BRX 10-K & 10-Q changes, risk factors and insider trading
Brixmor Property Group Inc. · NYSE · Real Estate Investment Trusts · CIK 1581068 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “We and our tenants face risks relating to cybersecurity incidents that could cause the loss of confidential information or other business disruptions.”
New heading “The use of, or inability to use, artificial intelligence by us, our tenants, and/or our vendors presents risks that may adversely impact our business and operating results, the business and operating results of our tenants, or demand for properties in our Portfolio.”
Removed heading “We and our tenants face risks relating to cybersecurity attacks that could cause the loss of confidential information or other business disruptions.”
Largest changes
“We rely extensively on information technology ("IT") systems, including systems through vendors and third parties, to operate and manage our business and process transactions, and as a result, our business is at risk from, and may be impacted by, cybersecurity attacks. These attacks could include attempts to gain unauthorized access to our data and/or IT systems. Attacks may be undertaken by individuals or may be highly organized attempts by very sophisticated organizations. …”see in full comparison
“We employ a variety of measures to prevent, detect, and mitigate these threats; however, there is no guarantee that such efforts will be successful in preventing or mitigating a cybersecurity incident. Further, new technologies such as AI may be more capable of evading these safeguard measures. We employ measures designed to detect such cybersecurity threats, but these threats could become more sophisticated and difficult to detect and counteract, which may present significant risks to the security of our IT systems and data. …”see in full comparison
“We rely extensively on IT systems, including systems through vendors and third parties, to operate and manage our business and process transactions, and as a result, our business is at risk from, and may be impacted by, cybersecurity incidents. …”see in full comparison
“We and our tenants face risks relating to cybersecurity incidents that could cause the loss of confidential information or other business disruptions.”see in full comparison
“The use of, or inability to use, artificial intelligence by us, our tenants, and/or our vendors presents risks that may adversely impact our business and operating results, the business and operating results of our tenants, or demand for properties in our Portfolio.”see in full comparison
“As a REIT, we must annually distribute at least 90% of our REIT taxable income to our stockholders. As a result, we depend on internally generated free cash flow, proceeds from asset sales, and capital raises in the debt and equity markets to fund our business. Our access to external capital depends upon several factors, including general market conditions, our current and potential future earnings, the market’s perception of our growth potential, our liquidity and leverage ratios, and our cash distributions. …”see in full comparison
Full comparison: every changed paragraph (23)
Although recent inflationary pressures have begun to abate, certain price levels have remained high and inflation may increase in the future, and such increases could lead to the Federal Reserve increasing interest rates. Increases in interest rates could result in higher operating and incremental borrowing costs for us and our tenants. Although the terms of our leases, the duration of our indebtedness, and our relatively low exposure to floating rate debt have historically mitigated the direct impact of inflation and interest rate increases, the degree and pace of these changes have had and may continue to have impacts on our business, including as a result of increased financing costs when we refinance our indebtedness, and a potential economic recession, which may lead to higher levels of unemployment and decreases in consumer confidence and/or discretionary spending.
International trade disputes, including threatened or implemented tariffs imposed by the U.S. and threatened or implemented tariffs imposed by foreign countries in retaliation, could adversely impact our business. Many of our tenants sell imported goods and tariffs or other trade restrictions could increase costs for these tenants. To the extent our tenants are unable to pass these costs on to their customers, our tenants could be adversely impacted. In addition, international trade disputes, including those related to tariffs, could result in inflationary pressures that directly impact our costs, such as costs for steel, lumberlumber, and other materials applicable to our redevelopment projects. Trade disputes could also adversely impact global supply chains which could further increase costs for us and our tenants or delay delivery of key inventories and supplies.
In order to enhance the attractiveness of our Portfolio to retailers and consumers, we actively reinvest in our assets in the form of repositioning and redevelopment projects. In addition to the risks associated with real estate investments in general, as described elsewhere, the risks associated with repositioning and redevelopment projects include: (1) delays or failures in obtaining necessary zoning, occupancy, land use, and other governmental permits;
In order to enhance the attractiveness of our Portfolio to retailers and consumers, we actively reinvest in our assets in the form of repositioning and redevelopment projects. In addition to the risks associated with real estate investments in general, as described elsewhere, the risks associated with repositioning and redevelopment projects include: (1) delays or failures in obtaining necessary zoning, occupancy, land use, and other governmental permits; (2) abandonment of projects after expending resources to pursue such opportunities; (3) cost overruns; (4) construction delays; and (5) failure to achieve expected occupancy and/or rent levels within the projected time frame, if at all. If we fail to reinvest in our Portfolio or maintain its attractiveness to retailers and consumers, if our capital improvements are not successful, or if retailers and consumers perceive that shopping at other venues (including e-commerce) is more convenient, cost-effective, or otherwise more compelling, our financial condition, operating results, and cash flows could be adversely impacted.
Our real estate investments are relatively illiquidilliquid, and we may not be able to dispose of assets in a timely manner, on favorable terms, or at all.
As a REIT, we must annually distribute at least 90% of our REIT taxable income to our stockholders. As a result, we depend on internally generated free cash flow, proceeds from asset sales, and capital raises in the debt and equity markets to fund our business. Our access to external capital depends upon several factors, including general market conditions, our current and potential future earnings, the market’s perception of our growth potential, our liquidity and leverage ratios, and our cash distributions. In recent years, interest rates have fluctuated significantly. Interest rate increases negatively affect our ability to efficiently refinance our outstanding debt. Consequently, we cannot provide assurance that we will be able to access the debt and equity capital markets on favorable terms or at all. Our inability to obtain debt or equity capital could result in the disruption of our ability to: (1) operate, maintain or reinvest in our Portfolio; (2) repay or refinance our indebtedness on or before maturity; (3) acquire new properties; or (4) dispose of some of our assets on favorable terms due to an immediate need for capital. As a result, our financial condition, operating results, and cash flows could be adversely impacted.
Since 2022, interest rates have been significantly higher than in recent years. As of December 31, 2024,2025, $500.0 million of borrowings under our Term Loan Facility bear interest at variable rates. In addition, we had $1.25 billion of available liquidity under our Revolving Facility which would bear interest at variable rates upon borrowing. When interest rates increase, our debt service obligations on the variable rate indebtedness increase even though the amount borrowed remains the same, and our net income and cash flows correspondingly decrease. InIf, orderin the future, we are not able to partiallyeffectively mitigate our exposure tothese interest rate risk,risks by utilizing interest rate swaps, that we have enteredhistorically into interest rate swap agreements on $500.0 million ofemployed, our variableaccess rateto debt,capital, whichas involvewell the exchange of variable for fixed rate interest payments. Taking into accountas our currentfinancial interestcondition, rateoperating swapresults, agreements,and acash 100flows basiscould pointbe increaseadversely in interest rates would not result in an increase in annual interest expense.impacted.
As a REIT, we must annually distribute at least 90% of our REIT taxable income to our stockholders. As a result, we depend on internally generated free cash flow, proceeds from asset sales, and capital raises in the debt and equity markets to fund our business. Our access to external capital depends upon several factors, including general market conditions, our current and potential future earnings, the market’s perception of our growth potential, our liquidity and leverage ratios, and our cash distributions. Additionally, since 2022, interest rates have been significantly higher than in recent years. Increased interest rates negatively affect our ability to efficiently refinance our outstanding debt. Consequently, we cannot provide assurance that we will be able to access the debt and equity capital markets on favorable terms or at all. Our inability to obtain debt or equity capital could result in the disruption of our ability to: (1) operate, maintain or reinvest in our Portfolio; (2) repay or refinance our indebtedness on or before maturity; (3) acquire new properties; or (4) dispose of some of our assets on favorable terms due to an immediate need for capital. As a result, our financial condition, operating results, and cash flows be adversely impacted.
All of the properties in our Portfolio are required to comply with the Americans with Disabilities Act ("ADA"). The ADA has separate compliance requirements for "public accommodations" and "commercial facilities," but generally requires that buildings be made accessible to people with disabilities. Compliance with the ADA requirements may necessitate the removal of access barriers and non-compliance could result in the imposition of fines by the U.S. government, awards of damages to private litigants, or both. We areregularly continually assessingassess our Portfolio to determine our compliance with the current requirements of the ADA. We are required to comply with the ADA within the common areas of our Portfolio and we may not be able to pass on to our tenants the costs necessary to remediate any common area ADA issues, which could adversely affect our financial condition, operating results, and cash flows. In addition, we are required to operate the properties in compliance with fire, safety, and environmental regulations, building codes, and other regulations, as they may be adopted by governmental bodies and become applicable to our Portfolio. As a result, we may be required to make substantial capital expenditures to comply with, and we may be restricted in our ability to renovate or redevelop properties subject to, those requirements. Further, compliance with new or more stringent laws or regulations or stricter interpretations of existing laws may require us to make additional capital expenditures. For example, various federal, state, and local laws and regulations have been implemented or are under consideration to mitigate the effects of climate change caused by greenhouse gas emissions. Among other things, "green" building codes may seek to reduce emissions through the imposition of standards for design, construction materials, water and energy usage and efficiency, and waste management. These requirements could increase the costs of maintaining or improving the properties in our Portfolio and could also result in increased compliance costs or additional operating restrictions that could adversely impact the businesses of our tenants and their ability to pay rent, which could adversely affect our financial condition, operating results, and cash flows.
We and our tenants face risks relating to cybersecurity attacks that could cause the loss of confidential information or other business disruptions.
We rely extensively on information technology ("IT") systems, including systems through vendors and third parties, to operate and manage our business and process transactions, and as a result, our business is at risk from, and may be impacted by, cybersecurity attacks. These attacks could include attempts to gain unauthorized access to our data and/or IT systems. Attacks may be undertaken by individuals or may be highly organized attempts by very sophisticated organizations. We employ a variety of measures to prevent, detect, and mitigate these threats; however, there is no guarantee that such efforts will be successful in preventing or mitigating a cybersecurity attack. Further, new technologies such as Artificial Intelligence may be more capable at evading these safeguard measures. A cybersecurity attack, such as a ransomware attack, could compromise the confidential information, including the personally identifiable information, of our employees, tenants, and vendors, disrupt the proper functioning of our networks and IT systems, result in misstated financial reports or covenants under various financing agreements, and/or missed reporting deadlines, prevent us from properly monitoring our REIT qualification, result in our inability to maintain the building systems relied upon by our tenants for the efficient use of their leased space, or require significant management attention and resources to remedy any damages that result. A successful attack could also damage our reputation and result in significant remediation costs, regulatory investigations, and potential litigation.
Similarly, our tenants rely extensively on IT systems to process transactions and manage their businesses and thus are also at risk from, and may be impacted by, cybersecurity attacks, which could impact their ability to pay rent timely or at all. A cybersecurity attack experienced by us or one of our tenants that results in an interruption in business operations and/or a deterioration in reputation could adversely affect our financial condition, operating results, and cash flows. However, we continue to face ongoing and increasing cybersecurity risks which may materially affect us in the future and there can be no assurance that our cybersecurity efforts and measures will be effective or that attempted cybersecurity incidents or disruptions would not be successful or damaging. Although we maintain insurance that is designed to cover cybersecurity incidents, our coverage may not sufficiently cover all types of losses or claims that may arise or be subject to exclusions.
The direct and indirect impact on us and our tenants from severe weather,weather events, including flooding, and other effects of climate change,wildfires, and the economic and reputational impacts of the transition to non-carbon based energy,hurricanes, could adversely affect our financial condition, operating results, and cash flows.
Our properties have been and may in the future be adversely impacted by flooding, wildfires, high windswinds, and other effects of severe weather conditions that may be caused or exacerbated by climate change. These events have resulted in and may in the future result in property closures, property damage, and delays in value-enhancing reinvestment stabilizations, and may adversely impact the operations of our tenants. Even if these events do not directly impact our properties, they have impacted and may continue to impact us and our tenants through increases in insurance, energyenergy, or other costs. In addition, the ongoing transition to non-carbon based energy presents certain risks for us and our tenants, including risks related to high energy costs and energy shortages, among other things. Changeschanges in laws or regulations, including federal, state, or local laws, relating to climatereductions changein greenhouse gas emissions could result in increased costs and capital expenditures to improve the energy efficiency of our properties.expenditures.
We and our tenants face risks relating to cybersecurity incidents that could cause the loss of confidential information or other business disruptions.
We rely extensively on IT systems, including systems through vendors and third parties, to operate and manage our business and process transactions, and as a result, our business is at risk from, and may be impacted by, cybersecurity incidents. These incidents or interruptions could include attempts to gain unauthorized access to our data and/or IT systems, computer viruses, cyberattacks (including ransomware, malware, unauthorized access attempts, and denial of service and other unintentional intrusions or malicious cyber-attacks), social engineering (including phishing), or other fraudulent schemes. Such activities may be undertaken by individuals or may be highly organized attempts by very sophisticated organizations.
We employ a variety of measures to prevent, detect, and mitigate these threats; however, there is no guarantee that such efforts will be successful in preventing or mitigating a cybersecurity incident. Further, new technologies such as AI may be more capable of evading these safeguard measures. We employ measures designed to detect such cybersecurity threats, but these threats could become more sophisticated and difficult to detect and counteract, which may present significant risks to the security of our IT systems and data. A cybersecurity incident could compromise the confidential information, including the personally identifiable information, of our employees, tenants, and vendors, disrupt the proper functioning of our networks and IT systems, result in misstated financial reports or covenants under various financing agreements, and/or missed reporting deadlines, prevent us from properly monitoring our REIT qualification, result in our inability to maintain the building systems relied upon by our tenants for the efficient use of their leased space, or require significant management attention and resources to remedy any damages that result. Cybersecurity incidents could also damage our reputation and result in significant remediation costs, regulatory scrutiny or investigations, and potential litigation.
Similarly, our tenants rely extensively on IT systems to process transactions and manage their businesses and thus are also at risk from, and may be impacted by, cybersecurity incidents, which could impact their ability to pay rent timely or at all. Cybersecurity incidents experienced by us or one of our tenants that results in an interruption in business operations and/or a deterioration in reputation could adversely affect our financial condition, operating results, and cash flows. We continue to face ongoing and increasing cybersecurity risks which may materially affect us in the future and there can be no assurance that our cybersecurity efforts and measures will be effective or that attempted cybersecurity incidents or disruptions would not be successful or damaging. Increased regulation and enforcement activity of data collection, use, and retention practices, including self-regulation and industry standards, changes in or new laws and regulations, and changes in interpretation of laws, could increase our cost of compliance and operation, limit our ability to grow our business, or otherwise harm our business.
Although we maintain insurance that is designed to cover cybersecurity incidents, our coverage may not sufficiently cover all types of losses or claims that may arise or be subject to exclusions. Furthermore, as cybersecurity incidents increase in frequency and magnitude, we may be unable to obtain insurance in amounts and on terms we view as adequate.
The use of, or inability to use, artificial intelligence by us, our tenants, and/or our vendors presents risks that may adversely impact our business and operating results, the business and operating results of our tenants, or demand for properties in our Portfolio.
We may use artificial intelligence ("AI"), including generative or agentic AI, and/or machine learning tools in our operations. Our use of AI tools will subject us to risks, including inaccurate or otherwise flawed results that are not easily detectable, misappropriation of intellectual property which may expose us to legal liability, and confidentiality, data privacy, and cybersecurity risks. Although we implement measures designed to help mitigate these risks, such measures may not always be successful.
Our vendors may use AI tools in their products or services without our knowledge, and the providers of these tools may not meet the evolving regulatory or industry standards for privacy and data protection. Consequently, this may inhibit our vendors' ability to uphold an appropriate level of service, security, or data privacy. If we, our vendors, or other third parties with which we conduct business experience an actual or perceived cybersecurity incident due to the use of AI, we may be adversely impacted, lose valuable intellectual property or confidential information, and incur harm to our reputation and the public perception of the effectiveness of our cybersecurity measures.
In addition, the REIT provisions of the Code impose a 100% tax on income from "prohibited transactions." Prohibited transactions generally include sales of assets, other than foreclosure property, thatwhich constitute inventory or other property held for sale to customers in the ordinary course of business. Although BPG does not intend to hold any properties that would be characterized as held for sale to customers in the ordinary course of business, unless a sale or disposition qualifies under certain statutory safe harbors, such characterization is a factual determination and no guarantee can be given that the IRS would agree with BPG’s characterization of its properties or that BPG will be able to make use of the otherwise available safe harbors. The resulting 100% tax could affect BPG’s decisions to sell certain properties if it believes such sales could be treated as prohibited transactions. However, BPG would not be subject to this tax if it were to sell such assets through a taxable REIT subsidiary, instead incurring tax on the asset sale at regular corporate tax rates.
Management's Discussion & Analysis (MD&A)
New heading “Recent Tax Legislation”
Largest changes
We continue to monitor the impacts of inflation and tariffs on our operating and financial performance.see in full comparisonAlthough recent inflationary pressures have begun to abate, inflation may increase in the future.With respect to our shopping centers, our long-term leases generally contain provisions designed to mitigate the adverse impact of inflation, including contractual rent escalations and requirements for tenants to pay a portion of property operating expenses, including common area expenses, utilities, insurance, and real estate taxes, and certain capital expenditures related to the maintenance of our properties, thereby reducing our exposure to increases in property operating expenses resulting frominflation;inflation.however,However, we have exposure to increases in certain non-reimbursable property operating expenses, including expenses incurred on vacant units. In addition, tariffs may contribute to rising construction and redevelopment costs and tariffs on imported goods may impact many of our tenants, particularly those who rely on international supply chains, by increasing their cost of goods sold or delaying inventory deliveries. If tenants are unable to pass these increased costs on to customers, it could adversely affect their financial performance and ability to meet lease obligations. We believe that many of our existing rental rates are below current market rates for comparable space and that upon renewal or re-leasing, such rates may be increased to be consistent with, or closer to, current market rates, which may also offset certain non-reimbursed inflationary and trade-related expense pressures. With respect to our outstanding indebtedness, we periodically evaluate our exposure to interest ratefluctuations,fluctuations and have entered, and may continuetoto, enter into interest rate protection agreements that mitigate, but do not eliminate, the impact of changes in interest rates on our variable rate loans. With respect to general and administrative costs, we continually seek opportunities to offset inflationary cost pressures through routine evaluations of our spending levels and through ongoing efforts to utilize technology to enhance our operational efficiency.
“•During the year ended December 31, 2023, we disposed of 11 shopping centers and nine partial shopping centers for aggregate net proceeds of $182.0 million, resulting in aggregate gain of $65.3 million and aggregate impairment of $6.1 million. In addition, during the year ended December 31, 2023, we disposed of a non-operating asset and resolved contingencies related to previously disposed assets for aggregate net proceeds of $0.3 million, resulting in aggregate gain of $0.1 million.”see in full comparison
During the year ended December 31, 2025, aggregate impairment of $20.5 million was recognized on one shopping center as a result of disposition activity, and one operating property. During the year ended December 31, 2024, aggregate impairment of $11.1 million was recognized on one partial shopping center and one land parcel as a result of disposition activity, and two operating properties.see in full comparisonDuring the year ended December 31, 2023, aggregate impairment of $17.8 million was recognized on two shopping centers and two partial shopping centers as a result of disposition activity, and one operating property.
“•During the year ended December 31, 2025, we disposed of 18 shopping centers, five partial shopping centers, and one land parcel for aggregate net proceeds of $289.2 million, resulting in aggregate gain of $123.3 million and aggregate impairment of $18.8 million.”see in full comparison
The increase in rental income for the year ended December 31,see in full comparison20242025 of$39.6$86.0 million, compared to the corresponding period in2023,2024, was due to a$47.6$60.2 million increase for assets owned for the full period,partiallyinoffsetadditionbytoana$8.0$25.8 milliondecreaseincrease due to net transaction activity. The increase for assets owned for the full period was due to (i) a$38.8$26.9 million increase in base rent; (ii) a$7.2 million increase in straight-line rental income, net; (iii) a $7.1$15.7 million increase in expense reimbursements; (iviii) a$0.5$10.4 million increase inpercentageleaserentstermination fees;and(viv) a$0.3$9.1 million increase in ancillary and other rental income; and (v) a $1.2 million increase in straight-line rental income, net; partially offset by (vi) a$4.1$2.4 million decrease in rental income associated with revenues deemed uncollectible; (vii) a$1.2$0.6 million decrease in percentage rents; and (viii) a $0.1 million decrease in accretion of below-market leases, net of amortization of above-market leases and tenantinducements; and (viii) a $1.0 million decrease in lease termination fees.inducements. The$38.8$26.9 million increase in base rent for assets owned for the full period was primarily due to contractual rent increases, positive rent spreads for new and renewal leases and option exercises of 16.4% during the year ended December 31, 2025 and 16.5% during the year ended December 31,2024 and 15.3% during the year ended December 31, 2023, and an increase in weighted average billed occupancy.2024.
Full comparison: every changed paragraph (29)
Brixmor Property Group Inc. and subsidiaries (collectively, "BPG") is an internally-managed corporation that has elected to be taxed as a real estate investment trust ("REIT"). Brixmor Operating Partnership LP and subsidiaries (collectively, the "Operating Partnership") is the entity through which BPG conducts substantially all of its operations and owns substantially all of its assets. BPG owns 100% of the limited liability company interests of BPG Subsidiary LLC ("BPG Sub"), which, in turn, is the sole member of Brixmor OP GP LLC (the "General Partner"), the sole general partner of the Operating Partnership. Unless stated otherwise or the context otherwise requires, "we," "our," and "us" mean BPG and the Operating Partnership, collectively. We own and operate one of the largest publicly traded open-air retail portfolios by gross leasable area ("GLA") in the United States ("U.S."), comprised primarily of grocery-anchored community and neighborhood shopping centers. As of December 31, 2024,2025, our portfolio was comprised of 363348 shopping centers (the "Portfolio") totaling approximately 6463 million square feet of GLA. Our high-quality national Portfolio is primarily located within established trade areas in the top 50 Core-Based Statistical Areas in the U.S., and our shopping centers are primarily anchored by non-discretionary and value-oriented retailers, as well as consumer-oriented service providers. As of December 31, 2024,2025, our three largest tenants by annualized base rent ("ABR") were The TJX Companies, Inc. ("TJX"), The Kroger Co. ("Kroger"), and Burlington Stores, Inc. ("Burlington"). BPG has been organized and operated in conformity with the requirements for qualification and taxation as a REIT under U.S. federal income tax laws commencing with our taxable year ended December 31, 2011, has maintained such requirements through our taxable year ended December 31, 2024,2025, and intends to satisfy such requirements for subsequent taxable years.
•During the year ended December 31, 2025, we acquired three shopping centers, two land parcels, and acquired a lease and associated subleases at an existing shopping center for an aggregate purchase price of $420.6 million, including transaction costs and closing credits.
•During the year ended December 31, 2023, we acquired two land parcels for an aggregate purchase price of $2.3 million, including transaction costs and closing credits.
•During the year ended December 31, 2025, we disposed of 18 shopping centers, five partial shopping centers, and one land parcel for aggregate net proceeds of $289.2 million, resulting in aggregate gain of $123.3 million and aggregate impairment of $18.8 million.
•During the year ended December 31, 2023, we disposed of 11 shopping centers and nine partial shopping centers for aggregate net proceeds of $182.0 million, resulting in aggregate gain of $65.3 million and aggregate impairment of $6.1 million. In addition, during the year ended December 31, 2023, we disposed of a non-operating asset and resolved contingencies related to previously disposed assets for aggregate net proceeds of $0.3 million, resulting in aggregate gain of $0.1 million.
The increase in rental income for the year ended December 31, 20242025 of $39.6$86.0 million, compared to the corresponding period in 2023,2024, was due to a $47.6$60.2 million increase for assets owned for the full period, partiallyin offsetaddition byto ana $8.0$25.8 million decreaseincrease due to net transaction activity. The increase for assets owned for the full period was due to (i) a $38.8$26.9 million increase in base rent; (ii) a $7.2 million increase in straight-line rental income, net; (iii) a $7.1$15.7 million increase in expense reimbursements; (iviii) a $0.5$10.4 million increase in percentagelease rentstermination fees; and (viv) a $0.3$9.1 million increase in ancillary and other rental income; and (v) a $1.2 million increase in straight-line rental income, net; partially offset by (vi) a $4.1$2.4 million decrease in rental income associated with revenues deemed uncollectible; (vii) a $1.2$0.6 million decrease in percentage rents; and (viii) a $0.1 million decrease in accretion of below-market leases, net of amortization of above-market leases and tenant inducements; and (viii) a $1.0 million decrease in lease termination fees.inducements. The $38.8$26.9 million increase in base rent for assets owned for the full period was primarily due to contractual rent increases, positive rent spreads for new and renewal leases and option exercises of 16.4% during the year ended December 31, 2025 and 16.5% during the year ended December 31, 2024 and 15.3% during the year ended December 31, 2023, and an increase in weighted average billed occupancy.2024.
The increase in operating costs for the year ended December 31, 20242025 of $6.4$9.5 million, compared to the corresponding period in 2023,2024, was due to a $9.1$5.9 million increase in operating costs for assets owned for the full period, primarily due to an increase in repairs and maintenancemaintenance, utilities, and insurance, partiallyin offsetaddition byto a $2.7$3.6 million decreaseincrease due to net transaction activity.
The decreaseincrease in real estate taxes for the year ended December 31, 20242025 of $9.2$13.9 million, compared to the corresponding period in 2023,2024, was due to a $6.8$10.4 million decreaseincrease in real estate taxes for assets owned for the full period,period and a $3.5 million increase due to net transaction activity. The $10.4 million increase for assets owned for the full period is primarily due to ana increasedecrease in favorable adjustments related to prior year assessments recognized in 2024 and aan decreaseincrease in current year assessments, in addition to a $2.4 million decrease due to net transaction activity, partially offset by aan decreaseincrease in real estate tax refunds.
The increase in depreciation and amortization for the year ended December 31, 20242025 of $19.1$33.5 million, compared to the corresponding period in 2023,2024, was due to a $25.2 million increase due to net transaction activity, in addition to an $18.1$8.3 million increase for assets owned for the full period,period. The $8.3 million increase for assets owned for the full period is primarily due to an increase in capital expenditures and an increase in accelerated depreciation and amortization related to tenant move-outs, in addition to a $1.0 million increase due to net transaction activity.move-outs.
During the year ended December 31, 2025, aggregate impairment of $20.5 million was recognized on one shopping center as a result of disposition activity, and one operating property. During the year ended December 31, 2024, aggregate impairment of $11.1 million was recognized on one partial shopping center and one land parcel as a result of disposition activity, and two operating properties. During the year ended December 31, 2023, aggregate impairment of $17.8 million was recognized on two shopping centers and two partial shopping centers as a result of disposition activity, and one operating property.
The decrease in general and administrative costs of $0.8$3.7 million for the year ended December 31, 2024,2025, compared to the corresponding period in 2023,2024, was primarily due to a decrease in officenet rentcompensation expense,costs, partially offset by an increase in netoffice compensationrent costs.expense.
The increasedecrease in dividends and interest for the year ended December 31, 20242025 of $20.1$13.0 million, compared to the corresponding period in 2023,2024, was primarily due to ana increasedecrease in interest income associated with higherlower average cash and cash equivalent balances and a higherlower weighted average interest rate return.
The increase in interest expense for the year ended December 31, 20242025 of $25.3$8.7 million, compared to the corresponding period in 2023,2024, was primarily due to higher overall debt obligations, in addition to a higher weighted average interest rate.rate, partially offset by lower weighted average debt obligations.
During the year ended December 31, 2025, 17 shopping centers, five partial shopping centers, and one land parcel were disposed of resulting in aggregate gain of $123.3 million. During the year ended December 31, 2024, six shopping centers, five partial shopping centers, and one land parcel were disposed of resulting in aggregate gain of $76.2 million. In addition, during the year ended December 31, 2024, we received aggregate net proceeds of $1.9 million related to land at one shopping center previously seized through eminent domain and resolved contingencies relating to previously disposed assets, resulting in aggregate gain of $1.9 million. During the year ended December 31, 2023, nine shopping centers and seven partial shopping centers were disposed of resulting in aggregate gain of $65.3 million. In addition, during the year ended December 31, 2023, we disposed of a non-operating asset and resolved contingencies relating to a previously disposed asset, resulting in aggregate gain of $0.1 million.
Gain (loss) on extinguishment of debt, net
During the year ended December 31, 2025, we amended and restated our unsecured credit facility agreements (the "Unsecured Credit Facility"), resulting in a $0.3 million loss on extinguishment of debt due to the acceleration of unamortized debt issuance costs. During the year ended December 31, 2024, we repurchased $67.7 million of the $700.0 million 2025 Notes then outstanding, resulting in a $0.6 million gain on extinguishment of debt.
During the year ended December 31, 2024, we repurchased $67.7 million of the $700.0 million 2025 Notes then outstanding, resulting in a $0.6 million gain on extinguishment of debt. During the year ended December 31, 2023, we repurchased $199.6 million of the $500.0 million 2024 Notes then outstanding, resulting in a $4.4 million gain on extinguishment of debt.
The increasedecrease in other expense for the year ended December 31, 20242025 of $0.7$0.3 million, as compared to the corresponding period in 2023,2024, was primarily due to ana increasedecrease in transaction expenses, net.
In order to continue to qualify as a REIT for federal income tax purposes, we must meet several organizational and operational requirements, including a requirement that we annually distribute to our stockholders at least 90% of our REIT taxable income, determined without regard to the deduction for dividends paid and excluding net capital gains. We intend to continue to satisfy these requirements and maintain our REIT status. Our board of directors evaluates our dividend on a quarterly basis, taking into account a variety of relevant factors, including REIT taxable income. The following table summarizes our dividend activity for the fourth quarter of 2024 and the first quarter of 2025:
The following table summarizes our dividend activity for the fourth quarter of 2025 and the first quarter of 2026:
During the year ended December 31, 2024,2025, our net cash provided by operating activities increased $35.9$27.3 million, compared to the corresponding period in 2023.2024. The increase was primarily due to (i) an increase in same property net operating income; and (ii) an increase in cash inflows for dividends and interest income; partially offset by (iii) a decrease in cash from net working capital; (iii) an increase in lease termination fees; (iv) aan decreaseincrease in net operating income due to net transaction activity and other non-same property net operating income; and (v) a decrease in cash outflows for general and administrative expense; partially offset by (vi) an increase in cash outflows for interest expense; (vi) an increase in cash outflows for general and administrative expense; and (vivii) a decrease in leasecash terminationinflows fees.for dividends and interest income.
During the year ended December 31, 2024,2025, our net cash used in investing activities increased $273.9$15.2 million, compared to the corresponding period in 2023.2024. The increase was primarily due to (i) an increase of $291.5$126.8 million in acquisitions of real estate assets; and (ii) a decrease of $0.7 million in sales of marketable securities, net of purchases; partially offset by (iii) an increase of $8.2$79.0 million in net proceeds from sales of real estate assets; and (iii) a decrease of $33.3 million in improvements to and investments in real estate assets; and (iii) an increase of $2.1 million in purchases of marketable securities, net of sales; partially offset by (iv) an increase of $27.9 million in net proceeds from sales of real estate assets.
Maintenance capital expenditures represent costs to fund major replacements and betterments to our properties. Leasing related capital expenditures represent tenant specific costs incurred to lease or renew space, including tenant improvements, tenant allowances, and external leasing commissions. In addition, we evaluate our Portfolio on an ongoing basis to identify value-enhancing reinvestment opportunities. Such initiatives are tenant driven and focus on upgrading our centers with strong, best-in-class retailers. As of December 31, 2024,2025, we had 3633 in-process anchor space repositioning, redevelopment, and outparcel development projects with an aggregate anticipated cost of $389.6$336.4 million, of which $181.8$153.0 million had been incurred as of December 31, 2024.2025. In addition, we have identified a pipeline of future reinvestmentredevelopment projects, which we expect to execute over the next severalcoming years. We expect to fund these projects with cash and cash equivalents, net cash provided by operating activities, proceeds from sales of real estate assets, and/or proceeds from capital markets transactions.
We continue to evaluate the market for acquisition opportunities and we may acquire individual shopping centers or portfolios of shopping centers when we believe strategic opportunities exist, to further concentrate our Portfolio in attractive retail submarkets and optimize the quality and long-term growth rate of our asset base. During the year ended December 31, 2025, we acquired three shopping centers, two land parcels, and acquired a lease and associated subleases at an existing shopping center for an aggregate purchase price of $420.6 million, including transaction costs and closing credits. During the year ended December 31, 2024, we acquired seven shopping centers and two land parcels for an aggregate purchase price of $293.8 million, including transaction costs and closing credits. During the year ended December 31, 2023, we acquired two land parcels for an aggregate purchase price of $2.3 million, including transaction costs and closing credits.
We may also dispose of properties when we believe value has been maximized, where there is downside risk, or where we have limited ability or desire to build critical mass in a particular submarket. During the year ended December 31, 2025, we disposed of 18 shopping centers, five partial shopping centers, and one land parcel for aggregate net proceeds of $289.2 million. During the year ended December 31, 2024, we disposed of six shopping centers, six partial shopping centers, and two land parcels for aggregate net proceeds of $208.2 million. In addition, during the year ended December 31, 2024, we received aggregate net proceeds of $1.9 million related to land at one shopping center previously seized through eminent domain and resolved contingencies related to previously disposed assets. During the year ended December 31, 2023, we disposed of 11 shopping centers and nine partial shopping centers for aggregate net proceeds of $182.0 million. In addition, during the year ended December 31, 2023, we received aggregate net proceeds of $0.3 million related to a non-operating asset.
During the year ended December 31, 2024,2025, our net cash provided by (used in) financing activities increaseddecreased $600.2$389.1 million, compared to the corresponding period in 2023.2024. The increasedecrease was primarily due to (i) a $510.9$243.8 million increase in debt borrowings,repayments, net of repaymentsborrowings; (ii) a $114.7$115.1 million increasedecrease in issuances of common stock; and (iii) a $0.2 million increase in contributions from non-controlling interests; partially offset by (iv) a $15.9$23.0 million increase in distributions to our common stockholders; (viv) aan $6.9$8.6 million increase in deferred financing costs; (v) a $0.2 million decrease in contributions from non-controlling interests; and (vi) a $2.8$0.1 million increase in distributions to non-controlling interests; partially offset by (vii) a $1.7 million decrease in repurchases of common stock.
We continue to monitor the impacts of inflation and tariffs on our operating and financial performance. Although recent inflationary pressures have begun to abate, inflation may increase in the future. With respect to our shopping centers, our long-term leases generally contain provisions designed to mitigate the adverse impact of inflation, including contractual rent escalations and requirements for tenants to pay a portion of property operating expenses, including common area expenses, utilities, insurance, and real estate taxes, and certain capital expenditures related to the maintenance of our properties, thereby reducing our exposure to increases in property operating expenses resulting from inflation;inflation. however,However, we have exposure to increases in certain non-reimbursable property operating expenses, including expenses incurred on vacant units. In addition, tariffs may contribute to rising construction and redevelopment costs and tariffs on imported goods may impact many of our tenants, particularly those who rely on international supply chains, by increasing their cost of goods sold or delaying inventory deliveries. If tenants are unable to pass these increased costs on to customers, it could adversely affect their financial performance and ability to meet lease obligations. We believe that many of our existing rental rates are below current market rates for comparable space and that upon renewal or re-leasing, such rates may be increased to be consistent with, or closer to, current market rates, which may also offset certain non-reimbursed inflationary and trade-related expense pressures. With respect to our outstanding indebtedness, we periodically evaluate our exposure to interest rate fluctuations,fluctuations and have entered, and may continue toto, enter into interest rate protection agreements that mitigate, but do not eliminate, the impact of changes in interest rates on our variable rate loans. With respect to general and administrative costs, we continually seek opportunities to offset inflationary cost pressures through routine evaluations of our spending levels and through ongoing efforts to utilize technology to enhance our operational efficiency.
Recent Tax Legislation
Effective July 4, 2025, certain changes to U.S. tax law were approved that impact us and our stockholders. Among other changes, this legislation (i) permanently extended the 20% deduction for "qualified REIT dividends" for individuals and other non-corporate taxpayers under Section 199A of the Internal Revenue Code (the "Code"), (ii) increased the percentage limit under the REIT asset test applicable to taxable REIT subsidiaries ("TRSs") from 20% to 25% for taxable years beginning after December 31, 2025, and (iii) increases the base on which the 30% interest deduction limit under Section 163(j) of the Code applies by excluding depreciation, amortization and depletion from the definition of "adjusted taxable income" (i.e. based on EBITDA rather than EBIT) for taxable years beginning after December 31, 2024.
What changed in the latest 10-Q
Risk Factors
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.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
New heading “Comparison of the Six Months Ended June 30, 2026 to the Six Months Ended June 30, 2025”
New heading “Revenues (in thousands)”
New heading “Operating Expenses (in thousands)”
New heading “Other Income and Expenses (in thousands)”
Largest changes
“Comparison of the Six Months Ended June 30, 2026 to the Six Months Ended June 30, 2025”see in full comparison
“During the three months ended June 30, 2026, aggregate impairment of $6.0 million was recognized on one operating property. Impairments were recognized due to changes in anticipated hold periods primarily in connection with our capital recycling program.”see in full comparison
“During the six months ended June 30, 2026 aggregate impairment of $6.0 million was recognized on one operating property. Impairments were recognized due to changes in anticipated hold periods primarily in connection with our capital recycling program.”see in full comparison
Full comparison: every changed paragraph (76)
Brixmor Property Group Inc. and subsidiaries (collectively, "BPG") is an internally-managed corporation that has elected to be taxed as a real estate investment trust ("REIT"). Brixmor Operating Partnership LP and subsidiaries (collectively, the "Operating Partnership") is the entity through which BPG conducts substantially all of its operations and owns substantially all of its assets. BPG owns 100% of the limited liability company interests of BPG Subsidiary LLC ("BPG Sub"), which, in turn, is the sole member of Brixmor OP GP LLC (the "General Partner"), the sole general partner of the Operating Partnership. Unless stated otherwise or the context otherwise requires, "we," "our," and "us" mean BPG and the Operating Partnership, collectively. We own and operate one of the largest publicly traded open-air retail portfolios by gross leasable area ("GLA") in the United States ("U.S."), comprised primarily of grocery-anchored community and neighborhood shopping centers. As of MarchJune 31,30, 2026, our portfolio was comprised of 344346 shopping centers (the "Portfolio") totaling approximately 6263 million square feet of GLA. Our high-quality national Portfolio is primarily located within established trade areas in the top 50 Core-Based Statistical Areas in the U.S., and our shopping centers are primarily anchored by non-discretionary and value-oriented retailers, as well as consumer-oriented service providers. As of MarchJune 31,30, 2026, our three largest tenants by annualized base rent ("ABR") were The TJX Companies, Inc. ("TJX"), The Kroger Co. ("Kroger"), and Burlington Stores, Inc. ("Burlington"). BPG has been organized and operated in conformity with the requirements for qualification and taxation as a REIT under U.S. federal income tax laws, commencing with our taxable year ended December 31, 2011, has maintained such requirements through our taxable year ended December 31, 2025, and intends to satisfy such requirements for subsequent taxable years.
As of MarchJune 31,30, 2026, billed and leased occupancy were 91.4%90.4% and 95.1%,94.8%, respectively, as compared to 90.0%89.7% and 94.1%,94.2%, respectively, as of MarchJune 31,30, 2025.
The following table summarizes our executed leasing activity for the three months ended MarchJune 31,30, 2026 and 2025 (dollars in thousands, except for per square foot ("PSF") amounts):
(1) Based on comparable leases only, which consist of new leases signed on units that were occupied within the prior 12 months and renewal or option leases signed with the same tenant in all or a portion of the same location or that include the expansion into space that was occupied within the prior 12 months.
Excludes leases executed for terms of less than one year.
ABR PSF includes the GLA of lessee-owned leasehold improvements.
The following table summarizes our executed leasing activity for the six months ended June 30, 2026 and 2025 (dollars in thousands, except for PSF amounts):
•During the three months ended March 31, 2026, we did not acquire any assets.
•During the threesix months ended MarchJune 31,30, 2025,2026, we acquired onefour landshopping parcelcenters for an aggregate purchase price of $3.1$164.2 million, including transaction costs and closing credits.
•During the six months ended June 30, 2025, we acquired one land parcel and acquired a lease and associated subleases at an existing shopping center for an aggregate purchase price of $7.5 million, including transaction costs and closing credits.
•During the six months ended June 30, 2026, we disposed of six shopping centers for aggregate net proceeds of $120.5 million, resulting in aggregate gain of $59.8 million. In addition, during the six months ended June 30, 2026, we received aggregate net proceeds of $2.3 million related to land at one shopping center previously seized through eminent domain and resolved contingencies related to previously disposed assets, resulting in aggregate gain of $2.1 million.
•During the three months ended March 31, 2026, we disposed of four shopping centers for aggregate net proceeds of $105.7 million, resulting in aggregate gain of $52.1 million.
•During the threesix months ended MarchJune 31,30, 2025, we disposed of twothree shopping centers and twofour partial shopping centers for aggregate net proceeds of $21.6$43.7 million, resulting in aggregate gain of $3.1$18.8 million.
Comparison of the Three Months Ended MarchJune 31,30, 2026 to the Three Months Ended MarchJune 31,30, 2025
The increase in rental income for the three months ended MarchJune 31,30, 2026 of $17.1$14.5 million, as compared to the corresponding period in 2025, was due to a $15.6$12.8 million increase for assets owned for the full period, in addition to a $1.5$1.7 million increase due to net transaction activity. The increase for assets owned for the full period was due to: (i) a $9.3$10.3 million increase in base rent; (ii) a $3.3$5.1 million increase in expense reimbursements; (iii) a $2.5$1.5 million increase in lease termination fees; (iv) a $1.3 million increase in ancillary and other rental income; (iv) a $1.0 million increase in percentage rents;and (v) a $0.8$0.7 million increase in rental income associated with revenues deemed uncollectible; andpartially offset by (vi) a $0.6$4.7 million increasedecrease in straight-line rental income, net; (vii) a $1.4 million decrease in accretion of below-market leases, net of amortization of above-market leases and tenant inducements; partially offset by (vii) a $1.7 million decrease in lease termination fees; and (viii) a $0.2less than $0.1 million decrease in straight-linepercentage rental income, net.rents. The $9.3$10.3 million increase in base rent for assets owned for the full period was primarily due to contractual rent increases, positive rent spreads for new and renewal leases and option exercises of 19.0%15.9% during the threesix months ended MarchJune 31,30, 2026 and 16.4% during the year ended December 31, 2025, and an increase in weighted average billed occupancy.
OtherThe increase in other revenues remainedof generally$0.2 consistentmillion for the three months ended MarchJune 31,30, 2026, as compared to the corresponding period in 2025.2025, was primarily due to an increase in tax increment financing income.
The increase in operating costs for the three months ended MarchJune 31,30, 2026 of $2.7$4.4 million, as compared to the corresponding period in 2025, was due to a $2.2$3.7 million increase in operating costs for assets owned for the full period in addition to a $0.5$0.7 million increase due to net transaction activity. The $2.2$3.7 million increase for assets owned for the full period was primarily due to an increase in utilities, repairs and maintenance, utilities, and insurance.
The increase in real estate taxes for the three months ended MarchJune 31,30, 2026 of $0.5$0.7 million, as compared to the corresponding period in 2025, was due to a $0.3$0.6 million increase in real estate taxes for assets owned for the full period in addition to a $0.2$0.1 million increase due to net transaction activity. The $0.3$0.6 million increase for the assets owned for the full period was primarily due to an increasechanges in current year assessments, partially offset by a decrease in unfavorable adjustments related to prior yearproperty assessments.
The decreaseincrease in depreciation and amortization for the three months ended MarchJune 31,30, 2026 of $0.4$7.0 million, as compared to the corresponding period in 2025, was due to a $6.1$6.3 million decreaseincrease due to net transaction activity in addition to a $0.7 million increase for assets owned for the full period,period. partiallyThe offset by a $5.7$0.7 million increase due to net transaction activity. The $6.1 million decrease for assets owned for the full period was primarily due to a decrease in accelerated depreciation and amortization due to higher tenant move outs in the prior period, partially offset by an increase from capital expenditures.
Impairment of real estate assets
During the three months ended June 30, 2026, aggregate impairment of $6.0 million was recognized on one operating property. Impairments were recognized due to changes in anticipated hold periods primarily in connection with our capital recycling program.
GeneralThe decrease in general and administrative costs remained generally consistent for the three months ended MarchJune 31,30, 2026,2026 of $1.2 million, as compared to the corresponding period in 2025.2025, was primarily due to a decrease in net compensation costs.
During the three months ended MarchJune 31,30, 2026 and 2025, construction compensation costs of $4.0$3.8 million and $4.5$4.1 million, respectively, were capitalized to building and improvements and leasing legal costs of $0.4 million and $0.3$0.6 million, respectively, and leasing commission costs of $2.2$1.6 million and $1.8$2.2 million, respectively, were capitalized to deferred charges and prepaid expenses, net.
The increase in dividends and interest for the three months ended MarchJune 31,30, 2026 of $1.5$2.7 million, as compared to the corresponding period in 2025, was primarily due to an increase in interest income associated with higher average cash and cash equivalent balances partially offset by a lower weighted average interest rate return.
The increase in interest expense for the three months ended MarchJune 31,30, 2026 of $5.3$6.5 million, as compared to the corresponding period in 2025, was primarily due to higher weighted average debt obligations and weighted average interest rate.
During the three months ended MarchJune 31,30, 2026, fourtwo shopping centers were disposed of, resulting in aggregate gain of $52.1$7.4 million. In addition, during the three months ended June 30, 2026, we received aggregate net proceeds of $2.6 million related to land at one shopping center previously seized through eminent domain and resolved contingencies related to previously disposed assets, resulting in aggregate gain of $2.4 million. During the three months ended MarchJune 31,30, 2025, twoone shopping centerscenter and two partial shopping centers were disposed of, resulting in aggregate gain of $3.1$15.8 million.
Loss on extinguishment of debt, net
During the three months ended June 30, 2025, we amended and restated our unsecured credit facility agreements (the "Unsecured Credit Facility"), resulting in a $0.3 million loss on extinguishment of debt due to the acceleration of unamortized debt issuance costs.
Other
The increase in otherOther expense remained generally consistent for the three months ended MarchJune 31,30, 2026 of $1.7 million,2026, as compared to the corresponding period in 2025, was primarily due to an increase in anticipated environmental remediation costs.2025.
Comparison of the Six Months Ended June 30, 2026 to the Six Months Ended June 30, 2025
Revenues (in thousands)
Rental income
The increase in rental income for the six months ended June 30, 2026 of $31.6 million, as compared to the corresponding period in 2025, was due to a $28.6 million increase for assets owned for the full period, in addition to a $3.0 million increase due to net transaction activity. The increase for assets owned for the full period was due to: (i) a $19.7 million increase in base rent; (ii) an $8.4 million increase in expense reimbursements; (iii) a $3.8 million increase in ancillary and other rental income; (iv) a $1.5 million increase in rental income associated with revenues deemed uncollectible; and (v) a $1.0 million increase in percentage rents; partially offset by (vi) a $4.8 million decrease in straight-line rental income, net; (vii) a $0.8 million decrease in accretion of below-market leases, net of amortization of above-market leases and tenant inducements; and (viii) a $0.2 million decrease in lease termination fees. The $19.7 million increase in base rent for assets owned for the full period was primarily due to contractual rent increases, positive rent spreads for new and renewal leases and option exercises of 15.9% during the six months ended June 30, 2026 and 16.4% during the year ended December 31, 2025, and an increase in weighted average billed occupancy.
Other revenues
The increase in other revenues of $0.4 million for the six months ended June 30, 2026, as compared to the corresponding period in 2025, was primarily due to an increase in tax increment financing income.
Operating Expenses (in thousands)
Operating costs
The increase in operating costs for the six months ended June 30, 2026 of $7.1 million, as compared to the corresponding period in 2025, was due to a $5.9 million increase in operating costs for assets owned for the full period in addition to a $1.2 million increase due to net transaction activity. The $5.9 million increase for assets owned for the full period was primarily due to an increase in repairs and maintenance, utilities, and insurance.
Real estate taxes
The increase in real estate taxes for the six months ended June 30, 2026 of $1.2 million, as compared to the corresponding period in 2025, was due to a $1.0 million increase in real estate taxes for assets owned for the full period in addition to a $0.2 million increase due to net transaction activity. The $1.0 million increase for the assets owned for the full period was primarily due to changes in property assessments.
Depreciation and amortization
The increase in depreciation and amortization for the six months ended June 30, 2026 of $6.6 million, as compared to the corresponding period in 2025, was due to an $11.9 million increase due to net transaction activity partially offset by a $5.3 million decrease for assets owned for the full period. The $5.3 million decrease for assets owned for the full period was primarily due to a decrease in accelerated depreciation and amortization due to higher tenant move outs in the prior period, partially offset by an increase from capital expenditures.
Impairment of real estate assets
During the six months ended June 30, 2026 aggregate impairment of $6.0 million was recognized on one operating property. Impairments were recognized due to changes in anticipated hold periods primarily in connection with our capital recycling program.
General and administrative
The decrease in general and administrative costs for the six months ended June 30, 2026 of $1.2 million, as compared to the corresponding period in 2025, was primarily due to a decrease in net compensation costs.
During the six months ended June 30, 2026 and 2025, construction compensation costs of $7.9 million and $8.6 million, respectively, were capitalized to building and improvements and leasing legal costs of $0.8 million and $0.9 million, respectively, and leasing commission costs of $3.8 million and $4.0 million, respectively, were capitalized to deferred charges and prepaid expenses, net.
Other Income and Expenses (in thousands)
Dividends and interest
The increase in dividends and interest for the six months ended June 30, 2026 of $4.2 million, as compared to the corresponding period in 2025, was primarily due to an increase in interest income associated with higher average cash and cash equivalent balances partially offset by a lower weighted average interest rate return.
Interest expense
The increase in interest expense for the six months ended June 30, 2026 of $11.8 million, as compared to the corresponding period in 2025, was primarily due to higher weighted average debt obligations and weighted average interest rate.
Gain on sale of real estate assets
During the six months ended June 30, 2026, six shopping centers were disposed of, resulting in aggregate gain of $59.8 million. In addition, during the six months ended June 30, 2026, we received aggregate net proceeds of $2.3 million related to land at one shopping center previously seized through eminent domain and resolved contingencies related to previously disposed assets, resulting in aggregate gain of $2.1 million. During the six months ended June 30, 2025, three shopping centers and four partial shopping centers were disposed of, resulting in aggregate gain of $18.8 million.
Loss on extinguishment of debt, net
During the six months ended June 30, 2025, we amended and restated our Unsecured Credit Facility, resulting in a $0.3 million loss on extinguishment of debt due to the acceleration of unamortized debt issuance costs.
The increase in other expense for the six months ended June 30, 2026 of $1.7 million, as compared to the corresponding period in 2025, was primarily due to an increase in anticipated environmental remediation costs.
•available borrowings under the Unsecured Credit Facility (defined hereafter);
We believe our capital structure provides us with the financial flexibility and capacity to fund our current capital needs as well as future growth opportunities. We generate significant operating cash flow and have access to multiple forms of external capital, including secured property level debt, unsecured corporate level debt, preferred equity, and common equity, which will allow us to efficiently execute on our strategic and operational objectives. We have investment grade credit ratings from all three major credit rating agencies. Our Unsecured Credit Facility is comprised of a $1.25 billion revolving loan facility (the "Revolving Facility") and a $500.0 million term loan facility (the "Term Loan Facility"). As of MarchJune 31,30, 2026, we had $1.79$1.55 billion of available liquidity, including $1.25 billion available under our Revolving Facility, $424.6$186.1 million of cash, cash equivalents and restricted cash, and $115.1$114.8 million anticipated net proceeds available under unsettled forward equity contracts. We intend to continue to enhance our financial and operational flexibility through periodic extensions of the duration of our debt.
BRX insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 1 filing (1 insider, 1 trade date, 9,000 shares, about $267.3K). Net open-market shares: -9,000 (purchases minus sales); net value about -$267.3K.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 |
|---|---|---|---|---|---|
| 2026-08-12 | Berman Michael B |
Open-market sale | 9,000 | $29.70 | $267.3K |
| 2026-04-22 | Rahm William D. |
Grant/award | 3,976 | — | — |
| 2026-04-22 | Dickson Thomas W |
Grant/award | 3,976 | — | — |
| 2026-04-22 | Lawrence Sandra Aj |
Grant/award | 3,976 | — | — |
| 2026-04-22 | Crosland Sheryl Maxwell |
Grant/award | 5,798 | — | — |
| 2026-04-22 | Berman Michael B |
Grant/award | 3,976 | — | — |
| 2026-04-22 | Suarez John Peter |
Grant/award | 3,976 | — | — |
| 2026-04-22 | Bowerman Julie |
Grant/award | 3,976 | — | — |
| 2026-04-22 | Hurwitz Daniel B |
Grant/award | 3,976 | — | — |
Well-known investors holding BRX (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| Davis Selected Advisers (Chris Davis) | 2026-06-30 | 477,150 | $15.0M | 0.06% | Reduced 15% |