetize the value of its interests in the joint venture and generally requires the partner’s consent in order for the Company to sell its interest in the joint venture or the underlying properties owned by the joint venture. The Company is in discussions with its joint venture partner and continues to maintain an elevated cash balance in order to maximize the Company’s alternatives for monetizing its joint venture investment. On June 29, 2026, the Company delivered a buy-sell notice to its partner under the joint venture agreement. Pursuant to the terms of the joint venture agreement, unless an alternative consensual resolution is agreed between the Company and its partner, the partner is required to inform the Company by August 31, 2026 of its decision to either purchase the Company’s 20% interest in the joint venture for a price of approximately $32.4 million or sell its 80% interest in the joint venture to the Company for a price of approximately $129.6 million. Pursuant to the terms of the joint venture agreement, closing of the transaction should occur no later than October 15, 2026. No assurances can be given that the partner will comply with the terms of the joint venture agreement or perform its obligations under the joint venture agreement with respect to the buy-sell notice. With its partner’s consent, the Company may continue to explore the sale of its interests in the joint venture to third parties as an alternative to completing the buy-sell transaction.

Previous wording

From January 1, 2026 through May 4, 2026, the Company sold the following wholly-owned shopping centers (in thousands):

Current wording

From January 1, 2026 through July 31, 2026, the Company sold the following wholly-owned shopping centers and a land parcel (in thousands):

Previous wording

At March 31, 2026, the estimated cost to complete redevelopment projects at properties owned by Curbline pursuant to the terms of the Separation and Distribution Agreement was approximately $15.4 million.

Current wording

At June 30, 2026, the estimated cost to complete redevelopment projects at properties owned by Curbline pursuant to the terms of the Separation and Distribution Agreement was approximately $8.5 million.

Previous wording

At March 31, 2026, the Company’s capitalization consisted of $283.4 million of market equity (calculated as the number of common shares outstanding multiplied by $5.40, the closing price of the Company’s common shares on the New York Stock Exchange (the “NYSE”) at March 31, 2026).

Current wording

At June 30, 2026, the Company’s capitalization consisted of $208.3 million of market equity (calculated as the number of common shares outstanding multiplied by $3.97, the closing price of the Company’s common shares on the New York Stock Exchange (the “NYSE”) at June 30, 2026).

Previous wording

We expect that the NYSE would commence the de-listing of the Company’s common shares from the exchange if (i) the average closing price of the Company’s common shares were to fall below $1.00 per share over a 30-consecutive-day trading period, (ii) the Company’s average market capitalization were to fall below $15 million over a 30‑consecutive-day trading period or (iii) the Company were to lose or terminate its REIT qualification (unless the resulting entity qualifies for an original listing as a corporation). The NYSE also has certain discretionary authority to de-list the Company’s common shares on an involuntary basis. The Company expects to voluntarily de-list its common shares from the NYSE as future distributions cause its stock price to approach levels that would trigger involuntary de-listing. If the Company’s common shares are de-listed, shareholders may have difficulty trading their common shares on the secondary market. De-listing would also eliminate the requirement that the Company’s Board of Directors be composed of a majority of independent directors.

Current wording

The Company expects that the NYSE will commence the de-listing of the Company’s common shares from the exchange if (i) the average closing price of the Company’s common shares were to fall below $1.00 per share over a 30-consecutive-day trading period, (ii) the Company’s average market capitalization were to fall below $15 million over a 30‑consecutive-day trading period or (iii) the Company were to lose or terminate its REIT qualification (unless the Company then qualifies for an original listing as a corporation). The NYSE also has certain discretionary authority to de-list the Company’s common shares on an involuntary basis. The Company expects to voluntarily de-list its common shares from the NYSE as future distributions cause its stock price to approach levels that would trigger involuntary de-listing. If the Company’s common shares are de-listed, shareholders may have difficulty trading their common shares on the secondary market. De-listing would also eliminate the requirement that the Company’s Board of Directors be composed of a majority of independent directors.

Previous wording

In connection with the spin-off of Curbline, the Company used proceeds from the cross-collateralized mortgage facility together with proceeds from asset sales to repay all of the Company’s outstanding unsecured indebtedness and therefore no longer maintains a revolving line of credit or an investment grade rating. The Company may not be able to obtain financing on favorable terms, or at all, and therefore conservatively manages its cash balances and proceeds from asset sales in order to maintain the capital needed to fund its operations.

Current wording

The Company no longer maintains a revolving line of credit or an investment grade rating. The Company may not be able to obtain financing on favorable terms, or at all, and therefore conservatively manages its cash balances and proceeds from asset sales in order to maintain the capital needed to fund its operations.

Previous wording

Additionally, the Separation and Distribution Agreement contains obligations to complete certain redevelopment projects at properties that are owned by Curbline. As of March 31, 2026, such redevelopment projects were estimated to cost $15.4 million to complete.

Current wording

The Separation and Distribution Agreement contains obligations to complete certain redevelopment projects at properties that are owned by Curbline. As of June 30, 2026, such redevelopment projects were estimated to cost $8.5 million to complete.

Previous wording

The Company is subject to competition for tenants from other owners of retail properties, and its tenants are subject to competition from other retailers and methods of distribution. The Company is dependent upon the successful operations and financial condition of its tenants, in particular its major tenants, and could be adversely affected by the bankruptcy of those tenants;

Current wording

The Company is subject to competition for tenants from other owners of retail properties, and its tenants are subject to competition from other retailers and methods of distribution. The Company’s properties are dependent upon the successful operations and financial condition of its tenants, in particular its major tenants, and could be adversely affected by the bankruptcy of those tenants;

Previous wording

The Company may require greater time and financial resources to complete redevelopment projects (including construction obligations owing to Curbline Properties under the Shared Services Agreement) as a result of various factors, many of which are beyond the Company’s control, resulting in increased construction costs;

Current wording

The Company may require greater time and financial resources to complete redevelopment projects (including construction obligations owing to Curbline Properties under the Separation and Distribution Agreement) as a result of various factors, many of which are beyond the Company’s control, resulting in increased construction costs;

Previous wording

The Company’s decision to dispose of real estate assets could result in material impairment losses and adversely affect the Company’s financial results;

Current wording

The Company’s decision to dispose of real estate assets could result in material impairment charges and adversely affect the Company’s financial results;
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Sold the Company’s interests in the RVIP IIIB joint venture that owned Deer Park Town Center (Deer Park, Illinois).
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

Company also believes that FFO and Operating FFO more appropriately measure the core operations of the Company.