Douglas Emmett Inc

10. Equity

During the Nine Months Ended September 30, 2026

•We acquired 53 thousand OP Units in exchange for issuing an equal number of shares of our common stock to the holders of the OP Units.

•We acquired 13 thousand OP Units for $144 thousand in cash.

•A consolidated JV that we manage, and in which we own a 13.3% interest, acquired The Bedford Collection. See Note 3 for more information regarding the property we purchased. We contributed $20.0 million to the JV and outside investors contributed $130.0 million to the JV.

During the Nine Months Ended September 30, 2025

•We acquired 11 thousand OP Units in exchange for issuing an equal number of shares of our common stock to the holders of the OP Units.

•We acquired 21 thousand OP Units for $314 thousand in cash.

•In June 2025, one of our consolidated JVs raised $12.0 million of additional capital. We contributed $6.6 million of cash to the JV and another investor contributed $5.4 million of cash to the JV.

Noncontrolling Interests

Our noncontrolling interests consist of interests in our Operating Partnership and consolidated JVs which are not owned by us. See Note 3 regarding the noncontrolling interest in the Partnership X JV we consolidated on January 1, 2025. As of September 30, 2026, noncontrolling interests in our Operating Partnership owned 38.2 million OP Units and fully-vested LTIP Units, which represented approximately 18.6% of our Operating Partnership's total outstanding interests, and we owned 167.5 million OP Units (to match our 167.5 million shares of outstanding common stock), which represented approximately 81.4% of our Operating Partnership's total outstanding interests.

A share of our common stock, an OP Unit and an LTIP Unit (once vested and booked up) have essentially the same economic characteristics, sharing equally in the distributions from our Operating Partnership. Investors who own OP Units have the right to cause our Operating Partnership to acquire their OP Units for an amount of cash per unit equal to the market value ofone share of our common stock at the date of acquisition, or, at our election, exchange their OP Units for shares of our common stock on a one-for-one basis. LTIP Units have been granted to our employees and non-employee directors as part of their compensation. These awards generally vest over a service period and once vested can generally be converted to OP Units provided our stock price increases by more than a specified hurdle.

Changes in our Ownership Interest in our Operating Partnership

The table below presents the effect on our equity from net (loss) income attributable to common stockholders and changes in our ownership interest in our Operating Partnership:

AOCI Reconciliation(1)

The table below presents a reconciliation of our AOCI, which consists solely of adjustments related to derivatives designated as cash flow hedges:

(1)See Note 9 for the details of our derivatives and Note 12 for our derivative fair value disclosures.

(2)We did not have any unconsolidated entities during the nine months ended September 30, 2026 and September 30, 2025. We consolidated Partnership X commencing on January 1, 2025. Our share of the Partnership X's OCI on January 1, 2025 was reclassified to the gain from consolidation we recorded. See Note 3 regarding the consolidation of Partnership X.

Stock-Based Compensation

On May 28, 2026 the Douglas Emmett, Inc. 2026 Omnibus Stock Incentive Plan (the "2026 Plan") became effective after receiving stockholder approval at our 2026 Annual Meeting of Stockholders, superseding our prior plan, the Douglas Emmett, Inc. 2016 Omnibus Stock Incentive Plan (the "2016 Plan"), both of which allow for awards to our directors, officers, employees and consultants. The key terms of the two plans are substantially identical, except for the date of expiration, the number of shares authorized for grants and various technical provisions. Following approval of the 2026 Plan, no further grants may be awarded under the 2016 Plan, although grants already awarded under the 2016 Plan remain outstanding according to their terms. Both plans are administered by the compensation committee of our board of directors. As of September 30, 2026, we had an aggregate of 15.0 million shares of common stock available for future awards. The table below presents our stock-based compensation expense: