Brixmor Operating Partnership LP

In addition to the other information in this Quarterly Report on Form 10-Q, the risks described in our Annual Report on Form 10-K filed for the year ended December 31, 2025, in Part I, Item 1A, Risk Factors, and in our other filings with the SEC should be carefully considered. These factors may materially affect our financial condition, operating results and cash flows. There have been no material changes to the risk factors relating to the Company disclosed in our Form 10-K for the year ended December 31, 2025.

On May 27, 2026, the Operating Partnership issued an aggregate of 1,219,947 newly established Series A Preferred Units, each having a liquidation preference of $25.00 per unit, as consideration in connection with the acquisition by the Operating Partnership of a certain shopping center property. These securities were issued in reliance upon the exemption from the registration requirements provided by Rule 506(b) of Regulation D under the Securities Act. The securities were offered and sold only to purchasers who are "accredited investors" as defined in Rule 501 of Regulation D of the Securities Act. Subject to the terms of the partnership agreement of the Operating Partnership, each holder of Series A Preferred Units has the right to convert all or any portion of its Series A Preferred Units, at any time and from time to time, into (i) OP Units or (ii) shares of common stock of the Parent Company (or, at the option of the Operating Partnership, cash), in each case in accordance with the conversion provisions of the partnership agreement. In addition, holders may require the Operating Partnership to redeem all or any portion of their Series A Preferred Units for cash (or, at the option of the Parent Company, for shares of the Parent Company’s common stock). If not previously redeemed, converted or exchanged, the Operating Partnership may, at its option, redeem all (and not less than all) outstanding Series A Preferred Units after the tenth anniversary of issuance (or, if earlier, in connection with a change of control of the Parent Company) for the liquidation preference, together with any accumulated and unpaid distributions.

During the three months ended June 30, 2026, the Company did not repurchase any shares of its common stock. As of June 30, 2026, the Company's repurchase program had $400.0 million of available repurchase capacity.

None.

Not applicable.