BDN 10-K & 10-Q changes, risk factors and insider trading
Brandywine Realty Trust · NYSE · Real Estate Investment Trusts · CIK 790816 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “The increased use of artificial intelligence (“AI ”) and automation may change the uses, space configurations and tenant requirements for certain of our properties in currently unforeseen ways.”
New heading “Failure of the U.S. federal government to manage its fiscal matters or to avoid a government shutdown may negatively impact the economic environment and adversely impact our results of operations.”
Largest changes
“Congressional disagreement over the federal budget and the maximum amount of debt the federal government is permitted to have outstanding (commonly referred to as the “debt ceiling”), has previously caused the U.S. federal government to shut down for periods of time. A failure by the U.S. Congress to pass spending bills or address the debt ceiling at any point in the future would increase the risk of default by the U.S. on its obligations, the risk of a lowering of the U.S. federal government’s credit rating, and the risk of other economic dislocations. …”see in full comparison
“•adverse changes in international, national or local economic and demographic conditions, which may result, from among other things, government policies and regulations, tariffs, market dynamics, rising interest rates, inflation, international trade disputes, government shutdowns and geopolitical conflicts;”see in full comparison
“The increased use of artificial intelligence (“AI ”) and automation may change the uses, space configurations and tenant requirements for certain of our properties in currently unforeseen ways.”see in full comparison
“Failure of the U.S. federal government to manage its fiscal matters or to avoid a government shutdown may negatively impact the economic environment and adversely impact our results of operations.”see in full comparison
“In recent years, companies in certain industries have integrated AI and other advanced technologies, such as robotics and advanced automation of recurring tasks, into their businesses. It is widely thought that most industries are in only the early stages of an advanced technology revolution that may have profound, and largely currently unknown, impacts on their businesses. …”see in full comparison
The physical effects of climate change could have a material adverse effect on our properties, operations and business. For example, many of our properties are located along the East Coast, particularly those in the central business districts of Philadelphia, Pennsylvania and Washington, D.C. To the extent climate change causes variations in weather patterns, our markets could experience increases in stormsee in full comparisonintensityintensity, severe winter weather and rising sea-levels. Over time, these conditions could result in declining demand for office space in our buildings or our inability to operate the buildings at all. Climate change may also have indirect effects on our business by increasing the cost of (or making unavailable) property insurance on terms we find acceptable, increasing the cost of energy and increasing the cost of snow removal at our properties. While we maintain insurance coverage for flooding, we may not have adequate insurance to cover the associated costs of repair or reconstruction of sites for a major future event, lost revenue, including from new tenants that could have been added to our properties but for the event, or other costs to remediate the impact of a significant event. We also rely on a limited number of vendors to provide key services, including, but not limited to, utilities, at certain of our properties. If, as a result of unanticipated events, including those resulting from climate change, these vendors fail to adequately provide key services, we may experience significant interruptions in service and disruptions to business operations at our properties, incur remediation costs, and become subject to claims and damage to our reputation. There can be no assurance that climate change will not have a material adverse effect on our properties, operations or business.
Full comparison: every changed paragraph (19)
Our business is affected by global, national and local economic conditions. Our portfolio consists primarily of office buildings (as compared to real estate companies with portfolios of multiple asset classes). Our financial performance and the value of our real estate assets, and consequently the value of our securities, are subject to the risk that if our properties do not generate revenues sufficient to meet our operating expenses, including debt service and capital expenditures, our cash flow, results of operations, financial condition and ability to make distributions to our security holders will be adversely affected. The following factors, among others, may materially and adversely affect the income generated by our properties and our performance generally:
•adverse changes in international, national or local economic and demographic conditions, which may result, from among other things, government policies and regulations, tariffs, market dynamics, rising interest rates, inflation, international trade disputes, government shutdowns and geopolitical conflicts;
The following factors, among others, may materially and adversely affect the income generated by our properties and our performance generally:
•adverse changes in international, national or local economic and demographic conditions;
•we may not be able to acquire a desired property because of competition from other potential acquirers with significant capital, and even if we are able to acquire a desired property, such potential acquirers may significantly increase the purchase price or result in other less favorable terms;
•we may not be able to obtain financing for such acquisitions on favorable terms or at all;
The realization of any of the above risks could significantly and adversely affect our ability to meet our financial expectations, our financial condition, results of operations, and cash flows, our ability to make distributions to our shareholders, the market price of our common stock, and our ability to satisfy our debt service obligations.
We compete with real estate developers, operators and institutions for tenants and acquisition and development opportunities. Some of these competitors may have significantly greater financial resources than we have. Some of these competitors may be less sensitive to risks with respect to the creditworthiness of a tenant or the geographic concentration of their investments. These entities also may have more favorable relationships and pricing with suppliers and contractors and may complete construction projects sooner and at lower costs than we are able. Such competition may reduce the number of suitable investment opportunities available to us, may interfere with our ability to attract and retain tenants and may increase vacancies, which could result in increased supply and lower market rental rates, reducing our bargaining leverage and adversely affect our ability to improve our operating leverage. In addition, some of our competitors may be willing (e.g., because their properties may have vacancy rates higher than those for our properties) to make space available at lower rental rates or with higher tenant concession percentages than available space in our properties. We cannot assure you that this competition will not adversely affect our cash flow and our ability to make distributions to shareholders.
The increased use of artificial intelligence (“AI ”) and automation may change the uses, space configurations and tenant requirements for certain of our properties in currently unforeseen ways.
In recent years, companies in certain industries have integrated AI and other advanced technologies, such as robotics and advanced automation of recurring tasks, into their businesses. It is widely thought that most industries are in only the early stages of an advanced technology revolution that may have profound, and largely currently unknown, impacts on their businesses. It is currently unknown how the ongoing adoption of such advanced technologies and automation across industries will impact the optimal space configurations and infrastructure features, and we may face new tenant requirements and requests that will require significant expenditures that may not be entirely recoverable through increased rents. For example, the adoption of AI by our tenants may lead to infrastructure requirements that our buildings currently do not accommodate, such as increased power needs due to high-performance computing. Infrastructure upgrades may necessitate substantial capital expenditures and could potentially impact the environmental footprint of our building operations. If technological developments result in a reduction or reconfiguration in space requirements by our tenants, demand by individual tenants and prospective tenants for space may decrease over time. If we are not able to offset any reduction in demand from the foregoing developments through repurposing space, property dispositions, or other means, the realization of any of the aforementioned risks could have a material adverse impact on our business, revenues and results of operations.
The physical effects of climate change could have a material adverse effect on our properties, operations and business. For example, many of our properties are located along the East Coast, particularly those in the central business districts of Philadelphia, Pennsylvania and Washington, D.C. To the extent climate change causes variations in weather patterns, our markets could experience increases in storm intensityintensity, severe winter weather and rising sea-levels. Over time, these conditions could result in declining demand for office space in our buildings or our inability to operate the buildings at all. Climate change may also have indirect effects on our business by increasing the cost of (or making unavailable) property insurance on terms we find acceptable, increasing the cost of energy and increasing the cost of snow removal at our properties. While we maintain insurance coverage for flooding, we may not have adequate insurance to cover the associated costs of repair or reconstruction of sites for a major future event, lost revenue, including from new tenants that could have been added to our properties but for the event, or other costs to remediate the impact of a significant event. We also rely on a limited number of vendors to provide key services, including, but not limited to, utilities, at certain of our properties. If, as a result of unanticipated events, including those resulting from climate change, these vendors fail to adequately provide key services, we may experience significant interruptions in service and disruptions to business operations at our properties, incur remediation costs, and become subject to claims and damage to our reputation. There can be no assurance that climate change will not have a material adverse effect on our properties, operations or business.
We are dependent upon our key personnel, particularly Gerard H. Sweeney - President and Chief Executive Officer, Thomas Wirth - Executive Vice President and Chief Financial Officer, Jeffrey DeVuono - Executive Vice President and Senior Managing Director, and William Redd – Executive Vice President and Senior Managing Director and George Johnstone - Executive Vice President, Operations.Director. Among the reasons that Messrs. Sweeney, Wirth, DeVuono, ReddDeVuono and JohnstoneRedd are important to our success is that each has a favorable reputation, which attracts business and investment opportunities and assists us in negotiations with lenders, unconsolidated real estate venture partners and other investors. If we lost their services, our relationships with lenders, potential tenants and industry personnel could be affected. We are currently completing a transition of our Executive Vice President – Operations. Management transitions may create uncertainty and involve a diversion of resources and management attention, be disruptive to our daily operations or impact public or market perception, any of which could negatively impact our ability to operate effectively or execute strategies and result in a material adverse impact on our business, financial conditions and results of operations We are also dependent on our other executive officers for strategic business direction and real estate experience. Loss of their services could adversely affect our operations.
Historically, we have paid quarterly distributions to our shareholders. Our ability to make distributions in the future will depend uponupon, among other things:
InterestA continued increase in interest rates havewould increased and could continue tofurther increase our interest costs on variable rate debt and could adversely impact our ability to refinance existing debt or sell assets on favorable terms or at all.
Rising interest rates could continue to increase our interest expense and could limit our ability to refinance existing debt when it matures.matures or significantly increase our future interest expense. From time to time, we enter into interest rate swap agreements and other interest rate hedging contracts. While these agreements are intended to lessen the impact of rising interest rates on us, they also expose us to the risk that the other parties to the agreements will not perform, we could incur significant costs associated with the settlement or termination of the agreements, the agreements will be unenforceable and the underlying transactions will fail to qualify as highly-effective cash flow hedges under the applicable accounting guidance. In addition, an increase in interest rates could decrease the amounts third parties are willing or able to pay for our assets, thereby limiting our ability to recycle capital and change our portfolio promptly in response to changes in economic or other conditions. For more information about our interest costs on variable rate debt see Part II, Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources."
Our business may be adversely affected by social, political and economic instability, unrest or disruption, including legal, regulatory and policy changes by aCongress newor the presidential administration in the U.S., protests, demonstrations, strikes, riots, civil disturbance, disobedience, insurrection, or social and other political unrest. Such events have in the past, and may in the future, result in restrictions, curfews or other actions and give rise to significant changes in regional and global economic conditions and cycles, which may adversely affect our financial condition and operations.
Changes in federal policy, including tax policies, and at regulatory agencies occur over time through policy and personnel changeschanges, particularly following elections, which can lead to changes involving the level of oversight and focus on certain industries and corporate entities. The nature, timing, and economic and political effects of potential changes to the current legal and regulatory frameworks affecting the real estate industry remain highly uncertain. Additionally, changes in federal policy that affect the geopolitical landscape, such as the imposition of tariffs and changes to U.S. trade and foreign policy, have, and could in the future, lead to adverse effects on the U.S. domestic economy and our business operations.
Failure of the U.S. federal government to manage its fiscal matters or to avoid a government shutdown may negatively impact the economic environment and adversely impact our results of operations.
Congressional disagreement over the federal budget and the maximum amount of debt the federal government is permitted to have outstanding (commonly referred to as the “debt ceiling”), has previously caused the U.S. federal government to shut down for periods of time. A failure by the U.S. Congress to pass spending bills or address the debt ceiling at any point in the future would increase the risk of default by the U.S. on its obligations, the risk of a lowering of the U.S. federal government’s credit rating, and the risk of other economic dislocations. Such a failure, or the perceived risk of such a failure, could consequently have a material adverse effect on the financial markets and economic conditions in the U.S. and globally. If economic conditions severely deteriorate as a result of U.S. federal government fiscal gridlock, our operations, or those of our tenants, could be affected, which may adversely impact our financial condition and results of operations. These risks may also impact our overall liquidity, our borrowing costs, or the market price of our common stock.
Management's Discussion & Analysis (MD&A)
New heading “Gain (loss) on early extinguishment of debt”
Removed heading “Depreciation and Amortization”
Removed heading “General & Administrative Expenses”
Largest changes
“Interest expense increased primarily due to our issuance of $400 million aggregate principal amount of 2029 Notes in April 2024, partially offset by the tender offer and redemption of our $350 million 4.10% Guaranteed Notes due 2024 in June 2024. Additionally, interest expense increased during the third quarter of 2023 when Moody’s downgraded our senior unsecured credit rating from Baa3 to Ba1. As a result of the downgrade, the interest rate on our 2028 Notes increased 25 basis points in September 2023 due to the coupon adjustment provisions within the 2028 Notes. …”see in full comparison
Equity in loss of real estate venturessee in full comparisonincreaseddecreased primarily due toourthe Company's recognition of an impairment charge on the properties inourthe Commerce Square VentureandinJBGtheVenture.third quarter of 2024. Additionally, theincreasedCompany recognized an other than temporary impairment loss on its investment in the 4040 Wilson Venture, which was partially offset by the income at the Mid- Atlantic Office Venture in the third quarter of 2024. During 2025, the Company recognized impairment lossesfrom our unconsolidated real estate ventures are duerelated tohigher interest rates ontheventures’consolidationoutstandingofindebtedness.3025 JFK Venture and 3151 Market Street Venture. See Note 4 “Investment in Unconsolidated Real Estate Ventures” to our Consolidated Financial Statements for further information.
“On August 15, 2023, we entered into a construction loan agreement secured by the development project at 155 King of Prussia Road in Radnor, Pennsylvania in the aggregate principal amount of $50.0 million (the “Construction Loan”). The Construction Loan has a scheduled maturity date of August 16, 2026 with an option to prepay at any time without a fee, premium or penalty. The Construction Loan bears interest at SOFR plus 2.5%.”see in full comparison
Our financial instruments consist of both fixed and variable rate debt. As of December 31,see in full comparison2024,2025, our consolidated debt consisted of (i) unsecured notes with an outstanding principal balance of$1,550.0$2,000.0 million, all of which are fixed rate borrowings, (ii) variable rate debt consisting of trust preferred securities that have been swapped to fixed rates with an outstanding principal balance of $78.6 million, (iii) a $600.0 million Credit Facility with no outstanding borrowings, (iv) a securedfixed rate termC-PACE loan for the property at 3151 Market with an outstanding principal balance of$245.0$57.3million,million that has a fixed interest rate, (v) a construction loan for the property at1553025King of Prussia RoadJFK with an outstanding balance of$32.7$178.0 million that has an interest rate cap and (v)twoone unsecured termloansloan of $250.0million and $70.0million. The $250.0 million unsecured term loan has been swapped to a fixed rate. All financial instruments were entered into for other than trading purposes and the net market value of these financial instruments is referred to as the net financial position. Changes in interest rates have different impacts on the fixed and variable rate portions of our debt portfolio. A change in interest rates on the fixed portion of the debt portfolio impacts the net financial instrument position, but has no impact on interest incurred or cash flows. A change in interest rates on the variable portion of the debt portfolio impacts the interest incurred and cash flows, but does not impact the net financial instrument position.
Full comparison: every changed paragraph (84)
During the twelve months ended December 31, 2024,2025, we owned and managed properties within four segments: (1) Philadelphia Central Business District (“Philadelphia CBD”), (2) Pennsylvania Suburbs, (3) Austin, Texas, and (4) Other. The Philadelphia CBD segment includes properties located in the City of Philadelphia in Pennsylvania. The Pennsylvania Suburbs segment includes properties in Chester, Delaware and Montgomery counties in the Philadelphia suburbs. The Austin, Texas segment includes properties in the City of Austin, Texas. The Other segment includes properties in Northern Virginia, Washington, D.C., Southern Maryland, Camden County, New Jersey and New Castle County, Delaware. In addition to the four segments, our corporate group is responsible for cash and investment management, development/redevelopment of certain real estate properties during the construction period, and certain other general support functions.
We generate cash and revenue from leases of space at our Properties and, to a lesser extent, from the management and development/redevelopment of properties owned by third parties (primarily unconsolidated real estate ventures) and from investments in the unconsolidated real estate ventures. Factors that we evaluate when leasing space include rental rates, costs of tenant improvements, tenant creditworthiness, current and expected operating costs, the length of the lease term, vacancy levels and demand for space. We also generate cash through sales of assets, including assets that we do not view as core to our business plan, either because of location or expected growth potential, and assets that are commanding premium prices from third partythird-party investors.
Notwithstanding the challenging macroeconomic conditions, which have contributed to recent difficulties in asset dispositions at acceptable prices, leasing of vacant space at attractive rents and sourcing of capital for development projects at acceptable costs, as well as to impairments of assets, we believe that our portfolio of Properties and investments, and liquidity profile, will allow us to maintain stable operating performance. In our ongoing assessment of our Properties as “quality” or “high quality”,Properties, we consider both their quantitative and qualitative attributes, including in relation to other properties within a given submarket or adjacent submarkets that compete with our portfolio for tenants. The attributes that we consider in our assessment include the age and condition of the property, average asking rental rates, access to mass transit and highways, floorplate efficiencies, amenities within, and nearby, the property and availability of parking as well as market demographics such that bear on demand for space at our portfolio.properties. We also believe that our portfolio and liquidity profile will enable us to raise capital, as necessary, in various forms and from different sources, including through secured or unsecured loans from banks, pension funds and life insurance companies. However, there can be no assurance that we will be able to borrow funds on terms that are economically attractive or at all.
(2)Includes leasing at recently completed not-stabilized Properties. The statistics presented for periods ended prior to the three-month period ended December 31, 20242025 have not been adjusted for properties sold subsequent to the periods presented.
(3)Calculated as a percentage of total net rentable square feet.
(6)The increases for the three months ended December 31, 2025 are primarily due to a higher percentage of new leases compared to renewals for the three months ended December 31, 2025 compared to the three months ended December 31, 2024. The decreases for the year ended December 31, 2025 are primarily due to a lower percentage of new leases compared to renewals and more renewals with no tenant improvements for the year ended December 31, 2025 compared to the year ended December 31, 2024.
(67)For comparison purposes, we exclude new leases of space when the previous lease of such space ended more than 12 months fromprior to the signing date for the new leases.
(78)Average annual rent represents total initial contractual rent under the applicable leases (as impacted by free rent) plus contractual fixed rent increases due under the applicable leases averaged over the total terms (without regard to extension options) of the applicable leases.
(2)Represents our residential operation at 2929 Walnut Street and 3025 JFK in Philadelphia, Pennsylvania.
We have compared our weighted-average in-place rental rates to our leases signed in 2024 and our current market leasing assumptions, and while the actual results will be dependent on the leases expiring in any particular period, we believe the current portfolio should generate positive rental rate increases for the remainder of fiscal 2024.
We are subject to the risk that tenant leases, upon expiration, will not be renewed, that space may not be relet, or that the terms of renewal or reletting (including the cost of renovations) may be less favorable to us than the current lease terms. Leases that accounted for approximately 3.9%5.5% of our aggregate final annualized base rents as of December 31, 20242025 (representing approximately 4.2%5.2% of the net rentable square feet of the properties) are scheduled to expire without penalty in 2025.2026. We maintain an active dialogue with our tenants in an effort to maximize lease renewals. If we are unable to renew leases or relet space under expiring leases, at anticipated rental rates, or if our tenants terminate their leases early, our cash flow would be adversely impacted.
In the event of a tenant default, we may experience delays in enforcing our rights as a landlord and may incur substantial costs in protecting our investment. Our management evaluates our accrued rent receivable reserve policy in light of our tenant base and general and local economic conditions. Our accrued rent receivable allowance was $0.9$0.4 millionmillion, or 0.5%0.2%, of our accrued rent receivable balance as of December 31, 20242025 compared to $2.7$0.9 millionmillion, or 1.4%0.5%, of our accrued rent receivable balance as of December 31, 2023.2024.
If economic conditions deteriorate, including as a result of inflation and high interest rates we may experience increases in past due accounts, defaults, lower occupancy and reduced effective rents. ThisThese conditionconditions would negatively affect our future net income and cash flows and could have a material adverse effect on our financial condition.
Development and Redevelopment projects are subject to a variety of risks, including construction delays, construction cost overruns, building moratoriums, inability to obtain financing on favorable terms, inability to lease space at projected rates, inability to enter into construction, developmentdevelopment, redevelopment and other agreements on favorable terms, and unexpected environmental and other hazards.
As of December 31, 2024,2025, the following recentlyprojects completedare in active development project was not yet stabilized (dollars, in thousands):
(a)In December 2025, we closed on a $80.5 million Commercial Property Assessed Clean Energy (“C-PACE”) financing for the development project at 3151 Market Street, which includes $30.0 million in future funding for new leasing.
In addition to the property listed above, we have classified one office building in Wilmington, Delaware as redevelopment, but we have yet to incur material development costs on the project.
(a)Total project costs include $20.6 million of existing property basis.
As of December 31, 2024,2025, the following active unconsolidated real estate venture development projectsproject remainremains under construction in progress and we were proceeding on the following activity (dollars, in thousands):
(a)Mixed used building with 428,000 rentable square feet consisting of 200,000 square feet of life science, 219,000 square feet of residential (326 units), and 9,000 square feet of retail.
(b)Debt financing amount represents an estimate at 55% Loan-to-Value ratio for 3151 Market Street.
(ca) Estimated costs include base building costs plus projected tenant fit out costs for remaining vacancies.
Management’s Discussion and Analysis of Financial Condition and Results of Operations discusses our Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets,assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the reporting periods. Certain accounting policies are considered to be critical accounting policies, as they require management to make assumptions about matters that are highly uncertain at the time the estimate is made and changes in the accounting estimate are reasonably likely to occur from period to period. We believe the following critical accounting policies affect our more significant judgments and estimates used in the preparation of our consolidatedConsolidated financialFinancial statements.Statements.
We assess each of our real estate investments for indicators of impairment quarterly or when circumstances indicate that a real estate investment may be impaired. When indicators of potential impairment are present that suggest that the carrying amounts of real estate investments and related intangible assets may not be recoverable, we assess the recoverability by determining whether the respective carrying values will be recovered through the estimated undiscounted future operating cash flows expected from the use of the assets and their eventual disposition over, in most cases, a ten-year holding period. If we believe there is a significant possibility that we might dispose of the assets earlier, we assess the recoverability using a probability weighted analysis of the estimated undiscounted future cash flows expected to be generated from the operations and eventual disposition of the assets over the various possible holding periods. The company may also utilize a market valuation approach, comparing the subject property to recent comparable market transactions in a similar location. If the recoverability assessment indicates that the carrying value of a tested real estate investment is not recoverable from estimated undiscounted future cash flows, it is written down to its estimated fair value and an impairment is recognized. If and when our plans change, we revise our recoverability analyses to use the cash flows expected from the operations and eventual disposition of each asset using holding periods that are consistent with our revised plans.
Net operating income (“NOI”), as presented in the comparative analysis, below is non-GAAP financial measure defined as total revenue less property operating expenses, real estate taxes, and third party management expenses. Property operating expenses that are included in determining NOI consist of costs that are necessary and allocable to our operating properties such as utilities, property-level salaries, repairs and maintenance, property insurance,insurance and management fees, and bad debt expense.fees. General and administrative expenses that are not reflected in NOI primarily consist of corporate-level salaries, amortization of share awards, and professional fees that are incurred as part of corporate office management. NOI is a non-GAAP financial measure that we use internally to evaluate the operating performance of our real estate assets by segment, as presented in Note 18 “Segment Information,” to our Consolidated Financial Statements, and of our business as a whole. We believe NOI provides useful information to investors regarding our financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level. While NOI is a relevant and widely used measure of operating performance of real estate investment trusts, it does not represent cash flow from operations or net income as defined by GAAP and should not be considered as an alternative to those measures in evaluating our liquidity or operating performance. NOI does not reflect interest expenses, real estate impairments, depreciation and amortization costs, capital expenditures, and leasing costs. We believe that net income,income (loss), as defined by GAAP, is the most appropriate earnings measure. See Note 18 “Segment Information,” to our Consolidated Financial Statements for a reconciliation of NOI to our consolidated net income (loss) as defined by GAAP.
(a)“Same Store Property Portfolio,” which represents 6159 properties containing an aggregate of approximately 11.511.1 million net rentable square feet that we owned and consolidated for the twelve-month periods ended December 31, 20242025 and 2023.2024. The Same Store Property Portfolio includes properties acquired or placed in service on or prior to January 1, 20232024 and owned and consolidated through December 31, 2024,2025, excluding properties classified as held for sale, (b)“Total Portfolio,” which represents all properties owned and consolidated by us during 20242025 and 2023,2024, (c)“Recently Completed/Acquired - Not Yet Stabilized Properties,” which represents three properties (155 King of Prussia Road, 250 King of Prussia Road and 3025 JFK - office) placed into serviceservice, acquired or acquirednot yet stabilized on or subsequent to January 1, 2023,2024, (d)“Development/Redevelopment Properties,” which represents zerothree properties (300 Delaware Avenue, 165 King of Prussia Road and 3151 Market Street) currently in development/redevelopment. A property is excluded from our Same Store Property Portfolio and moved into Development/Redevelopment in the period that we determine to proceed with development/redevelopment for a future development strategy, and (e)“20232024 and 20242025 Dispositions,” which represents four properties disposed of during 20232024 and 2024.2025.
(a)Represents certain revenues and expenses at the corporate level as well as various intercompany costs that are eliminated in consolidation, third-party management fees, provisions for impairment, and changes in the accrued rent receivable allowance. Other/(Eliminations) also includes properties sold andsold, properties classified as held for sale.sale, the parking operations of pre-development projects, the residential and retail components within University City in Philadelphia, Pennsylvania, the restaurant component of Cira Centre, the B.Labs incubator, remediation costs of insured events.
Rents from the Total Portfolio decreased $(10.6)$11.7 million primarily as a result of the following:
•$6.6 million decrease due to the sales of 200 North Radnor Chester Road, Radnor, PA and 8521 Leesburg Pike, Vienna, VA in the fourth quarter of 2023 and Three Barton Skyway, Austin, TX in the third quarter of 2023;
•$2.5$12.6 million decrease due to the early terminationsale of aOne singleand tenantTwo occupantBarton at a property in ourSkyway, Austin, Texas segmentTX in the thirdfourth quarter of 20232024; and
•$7.3Partially offset by $9.3 million increase relaterelated to our Recently Completed/Acquired PropertiesProperties, which compriseare comprised of 250 King of Prussia Road, Radnor, PA, 155 King of Prussia Road, Radnor, PA and 2340the Dullesoffice Cornerportion of 3025 JFK Boulevard, HerndonPhiladelphia, VA.PA during 2025; and
•$2.3 million increase related to the residential portion of 3025 JFK Boulevard, Philadelphia, PA, which was consolidated during the fourth quarter of 2025.
Other Revenue
Other revenue decreased primarily due to the Company recognizing $6.5 million of insurance proceeds in connection with the resolution of a legal dispute that was settled during the third quarter 2024.
The remaining $5.5 million decrease in Rents is primarily due to increase vacancies across our Same Store Property Portfolio.
Depreciation and Amortization
Depreciation and amortization expense decreased primarily as a result of the following:
•$5.6 million decrease related to the reduction in the cost basis of assets as a result of the provision for impairment recorded on two properties in the Metropolitan Washington, D.C. area within our Other segment in 2023;
•$4.0 million decrease related to accelerated depreciation on tenant improvements due to the early termination of a single tenant occupant at a property in our Austin, Texas segment in 2023;
•$2.9 million decrease related to the sales of three properties in 2023;
•$2.0 million decrease due to the sale of five Class B office properties in the Plymouth Meeting Executive Center in Plymouth Meeting, PA in the third quarter of 2024; and
•$3.0 million increase due to the placement into service of our Recently Completed/Acquired Properties.
General & Administrative Expenses
General and Administrative Expenses increase is primarily as a result of increased deferred compensation expenses.
During second quarter of 2025, the Company recognized $63.4 million in aggregate impairments, comprised of (i) $34.1 million on two properties classified as held for use located in our Austin, Texas segment and (ii) $29.3 million on the sale of two office properties located in our Austin, Texas segment. See Note 3 “Real Estate Investments.”
During the fourth quarter of 2023, we recognized a provision for impairment of $103.2 million on three properties in the Metropolitan Washington, D.C. area within our Other segment. These impairments resulted from the shortened hold period assumptions for the assets as a result of our plan to exit these markets. Additionally, we recognized a provision for impairment of $12.3 million on an office property located within our Other segment, prior to sale.
During the third quarter of 2023, we recognized a provision for impairment of $11.7 million on office properties located in our Pennsylvania Suburbs segment. The estimated fair value was based upon a pending purchase and sale agreement as of September 30, 2023 that was not completed as of December 31, 2023 due to the termination of the purchase and sale agreement.
During the second quarter of 2023, we recognized a provision for impairment of $4.5 million on an office property located in our Austin Texas, segment which met the held for sale criteria as of June 30, 2023 and was sold during the three months ended September 30, 2023. See Note 3 “Real Estate Investments,” for further information.
During 2025, the Company recognized a gain of $9.4 million from installment proceeds received from the buyer of a property, located in Philadelphia, Pennsylvania, that the Company sold in March 2017. In March 2017, the Company sold the property for a gross sales price of $21.4 million. At the settlement, the Company received a partial payment of $12.0 million and recognized a corresponding gain on sale of $6.5 million. The remainder of the payment of $9.4 million was deferred and was initially contingent upon termination or expiration of a lease at the property with an existing tenant. In 2024, the deferred contingent payment obligation was changed to a fixed payment obligation. The $9.4 million payment was received in 2025 and was recognized as a gain on disposition of real estate.
The $2.3 million gain on disposition of real estate for 2024 is due to the sale of a parking lot property in Richmond, VAVirginia for a gross sales price of $8.5 million and net cash proceeds of $8.3 million.
The $7.7 million gain on disposition of real estate for 2023 is due to the sale of a retail building located at 200 North Radnor Chester Road, Radnor, PA for a gross sales price of $14.2 million and net cash proceeds of $13.8 million.
Interest expense increased by approximately $18.7 million for the year ended December 31, 2025 compared to 2024, as detailed below.
(a) The Company ceased interest capitalization on One Uptown - Office, One Uptown - Multifamily, and 3025 JFK in 2025 as we reached the end of the capitalization period at the end of 2024.
Interest expense increased primarily due to our issuance of $400 million aggregate principal amount of 2029 Notes in April 2024, partially offset by the tender offer and redemption of our $350 million 4.10% Guaranteed Notes due 2024 in June 2024. Additionally, interest expense increased during the third quarter of 2023 when Moody’s downgraded our senior unsecured credit rating from Baa3 to Ba1. As a result of the downgrade, the interest rate on our 2028 Notes increased 25 basis points in September 2023 due to the coupon adjustment provisions within the 2028 Notes. During the first quarter of 2024, S&P downgraded our senior unsecured credit rating from BBB- to BB+. As a result of the downgrade, the interest rate on the 2028 Notes increased 25 basis points to 8.05% in March 2024 due to the coupon adjustment provisions within the 2028 Notes. During the second quarter of 2024, Moody's downgraded our senior unsecured credit rating from Ba1 to Ba2. As a result of the downgrade, the interest rate on the 2028 Notes increased 25 basis points to 8.30% in April 2024 due to the coupon adjustment provisions within the 2028 Notes.
Equity in loss of real estate ventures increaseddecreased primarily due to ourthe Company's recognition of an impairment charge on the properties in ourthe Commerce Square Venture andin JBGthe Venture.third quarter of 2024. Additionally, the increasedCompany recognized an other than temporary impairment loss on its investment in the 4040 Wilson Venture, which was partially offset by the income at the Mid- Atlantic Office Venture in the third quarter of 2024. During 2025, the Company recognized impairment losses from our unconsolidated real estate ventures are duerelated to higher interest rates on the ventures’consolidation outstandingof indebtedness.3025 JFK Venture and 3151 Market Street Venture. See Note 4 “Investment in Unconsolidated Real Estate Ventures” to our Consolidated Financial Statements for further information.
Gain (loss) on early extinguishment of debt
The change in gain (loss) on early extinguishment of debt is related to the costs incurred as part of the payoff of the $245 million Secured Term Loan due 2028.
•commitments to unconsolidated real estate ventures and investment vehicles;
As summarized above, we believe that our liquidity needs will be satisfied through available cash balances and cash flows from operations, financing activities and real estate sales. Rental revenue and other income from operations are our principal sources of cash to pay operating expenses, debt service, recurring capital expenditures and the minimum distributions required to maintain our REIT qualification. We seek to increase cash flows from our properties by maintaining quality standards for our properties that promote high occupancy rates and permit increases in rental rates while reducing tenant turnover and controlling operating expenses. Our revenue also includes third-party fees generated by our property management, leasing, development/redevelopment and construction businesses. We believe that our revenue, together with proceeds from property sales and debt financings, will continue to provide funds for our short-term liquidity needs. However, material changes in our operating or financing activities may adversely affect our net cash flows. With uncertain economic conditions, vacancy rates may increase, effective rental rates on new and renewed leases may decrease and tenant installation costs, including concessions, may increase in most or all of our markets during 20252026 and possibly beyond. As a result, our revenues and cash flows could be insufficient to cover operating expenses, including increased tenant installation costs, pay debt service or make distributions to shareholders over the short-term. If this situation were to occur, we expect that we would finance cash deficits through borrowings under our unsecured credit facility and other sources of debt and equity financings. In addition, a material adverse change in cash provided by operations could adversely affect our compliance with financial performance covenants under our unsecured credit facility, including unsecured term loans and unsecured notes. As of December 31, 2024,2025, we were in compliance with all of our debt covenants and requirement obligations.
On January 19, 2023, we closed on a term loan secured by seven operating properties with an aggregate principal amount of $245.0 million (the “Secured Facility”). The Secured Facility matures on February 6, 2028. We used the net proceeds from the Secured Facility for general corporate purposes, including to reduce outstanding borrowings under our unsecured credit facility. See Note 8 “Debt Obligations,” for further information.
What changed in the latest 10-Q
Risk Factors
As of June 30, 2026, there have been no material changes to the Risk Factors disclosed in “Part I. Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025.
Full comparison: every changed paragraph (1)
As of MarchJune 31,30, 2026, there have been no material changes to the Risk Factors disclosed in “Part I. Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025.
Management's Discussion & Analysis (MD&A)
New heading “Equity in Loss of Real Estate Ventures”
New heading “Comparison of the Six Months Ended June 30, 2026 and June 30, 2025”
New heading “Comparison of the six months ended June 30, 2026 to the six months ended June 30, 2025”
New heading “Rents increased primarily as a result of the following:”
New heading “Property Operating Expense”
New heading “Depreciation and Amortization”
New heading “Provision for Impairment”
New heading “Interest Expense”
New heading “Equity in loss of unconsolidated real estate ventures”
Largest changes
“Comparison of the six months ended June 30, 2026 to the six months ended June 30, 2025”see in full comparison
“Comparison of the Six Months Ended June 30, 2026 and June 30, 2025”see in full comparison
Full comparison: every changed paragraph (89)
The Private Securities Litigation Reform Act of 1995 (the “1995 Act”) provides a “safe harbor” for forward-looking statements. This Form 10-Q and other materials filed by us with the SEC (as well as information included in oral or other written statements made by us) contain statements that are forward-looking, including statements relating to business and real estate development/redevelopment activities, acquisitions, dispositions, future capital expenditures, financing sources, governmental regulation (including environmental regulation) and competition. We intend such forward-looking statements to be covered by the safe-harbor provisions of the 1995 Act. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “will,” “should” and similar expressions, as they relate to us, are intended to identify forward-looking statements. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be achieved. As forward-looking statements, these statements involve important risks, uncertainties and other factors that could cause actual results to differ materially from the expected results and, accordingly, such results may differ from those expressed in any forward-looking statements made by us or on our behalf. Factors that might cause actual results to differ materially from our expectations, including any impacts from changes in national and local economic conditions, the real estate industry and the commercial real estate markets in which we operate, the imposition of tariffs, changes to the U.S. trade policy and any impacts of theany U.S. government shutdown, are set forth in the “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2025. Accordingly, we caution readers not to place undue reliance on forward-looking statements. We assume no obligation to update or supplement forward-looking statements as a result of subsequent events, new information, changed circumstances or otherwise, except as required by law.
The discussion that follows is based primarily on our consolidated financial statements as of MarchJune 31,30, 2026 and December 31, 2025 and for the three and six months ended MarchJune 31,30, 2026 and 2025 and should be read along with the consolidated financial statements and related notes appearing elsewhere in this report. The ability to compare one period to another may be significantly affected by acquisitions completed, development/redevelopment properties placed in service and dispositions made during those periods.
During the threesix months ended MarchJune 31,30, 2026, we owned and managed properties within four segments: (1) Philadelphia CBD, (2) Pennsylvania Suburbs, (3) Austin, Texas, and (4) Other. The Philadelphia CBD segment includes properties located in the City of Philadelphia, Pennsylvania. The Pennsylvania Suburbs segment includes properties in Chester, Delaware and Montgomery counties in the Philadelphia suburbs. The Austin, Texas segment includes properties in the City of Austin, Texas. The Other segment includes properties located in Northern Virginia, Washington, D.C., Southern Maryland, Camden County, New Jersey and New Castle County, Delaware. In addition to the four segments, our corporate group is responsible for cash and investment management, development/redevelopment of certain real estate properties during the construction period, and certain other general support functions.
Notwithstanding the challenging macroeconomic conditions, which have contributed to recent difficulties in asset dispositions at acceptable prices, leasing of vacant space at attractive rents and sourcing of capital for development projects at acceptable costs, as well as to impairments of assets, we believe that our portfolio of Properties and investments, and liquidity profile, will allow us to maintain stable operating performance. In our ongoing assessment of our Properties, we consider both their quantitative and qualitative attributes, including in relation to other properties within a given submarket or adjacent submarkets that compete with our portfolio for tenants. The attributes that we consider in our assessment include the age and condition of the property, average asking rental rates, access to mass transit and highways, floorplate efficiencies, amenities within, and nearby, the property and availability of parking as well as market demographics that bear on demand for space at our properties. We also believe that our portfolio and liquidity profile will enable us to raise capital, as necessary, in various forms and from different sources, including through secured or unsecured loans from banks, pension funds and life insurance companies. However, there can be no assurance that we will be able to borrow funds on terms that are economically attractive or at all.
We also believe that our portfolio and liquidity profile will enable us to raise capital, as necessary, in various forms and from different sources, including through secured or unsecured loans from banks, pension funds and life insurance companies. However, there can be no assurance that we will be able to borrow funds on terms that are economically attractive or at all.
We continue to seek revenue growth throughout our portfolio by increasing occupancy and rental rates. Occupancy at our Core Properties at MarchJune 31,30, 2026 was 88.3%89.1% compared to 86.6%88.6% at MarchJune 31,30, 2025.
The table below summarizes selected operating and leasing statistics of our Core Properties for the three and six months ended MarchJune 31,30, 2026 and 2025:
(2)Includes leasing at recently completed not-stabilized property. The statistics presented for periods ended prior to the three-month period ended MarchJune 31,30, 2026 have not been adjusted for properties sold subsequent to the periods presented.
(6)The decreaseincrease in capital costs committed for the three and six months ended MarchJune 31,30, 2026 is primarily due to leases having lowerhigher average lease terms and a lowerhigher percentage of new leases compared to renewals.
The table below summarizes occupancy statistics of our Core Properties by segment for the threesix months ended MarchJune 31,30, 2026 and 2025:
The table below summarizes the occupancy statistics of our Properties, broken down by property types for the threesix months ended MarchJune 31,30, 2026 and 2025:
We are subject to the risk that tenant leases, upon expiration, will not be renewed, that space may not be relet, or that the terms of renewal or reletting (including the cost of renovations) may be less favorable to us than the current lease terms. Leases that accounted for approximately 3.2%2.3% of our aggregate final annualized base rents as of MarchJune 31,30, 2026 (representing approximately 3.3%2.4% of the net rentable square feet of the properties) are scheduled to expire without penalty during the remainder of 2026. We maintain an active dialogue with our tenants in an effort to maximize lease renewals. If we are unable to renew leases or relet space under expiring leases, at anticipated rental rates, or if our tenants terminate their leases early, our cash flow would be adversely impacted.
In the event of a tenant default, we may experience delays in enforcing our rights as a landlord and may incur substantial costs in protecting our investment. Our management evaluates our accrued rent receivable reserve policy in light of our tenant base and general and local economic conditions. Our accrued rent receivable allowance was $0.4 million, or 0.2%, of our accrued rent receivable balance as of MarchJune 31,30, 2026, compared to $0.4 million, or 0.2%, of our accrued rent receivable balance as of December 31, 2025.
If economic conditions deteriorate, including as a result of inflation and highhigher interest rates, we may experience increases in past due accounts, defaults, lower occupancy and reduced effective rents. These conditions would negatively affect our future net income and cash flows and could have a material adverse effect on our financial condition.
As of MarchJune 31,30, 2026, the following projects are in active development (dollars,dollars in thousands):
As of MarchJune 31,30, 2026, the following unconsolidated real estate venture development project remains in development (dollars,dollars in thousands):
The following discussion is based on our consolidated financial statements for the three and six months ended MarchJune 31,30, 2026 and 2025. We believe that presentation of our consolidated financial information, without a breakdown by segment, will effectively present important information useful to our investors.
Comparison of the Three Months Ended MarchJune 31,30, 2026 and MarchJune 31,30, 2025
The following comparison of the three months ended MarchJune 31,30, 2026 to the three months ended MarchJune 31,30, 2025 makes reference to the effect of the following:
(a)“Same Store Property Portfolio,” which represents 5955 properties containing an aggregate of approximately 11.210.4 million net rentable square feet that we owned and consolidated for the three-month periods ended MarchJune 31,30, 2026 and 2025. The Same Store Property Portfolio includes properties acquired or placed in service on or prior to JanuaryApril 1, 2025 and owned and consolidated through MarchJune 31,30, 2026, excluding properties classified as held for sale;
(b)“Total Portfolio,” which represents all properties owned and consolidated by us during the three months ended MarchJune 31,30, 2026 and 2025;
(c)“Recently Completed/Acquired Properties,” which represents two properties (250 King of Prussia Road and 3025 JFK - office) placed into service or acquired on or subsequent to JanuaryApril 1, 2025;
(d)“Development/Redevelopment Properties,” which represents threetwo properties (300 Delaware Avenue, 165 King of Prussia RoadAvenue and 3151 Market Street) currently in development/redevelopment. A property is excluded from our Same Store Property Portfolio and moved into Development/Redevelopment Properties in the period that we determine to proceed with development/redevelopment for a future development strategy; and (e)“Q1Q2 2025 through Q1Q2 2026 Dispositions,” which represents properties disposed of from JanuaryApril 1, 2025 through MarchJune 31,30, 2026.
Comparison of the three months ended MarchJune 31,30, 2026 to the three months ended MarchJune 31,30, 2025
(a)Represents certain revenues and expenses at the corporate level as well as various intercompany costs that are eliminated in consolidation, third-party management fees, provisions for impairment, and changes in the accrued rent receivable allowance. Other/(Eliminations) also includes properties sold and properties classified as held for sale, the parking operations of predevelopment projects, the hotel located in Radnor, Pennsylvania, the residential and retail components within University City in Philadelphia, Pennsylvania, the restaurant component of Cira Centre, the B.Labs incubator, remediation costs of insured events..events.
(c)Held for use and held for sale impairment charges are excluded from Same Store Property Portfolio operating income and presented in Other (Eliminations).
•$0.9 million increase related to our Recently Completed/Acquired Properties, which are comprised of 155 King of Prussia Road, Radnor, PA and 250 King of Prussia Road, Radnor, PAPA, which were both Recently Completed/Acquired Properties in 2025, but stabilized in the first quarter of 2026 and the second quarter of 2026, respectively; and
•Partially offset by $2.2$2.6 million decrease due to the sale of Four Barton Skyway, Austin, TX in the second quarter of 2025 and2025, the sale of Quarry Lake II, Austin, TX in the third quarter of 2025.2025 and the sale of Six Tower Bridge, Conshohocken, PA in the second quarter of 2026.
•$2.5$4.5 million increase due to higher utilities cost and operating cost in the firstsecond quarter of 2026 compared to 2025; and
•Partially offset by $0.7$1.8 million decreaseincrease due to the saleopening of Fourthe Bartonhotel Skyway,in Austin,Radnor, TXPennsylvania in the second quarter of 20252026 and the saleopening of Quarrya Lakefood II, Austin, TXhall in the thirdfourth quarter of 2025.2025; and
•Partially offset by $0.7 million decrease due to the sale of Four Barton Skyway, Austin, TX in the second quarter of 2025, the sale of Quarry Lake II, Austin, TX in the third quarter of 2025 and the sale of Six Tower Bridge, Conshohocken, PA in the second quarter of 2026.
Depreciation and Amortization expense increased primarily due to the consolidation of 3025 JFK Venture and 3151 Market Street Venture in the fourth quarter of 20252025, partially offset by a decrease due to the sale of Four Barton Skyway, Austin, TX in the second quarter of 2025 and2025, the sale of Quarry Lake II, Austin, TX in the third quarter of 2025.2025 and the sale of Six Tower Bridge, Conshohocken, PA in the second quarter of 2026.
There were no impairments recognized in the second quarter of 2026.
During second quarter of 2025, the Company recognized $63.4 million in aggregate impairments, comprised of (i) $34.1 million on two properties classified as held for use located in our Austin, Texas segment, (ii) $13.4 million on the sale of an office property located in our Austin, Texas segment and (iii) $15.9 million on one property classified as held-for-sale in our Austin, Texas segment.
During the first quarter of 2026, we recognized a provision for impairment of $11.9 million on three properties, two of which are located in the Other segment and one of which is in the Pennsylvania Suburbs segment. There were no impairments recognized in the first quarter of 2025.
Interest expense increased by approximately $9.0$9.6 million for the quarter ended MarchJune 31,30, 2026 compared to 2025, as detailed below.
Equity in Loss of Real Estate Ventures
Equity in loss of real estate ventures decreased primarily due to the consolidation of 3025 JFK Venture and 3151 Market Street Venture in the fourth quarter of 2025.
Comparison of the Six Months Ended June 30, 2026 and June 30, 2025
The following comparison of the six months ended June 30, 2026 to the six months ended June 30, 2025 makes reference to the effect of the following:
(a)“Same Store Property Portfolio,” which represents 55 properties containing an aggregate of approximately 10.4 million net rentable square feet, and represents properties that we owned and consolidated for the six-month periods ended June 30, 2026 and 2025. The Same Store Property Portfolio includes properties acquired or placed in service on or prior to January 1, 2025 and owned and consolidated through June 30, 2026 excluding properties classified as held for sale;
(b)“Total Portfolio,” which represents all properties owned and consolidated by us during the six months ended June 30, 2026 and 2025;
(c)"Recently Completed/Acquired Properties," which represents two properties (250 King of Prussia and 3025 JFK - office) placed into service or acquired on or subsequent to January 1, 2025;
(d)"Development/Redevelopment Properties," which represents two properties (300 Delaware Avenue and 3151 Market Street) currently in development/redevelopment. A property is excluded from our Same Store Property Portfolio and moved into Development/Redevelopment Properties in the period that we determine to proceed with development/redevelopment for a future development strategy; and (e)"YTD 2025 and 2026 Dispositions," which represents properties disposed of from January 1, 2025 through June 30, 2026
Comparison of the six months ended June 30, 2026 to the six months ended June 30, 2025
(a)Represents certain revenues and expenses at the corporate level as well as various intercompany costs that are eliminated in consolidation, third-party management fees, provisions for impairment, and changes in the accrued rent receivable allowance. Other/(Eliminations) also includes properties sold and properties classified as held for sale, the parking operations of predevelopment projects, the hotel located in Radnor, Pennsylvania, the residential and retail components within University City in Philadelphia, Pennsylvania, the restaurant component of Cira Centre, the B. Labs incubator, remediation costs of insured events.
(b)Pertains to Same Store Properties.
(c)Held for use and held for sale impairment charges are excluded from Same Store Property Portfolio operating income and presented in Other (Eliminations).
Rents
Rents increased primarily as a result of the following:
•$12.9 million increase due to the consolidation of 3025 JFK Venture and 3151 Market Street Venture in the fourth quarter of 2025;
•$1.9 million increase related to 155 King of Prussia Road, Radnor, PA and 250 King of Prussia Road, Radnor, PA, which were both Recently Completed/Acquired Properties in 2025, but stabilized in the first quarter of 2026 and the second quarter of 2026, respectively; and
•Partially offset by $5.1 million decrease due to the sale of Four Barton Skyway, Austin, TX in the second quarter of 2025, the sale of Quarry Lake II, Austin, TX in the third quarter of 2025 and the sale of Six Tower Bridge, Conshohocken, PA in the second quarter of 2026.
Property Operating Expense
Property Operating Expense increased primarily as a result of the following:
•$4.1 million increase due to the consolidation of 3025 JFK Venture and 3151 Market Street Venture in the fourth quarter of 2025;
•$7.6 million increase due to higher utilities cost and operating cost during the six months ended June 30, 2026 compared to 2025;
•$2.3 million increase due to the opening of the hotel in Radnor, Pennsylvania in the second quarter of 2026 and the opening of a food hall in the fourth quarter of 2025; and
•Partially offset by $1.4 million decrease due to the sale of Four Barton Skyway, Austin, TX in the second quarter of 2025, the sale of Quarry Lake II, Austin, TX in the third quarter of 2025 and the sale of Six Tower Bridge, Conshohocken, PA in the second quarter of 2026.
Depreciation and Amortization
BDN insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 1 Form 4 filing (1 insider, 1 trade date, 33,900 shares, about $100.3K) and open-market sales in 0 filings. Net open-market shares: 33,900 (purchases minus sales); net value about $100.3K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-09-14 | Sweeney Gerard H |
Open-market purchase | 33,900 | $2.96 | $100.3K |
| 2026-07-06 | Sweeney Gerard H |
Shares withheld for tax | 1,749 | $3.17 | $5.5K |
| 2026-05-28 | Diggs James C |
Grant/award | 37,582 | — | — |
| 2026-05-28 | Desroches Reginald |
Grant/award | 37,582 | — | — |
| 2026-05-28 | Haverstick H Richard Jr |
Grant/award | 37,582 | — | — |
| 2026-05-28 | Lau Joan |
Grant/award | 37,582 | — | — |
| 2026-05-28 | Pizzi Charles P |
Grant/award | 37,582 | — | — |
| 2026-04-15 | Neuman Shawn |
Shares withheld for tax | 21,114 | $2.76 | $58.3K |
| 2026-04-15 | Wirth Tom |
Shares withheld for tax | 35,681 | $2.76 | $98.5K |
| 2026-04-15 | Palazzo Daniel A |
Shares withheld for tax | 2,405 | $2.76 | $6.6K |
| 2026-04-15 | Redd William D |
Shares withheld for tax | 10,009 | $2.76 | $27.6K |
| 2026-04-15 | Devuono H Jeffrey |
Shares withheld for tax | 24,632 | $2.76 | $68.0K |
| 2026-04-15 | Sweeney Gerard H |
Shares withheld for tax | 5,988 | $2.76 | $16.5K |
Well-known investors holding BDN (13F)
None of the 59 investors we track reported a position in their latest 13F.