Hudson Pacific Properties, Inc.
For the period ended Sep 30, 2025. Filed Nov 6, 2025.
View on SEC.govAbout 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 Nov 6, 2025
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-07.
0001482512-25-000126
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsDefaults Upon Senior SecuritiesMine Safety DisclosuresCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0001482512-25-000150
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsDefaults Upon Senior SecuritiesMine Safety DisclosuresThe 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 20 previous paragraphs and 14 current paragraphs.
9 unchanged; 4 reworded; 1 added; 7 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 1 previous and 0 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.
The current filing states there were no material changes to risk factors.
This is the filer’s own statement, not a conclusion from the comparison. Read its qualifications and the report it references.
Current filing’s statement
There have been no material changes to the risk factors included in the section entitled “Risk Factors” in our 2024 Annual Report on Form 10-K. Please review the Risk Factors set forth in our 2024 Annual Report on Form 10-K.
Added paragraphs (1)
Current report
During the third quarter of 2025, our operating partnership issued an aggregate of 211,073 units to us in connection with the issuance by us of an aggregate of 211,073 shares of our common stock in connection with the exercises of pre-funded warrants.
Removed paragraphs (7)
Previous report
On April 2, 2025, our Registration Statement on Form S-3 (File No. 333-278965) for the sale of up to $1.0 billion of debt and equity securities was declared effective. On June 11, 2025, we entered into an underwriting agreement with BofA Securities, Inc., Wells Fargo Securities, LLC and RBC Capital Markets, LLC, as representatives of several underwriters, to sell in a public offering 237,553,442 shares of common stock and pre-funded warrants to purchase 71,863,597 shares of common stock at prices of $2.23 per share of common stock and $2.22 per pre-funded warrant. The pre-funded warrants have an exercise price of $0.01 per share and can be exercised at any time on or after June 13, 2025 at the option of the holder.
Previous report
The offering closed on June 13, 2025. The gross proceeds from the offering amounted to $689.3 million ($529.7 million from common stock and $159.6 million from pre-funded warrants). In connection with this offering, we paid underwriting fees of $27.4 million and other transaction costs of $5.0 million, resulting in net proceeds of $656.9 million. The proceeds from the offering were used to fully repay the outstanding amount under the unsecured revolving credit facility and for general corporate purposes.
Previous report
The following table summarizes the repurchases of the Company equity securities during the second quarter of 2025:
Previous report
Our board of directors authorized a share repurchase program to buy up to $250.0 million of the outstanding common stock of Hudson Pacific Properties, Inc. The program does not have a termination date, and repurchases may commence or be discontinued at any time. A cumulative total of $214.7 million had been repurchased under the program as of June 30, 2025.
Previous report
The maximum that may yet be purchased under the plans or programs is shown net of repurchases.
Previous report
Includes shares of common stock remitted to Hudson Pacific Properties, Inc. to satisfy tax withholding obligations in connection with the vesting of restricted stock units.
Previous report
The price paid per share is based on the closing price of our common stock, as reported by the NYSE, as of the date of vesting of the restricted stock units.
Reworded paragraphs (4)
Previous wording
During the second quarter of 2025, our operating partnership issued partnership units in private placements in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act, in the amounts and for the consideration set forth below:
Current wording
During the third quarter of 2025, our operating partnership issued partnership units in private placements in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act, in the amounts and for the consideration set forth below:
Previous wording
During the second quarter of 2025, we issued an aggregate of 208,178 shares of our common stock in connection with the vesting of restricted stock awards for no cash consideration, out of which 3,166 shares of common stock were forfeited to us in connection with tax withholding obligations. For each share of common stock issued by us in connection with such an award, our operating partnership issued a restricted common unit to us as provided in our operating partnership’s Agreement of Limited Partnership. During the second quarter of 2025, our operating partnership issued an aggregate of 205,012 units to us in connection with these transactions.
Current wording
During the third quarter of 2025, we issued an aggregate of 71,358 shares of our common stock in connection with the vesting of restricted stock awards for no cash consideration, out of which no shares of common stock were forfeited to us in connection with tax withholding obligations. For each share of common stock issued by us in connection with such an award, our operating partnership issued a restricted common unit to us as provided in our operating partnership’s Agreement of Limited Partnership. During the third quarter of 2025, our operating partnership issued an aggregate of 71,358 units to us in connection with these transactions.
Previous wording
All other issuances of unregistered equity securities of our operating partnership during the six months ended June 30, 2025 have previously been disclosed in filings with the SEC. For all issuances of units to us, our operating partnership relied on our status as a publicly traded NYSE-listed company with $8.1 billion in total consolidated assets and as our operating partnership’s majority owner and sole general partner as the basis for the exemption under Section 4(a)(2) of the Securities Act.
Current wording
All other issuances of unregistered equity securities of our operating partnership during the nine months ended September 30, 2025 have previously been disclosed in filings with the SEC. For all issuances of units to us, our operating partnership relied on our status as a publicly traded NYSE-listed company with $7.8 billion in total consolidated assets and as our operating partnership’s majority owner and sole general partner as the basis for the exemption under Section 4(a)(2) of the Securities Act.
Previous wording
(b) Use of Proceeds from Registered Securities:
Current wording
(b) Use of Proceeds from Registered Securities: None.