CURB 10-K & 10-Q changes, risk factors and insider trading

changes in the local, regional, national and international economic climate, including those resulting from the imposition of U.S. tariffs and reciprocal or retaliatory tariffs on U.S. goods and the market reaction thereto;

In addition, the Company’s properties compete with numerous other shopping centers and commercial venues in attracting and retaining retailers. As of December 31, 2024,2025, leases at the Company’s properties were scheduled to expire on a total of approximately 6.7%10.1% of leased GLA during 2025.2026. For those leases that renew, rental rates upon renewal may be lower than current rates. For those leases that do not renew, the Company may not be able to promptly re-lease the space on favorable terms. In these situations, the Company’s financial condition, results of operations and cash flows could be adversely impacted.

Substantially all of the Company’s income is derived from rental income from real property. As a result, the Company’s performance depends on the ability of its tenants to pay timely the full amount of rent due under their leases. The Company’s income would be negatively affected in the event of the bankruptcy or insolvency of, or a downturn in the business of, a significant number of its tenants, or in the event that such tenants decline to extend or renew leases upon expiration. In the event the Company is able to re-lease spaces vacated by bankrupt, distressed or non-renewing tenants, the downtime and capital expenditures required in the re-leasing process may adversely affect the Company’s results of operations.

Costs associated with the Company’s business, such as utilities, insurance and real estate taxes, are relatively inflexible and generally do not decrease in the event that a property is not fully occupied, rental rates decrease, a tenant fails to pay rent or other circumstances cause the Company’s revenues to decrease. Although most of the Company’s leases require tenants to pay their share of property operating expenses, some tenants may be unable to absorb large expense increases and such increased expenses may limit tenants’ ability to pay higher base rents upon renewal,renewal or renew leases at all. Other aspects of the Company’s operating costs may also increase for reasons beyond the Company’s control, including insurance and real estate taxes. If the Company is unable to lower its operating costs when property-level revenues decline and/or is unable to pass along cost increases to tenants, the Company’s results of operations and cash flows could be adversely impacted.

Significant rapid growth could strain the Company’s internal resources, including its personnel, management systems and infrastructure. The Company’s ability to manage future growth effectively willmay also require the Company to successfully attract, train, motivate, retain, and manage new employees and continue to update and improve its operational, financial, and management controls and procedures.

The acquisition and ownership of properties may subject the Company to liabilities, including environmental liabilities. The Company’s operating expenses could be higher than anticipated due to the cost of complying with existing or future environmental laws and regulations. In addition, under various federal, state and local laws, ordinances and regulations, the Company may be considered an owner or operator of real property or to have arranged for the disposal or treatment of hazardous or toxic substances. As a result, the Company may become liable for the costs of removal or remediation of certain hazardous substances released on or in its properties. The Company may also be liable for other potential costs that could relate to hazardous or toxic substances (including governmental fines and injuries to persons and property). The Company may incur such liability whether or not it knew of, or was responsible for, the presence of such hazardous or toxic substances. Such liability could be of a substantial magnitude and divert management’s attention from other aspects of the Company’s business and, as a result, could have a material adverse effect on the Company’s financial condition, results of operations, cash flow and its ability to make distributions to stockholders.

The Company’s properties are primarily convenience-driven shopping centers generally positioned on the curbline of well-trafficked intersections and major vehicular corridors, and the Company’s tenants are largely dependent on the volume of customer traffic around and within their locations to generate revenue. Therefore, demand for space may be adversely affected by changing consumer trends, changes in shopping or alternative shopping methods (such as e-commerce) and service locations, and overall changes in suburban population or other demographic factors and trends. Decreases in the number of daily convenience trips to the Company’s properties for any of the foregoing reasons could have a material adverse effect on the Company’s financial condition and results of operations.

While theThe Company’s properties are generally located in suburban areas, they are generally located near major metropolitan areas or other areas that are susceptible to property and violent crime, including mass shootings. Increased incidence of property crime, such as shoplifting or damage caused by civil unrest, could reduce tenant profitability or demand for space and, as a result, decrease the rents the Company is able to collect from affected properties. Furthermore, any kind of violent criminal acts or civil unrest could alter shopping habits or otherwise deter customers from visiting the Company’s convenience properties. The Company may also incur increased expenses as a result of its efforts to provide enhanced security measures at its properties to contend with criminal or other threats. Any of the foregoing circumstances could have a negative effect on the Company’s business, the operations of its tenants and the value of its properties.

The Company relies extensively on computer systems to manage its business. The Company primarily depends on third parties, including SITE Centers pursuant to the Shared Services Agreement entered into between the Company, the Operating Partnership and SITE Centers (the “Shared Services Agreement”), to provide important information technology services relating to several key business functions, such as payroll, human resources, electronic communications, financial reporting and certain finance functions. SITE Centers regularly reviews its information technology systems and engages with third-party providers to upgrade and stay current on system updates, including operating system updates, security-related patching, and ongoing systems maintenance. Consistent with this effort, SITE Centers ishas in the process of transitioningtransitioned from its existing financial system to a new software-as-a-service solution focused on improving functionality, increasing the longevity of the system, safeguarding the confidentiality and integrity of our data, and maintaining the availability of the financial system. As with all system upgrades there is level of risk that is considered, and steps taken to reduce the operational impacts following the implementation of the system. If there are issues with the systemnew implementation,system, it could negatively impact ourthe Company’s financial data and may result in inaccurate financials or delays in ourthe Company’s periodic reports with the SEC. The current and future systems provided by SITE Centers and third-party providers are also subject to damage or interruption from power outages, facility damage, computer or telecommunications failures, computer viruses, security breaches, vandalism, natural disasters, catastrophic events, human error and potential cyber threats, including phishing attacks, ransomware and other sophisticated cyber-attacks. Although such third parties employ a number of measures to prevent, detect and mitigate cyber threats, including password protection, firewalls, backup servers, threat monitoring and periodic penetration testing, the techniques used to obtain unauthorized access change frequently, including as a result of emerging technologies such as artificial intelligence and machine learning, and there is no guarantee that the efforts to prevent unauthorized access will be successful. In addition, cybersecurity threat actors are increasingly sophisticated and are targeting employees, contractors, service providers and third-partiesthird parties through various techniques that involve social engineering and/or misrepresentation. Should they occur, these threats could compromise the confidential information of the Company’s tenants, employees and third-party vendors; disrupt the Company’s business operations and the availability and integrity of data in the Company’s systems; and result in litigation, violation of applicable privacy and other laws, investigations, actions, fines or penalties. In the event of damage or disruption to the Company’s business due to these occurrences, the Company may not be able to successfully and quickly recover all of its critical business functions, assets and data. Furthermore, while the SITE Centers maintains insurance for which the Company is an additional insured, the coverage may not sufficiently cover all types of losses, claims or fines that may arise. For additional information see Item 1C. “Cybersecurity— Information Technology and Cybersecurity” in Part I of this Annual Report on Form 10-K.

The distribution was structured, and SITE Centers and the Company intend to treattreated it for U.S. federal income tax purposes as, a taxable distribution of shares in the Company to SITE Centers’ common shareholders. SITE Centers and the Company intendtook (and are generally obligated pursuant to the Tax Matters Agreement) to take) the position for tax purposes that such shares were distributed to such shareholders at the close of business on the day of the distribution, and that immediately prior to such distribution, the Company shall be treated as acquiring all of its assets (and assuming all of its liabilities) from SITE Centers in exchange for the Company’s stock. It is possible, however, that the Internal Revenue Service (“IRS”) may conclude that the tax basis of the Company’s assets equals their historic tax basis.

The Company intends to operate in a manner that allows it to qualify as a REIT for U.S. federal income tax purposes. However, REIT qualification requires that the Company satisfy numerous requirements (some on an annual or quarterly basis) established under highly technical and complex provisions of the Code, for which there are a limited number of judicial or administrative interpretations. The Company’s status as a REIT requires an analysis of various factual matters and circumstances that are not entirely within its control. Accordingly, the Company’s ability to qualify and remain qualified as a REIT for U.S. federal income tax purposes is not certain. Even a technical or inadvertent violation of the REIT requirements could jeopardize the Company’s REIT qualification. Furthermore, Congress or the Internal Revenue Service (“IRS”) might change the tax laws or regulationsregulations, and the courts could issue new rulings, in each case potentially having a retroactive effect that could make it more difficult or impossible for the Company to continue to qualify as a REIT. If the Company fails to qualify as a REIT in any tax year, the following will result:

To qualify as a REIT, the Company generally must distribute to stockholders at least 90% of its REIT taxable income each year, determined without regard to the dividends paid deduction and excluding any net capital gains, and the Company will be subject to regular corporate income taxes on its undistributed taxable income to the extent that the Company distributes less than 100% of its REIT taxable income, determined without regard to the dividends paid deduction and including any net capital gains, each year. In addition, the Company will be subject to a 4% nondeductiblenon-deductible excise tax on the amount, if any, by which distributions paid by the Company in any calendar year are less than the sum of 85% of the Company’s ordinary income, 95% of its capital gain net income and 100% of its undistributed income from prior years. The Company could have a potential distribution shortfall as a result of, among other things, differences in timing between the actual receipt of cash and recognition of income for U.S. federal income tax purposes or the effect of nondeductible capital expenditures or the creation of reserves. In order to maintain REIT status and avoid the payment of income and excise taxes, the Company may need to sell its securities at unfavorable prices, borrow funds, or find other sources of funds in order to meet the REIT distribution requirements. The Company may not be able to borrow funds on favorable terms or at all. The Company’s access to third-party sources of capital depends on a number of factors, including the market’s perception of the Company’s growth potential, the market price of common stock and current and potential future earnings. The Company cannot assure stockholders that it will have access to such capital on favorable terms at the desired times, or at all, which may cause the Company to curtail its investment activities and/or to dispose of assets at inopportune times and could materially and adversely affect the Company. The Company may make taxable in-kind distributions of common stock, which may cause stockholders to be required to pay income taxes with respect to such distributions in excess of any cash received, or the Company may be required to withhold taxes with respect to such distributions in excess of any cash stockholders receive.

In general, the maximum U.S. federal income tax rate for dividends paid to individual U.S. stockholders is 20%. Due to its REIT status, the Company’s distributions to individual stockholders generally are not eligible for the reduced rates. However, U.S. stockholders that are individuals, trusts or estates generally may deduct up to 20% of the ordinary dividends (e.g., REIT dividends that are not designated as capital gain dividends or qualified dividend income) received from a REIT for taxable years beginning after December 31, 2017, and before January 1, 2026.REIT. Although this deduction reduces the effective tax rate applicable to certain dividends paid by REITs (generally to 29.6%, assuming the stockholder is subject to the 37% maximum rate), such tax rate is still higher than the tax rate applicable to corporate dividends that constitute qualified dividend income. Accordingly, investors who are individuals, trusts or estates may perceive investments in REITs to be relatively less attractive than investments in stocks of non-REIT corporations that pay dividends, which could materially and adversely affect the value of the shares of REITs, including the per share trading price of the Company’s common stock.

A foreign person disposing of a U.S. real property interest, including shares of a U.S. corporation whose assets consist principally of U.S. real property interests, is generally subject to U.S. federal income tax on any gain recognized on the disposition. This tax does not apply, however, to the disposition of stock in a REIT if the REIT is “domestically controlled.” In general, the Company will be a domestically controlled REIT if at all times during the five-year period ending on the applicable stockholder’s disposition of the Company’s stock, less than 50% in value of the stock was held directly or indirectly by non-U.S. persons. RecentlyFinal finalizedTreasury regulations requireissued in April 2024require a REIT to “look through” certain foreign controlled domestic corporations to their owners when determining whether the REIT is domestically controlled. Proposed Treasury regulations published on October 21, 2025, eliminate look-through treatment for non-public domestic corporations owned 50% or more by foreign persons for purposes of determining whether a REIT is domestically controlled. Taxpayers are permitted to rely on those proposed regulations until final regulations are issued or the proposed regulations are revoked. If the Company were to fail to qualify as a domestically controlled REIT, gain recognized by a foreign stockholder on a disposition of the Company’s common stock would be subject to U.S. federal income tax unless the common stock was traded on an established securities market and the foreign stockholder did not at any time during a specific testing period directly or indirectly own more than 10% of the Company’s outstanding common stock.

The laws and regulations dealing with U.S. federal income taxation are constantly under review by persons involved in the legislative process and by the IRS and the Department of the Treasury. Changes to the tax laws, with or without retroactive application, could materially and adversely affect the Company or its stockholders. The Company cannot predict how changes in the tax laws might affect stockholders or the Company. New legislation, Treasury regulations, administrative interpretations or court decisions could significantly and negatively affect the Company’s ability to qualify as a REIT, the U.S. federal income tax consequences of such qualification or the U.S. federal income tax consequences of an investment in the Company. In addition, the law relating to the tax treatment of other entities, or an investment in other entities, could change, making an investment in such other entities more attractive relative to an investment in a REIT. Furthermore, potential amendments and technical corrections, as well as interpretations and implementation of regulations by the Treasury and IRS, may have or may in the future occur or be enacted, and, in each case, they could lessen or increase the impact of significant tax legislation, such legislation commonly known as the “Tax Cuts and Jobs Act” ofthat was passed in December 2017 (the “TCJA”). and legislation commonly known as the “One Big Beautiful Bill Act” (the “OBBBA”), which was signed into law on July 4, 2025, and made permanent many of the TCJA’s provisions. In addition, states and localities, which often use federal taxable income as a starting point for computing state and local tax liabilities, continue to react to the TCJA,OBBBA, and these may exacerbate its negative, or diminish its positive, effects on the Company. It is impossible to predict the nature or extent of any new tax legislation, regulation or administrative interpretations, but such items could adversely affect the Company’s financial condition, results of operations and/or future business planning.

Under the rules applicable to federal income tax audits of partnerships (such as the Operating Partnership), the partnership itself may be liable for a hypothetical increase in partner-level taxes (including interest and penalties) resulting from an adjustment of “partnership-related items” on audit, regardless of changes in the composition of the partners (or their relative ownership) between the year under audit and the year of the adjustment. The rules also include an elective alternative method under which the additional taxes resulting from the adjustment are assessed from the affected direct or indirect partners (often referred to as a “push-out election”), subject to a higher rate of interest than otherwise would apply. It is possible that these rules could result in partnerships in which wethe Company directly or indirectly invest,invests, including the Operating Partnership, being required to pay additional taxes, interest and penalties as a result of an audit adjustment, and we,the Company, as a direct or indirect partner of these partnerships, could be required to bear the economic burden of those taxes, interest, and penalties, including in situations where we,the Company, as a REIT, may not otherwise have been required to pay additional corporate-level taxes as a result of the related audit adjustment.

providing that stockholders may not act by written consent unless (a) such written consent is unanimous or (b) the action is advised, and submitted to the stockholders for approval, by the Curbline Board and such written consent of a majority of votes entitled to be cast is delivered to the Company in accordance with the Maryland General Corporation Law, or the MGCL; and requiring advance notice of stockholder proposals for business to be conducted at meetings of the Company’s stockholders and for nominations of candidates for election to the Curbline Board.

The Company has stockholders, including Mr. Alexander Otto, who is a member of the Board of Directors, who, because of their considerable beneficial ownership of the Company’s common stock, are in a position to exert significant influence over the Company. These stockholders may exert influence with respect to matters that are brought to a vote of the Company’s Board of Directors and/or the holders of the Company’s common stock. Among others, these matters include the election of the Company’s Board of Directors, corporate finance transactions and joint venture activity, merger, acquisition and disposition activity, and amendments to the Company’s Charter and Bylaws. In the context of major corporate events, the interests of the Company’s significant stockholders may differ from the interests of other stockholders. For example, if a significant stockholder does not support a merger, tender offer, sale of assets or other business combination because the stockholder judges it to be inconsistent with the stockholder’s investment strategy, the Company may be unable to enter into or consummate a transaction that would enable other stockholders to realize a premium over the then-prevailing market prices for common stock. Furthermore, significant stockholders of the Company have in the past sold substantial amounts of SITE Centers’ common shares, and may sell in the future substantial amounts of the Company’s common stock in the public market to enhance the stockholders’ liquidity positions, fund alternative investments or for other reasons. This has caused in the past the trading price of SITE Centers’ common shares, and may in the futurecould cause the trading price of the Company’s common stock, to decline significantly, resulting in other stockholders being unable to sell their common stock at favorable prices. The Company cannot predict or control how the Company’s significant stockholders may use the influence they have as a result of their common stock holdings.

equity issuances by the Company, including under the Company’s at-the-market offering program, or stock resales by its significant stockholders, or the perception that such issuances or resales may occur;

adverse market reaction to anythe current or future indebtedness the Company incurs in the future;

failure of the Company to continue to qualify as a REIT and the Company’s continued qualification as a REIT;

If the Company decides in the future to issue additional debt or preferred equity securities ranking senior to its common stock, it is likely that they will be governed by an indenture or other instrument containing covenants restricting the Company’s operating flexibility. Additionally, any convertible or exchangeable securities that the Company issues in the future may have rights, preferences and privileges more favorable than those of its common stock and may result in dilution to owners of its common stock. The Company and, indirectly, its stockholders, will bear the cost of issuing and servicing such securities. Because the Company’s decision to issue debt or equity securities in any future offering will depend on market conditions and other factors beyond its control, the Company cannot predict or estimate the amount, timing or nature of its future offerings. ThusThus, holders of the Company’s common stock will bear the risk of its future offerings reducing the market price of its common stock and diluting the value of their stockholdings in the Company.

Curbline Properties Corp. is a Maryland corporation formed to own and manage a portfolio of convenience shopping centers. The Operating Partnership is a Delaware limited partnership formed to serve as Curbline’s majority-owned partnership subsidiary and to own, through affiliates, all of the real estate properties and assets. The Operating Partnership’s capital includes common general and limited partnership interests in the Operating Partnership (“Common Units”) and LTIP Units, as defined in the partnership agreement (together with the Common Units, the “OP Units”). As of December 31, 2024,2025, Curbline owned,held from a legal perspective,an approximately 99.15%99.1% ofownership interest in the outstandingOperating OP UnitsPartnership with the remaining OP Units held by members of management through LTIP Units subject to vesting requirements.management.

Convenience shopping centers are generally positioned on the curbline of well-trafficked intersections and major vehicular corridors, offering excellent access and visibility, dedicated parking and often include drive-thru units, with approximately half of the Company’s properties having at least one drive-thru unit as of December 31, 2024.2025. Convenience shopping centers generally consist of a homogenous row of primarily small-shop units leased to a diversified mixture of national, regional and local service and restaurant tenants that cater to daily convenience trips from the growing suburban population and typically experience more customer foot traffic per square foot than anchored retail. The property type has the opportunity to generate above-average, occupancy-neutral cash flow growth driven by high retention rates and limited operating capital expenditures given the standardized site plan and the depth of leasing prospects that can utilize existing square footage and provide significant tenant diversification. As of December 31, 2024,2025, the medianaverage GLA of a property in the Curbline portfolio was approximately 20,00027,000 square feet with 93%94% of base rent generated by units less than 10,000 square feet.

In connection with the separation from SITE Centers on October 1, 2024, the Company, the Operating Partnership and SITE Centers entered into the Separation and Distribution Agreement which provided for the principal transactions necessary to consummate the Spin-Off, including the allocation among the Company, the Operating Partnership and SITE Centers of SITE Centers’ assets, liabilities and obligations attributable to periods both prior to and following the Spin-Off. In particular, the Separation and Distribution Agreement provided, among other things, that certain assets relating to Curbline’s business were to be transferred to the Operating Partnership or the applicable Curbline subsidiary, including equity interests of certain SITE Centers subsidiaries that held assets and liabilities related to Curbline’s interests in real property, certain tangible personal property, cash and cash equivalents held in Curbline accounts (including the transfer to Curbline of unrestricted cash of $800.0 million upon consummation of the Spin-Off) and other assets primarily used or held primarily for use in Curbline’s business. The Separation and Distribution Agreement also provided that certain liabilities relating to Curbline’s business were to be transferred to the Operating Partnership or the applicable Curbline subsidiary, including liabilities relating to or arising out of the operation of Curbline’s business after the effective time of the Spin-Off and liabilities expressly allocated to Curbline or one of its subsidiaries by the Separation and Distribution Agreement or certain other agreements entered into in connection with the Spin-Off. The Separation and Distribution Agreement governs the rights and obligations among the Company, the Operating Partnership and SITE Centers regarding the distribution both prior to and following the completion of the separation. SITE Centers distributed 100% of the outstanding common stock of Curbline to holders of record of SITE CentersCenters’ common shares as of the close of business on September 23, 2024, the record date. On October 1, 2024, holders of SITE CentersCenters’ common shares received two shares of Curbline common stock for every one common share of SITE Centers held on the record date.

The Company believes that as the first and only publicly traded real estate company focused exclusively on the convenience real estate sector it is well positioned to take advantage and aggregate the highly fragmented but liquid marketplace for convenience shopping centers. As of December 31, 2025, the dateCompany’s primary sources of itscapital separationwere from SITE Centers, the Company was in a net cash and debt-free position with $800.0$289.6 million of cashunrestricted oncash, hand$172.0 plusmillion significantof accessunfunded tosenior debtunsecured capitalnotes and $75.5 million of expected gross proceeds from unsettled forward equity sales in orderthe fourth quarter of 2025 to grow its asset base through acquisitions with no additional near-term equity required.acquisitions. Additionally, with over 68,000 convenience shopping centers in the United States (950 million square feet of GLA) and a liquid transaction market (primarily among private investors), the property type provides a substantial addressable opportunity for the Company to scale and differentiate itself as the first mover public REIT exclusively focused on convenience assets.

Curbline’s acquisition strategy is focused on a number of real estate and financial factors including demographics, property accessaccess, and visibility,visibility and site plan, vehicular traffic, tenant credit profile, rent mark-to-market opportunities and prospects for cash flow growth. The Company’s current portfolio is generally located in submarkets with compelling long-term population and employment growth prospects and above-average household incomes with a portfolio average of overapproximately $115,000$121,000 as compared to the national median household income of $80,610.$83,730.

Transaction and investmentcapital markets highlights during 20242025 include the following:

EnteredIn April 2025, entered into a forward interest rate swap agreement to fix the variable-rate component of the Company’s $100.0 millionTerm termLoan loan facility. The all-in rate of the term loan facility will be fixedFacility at 5.078%3.71% basedfrom onOctober the1, loan’s2028 currentthrough applicableOctober spread1, 2029;

AchievedFor comparable leases executed in 2025, achieved cash new cash leasing spreads of 30.5%19.4% and cash renewal leasing spreads of 10.3%8.0%;

Aggregate leased rate was 96.7% at December 31, 2025 compared to 95.5% at December 31, 2024; and Aggregate occupancy was 94.1% at December 31, 2025 compared to 93.9% at December 31, 2024 compared to 94.8% at December 31, 2023.2024. The year-over-year declineincrease primarily was related to property acquisitions.

The Company continues to see steady demand from a broad range of service-based and restaurant tenants, who are continuing to expand their store fleets and launch new concepts. As a result, the Company believes that its prospects to backfill spaces vacated by non-renewing tenants are generally favorable.

The Company’s portfolio is highly diversified by tenant composition. As of December 31, 2024,2025, the portfolio’s top ten tenants comprised less than 13%14% of the Company’s total ABR with only one tenant whose annualized rental revenue equaled or exceeded 2% of the Company’s annualized consolidated revenues.ABR. The Company’s largest tenants based on the total annualized base rental revenues as of December 31, 2024,2025, were as follows:

The Company leased approximately 0.30.5 million square feet of GLA in 2024,2025, composed of 2667 new leases and 80120 renewals, for a total of 106187 leases executed in 2024.2025. At December 31, 2024,2025, the Company had 79211 leases expiring in 20252026 with an average base rent per square foot of $36.72.$33.36. For the comparable leases executed in 2024,2025, the Company generated positive cash leasing spreads of 30.5%19.4% for new leases and 10.3%8.0% for renewals, or 13.3%11.5% on a blended basis. Cash leasing spreads are a key metric in real estate, representing the percentage increase of the tenant’s annual base rent in the first year of the newly executed or renewal lease, over the annual base rent applicable to the final year of the previous lease term, though leasing spreads exclude consideration of the amount of capital expended in connection with new leasing activity and exclude properties in redevelopment. The Company’s cash leasing spread calculation excludes only those deals for first generation units or where the unit was vacant at the time of acquisition, in addition to other factors that limit comparability,acquisition and as a result, is a good benchmark to compare the average annualized base rent of expiring leases with the comparable executed market rental rates.

For the year ended December 31, 2024,2025, the decreaseincrease in net income as compared to the prior year, primarily was attributable to the net impact of acquisitions, a decrease in transaction costs related to the Spin-Off and an increase in interest income, partially offset by an increase in interest expense and general and administrative expenses. For the year ended December 31, 2025, the increase in FFO attributable to Curbline, as compared to the prior year, primarily was attributable to the net impact of acquisitions on net operating income (“NOI”), a decrease in transaction costs relatingrelated to the Spin-Off and higheran increase in interest income, partially offset by an increase in interest expense and general and administrative expenses, partially offset by the impact of acquisitions and higher interest income.expenses. The increase in Operating FFO attributable to Curbline generally was due to the net impact of property acquisitions on NOI and higheran increase in interest incomeincome, partially offset by higheran increase in interest expense and general and administrative expenses.

For the comparison of the Company’s 20242025 performance to 20232024 presented below, consolidated shopping center properties owned as of January 1, 2023,2024, are referred to herein as the “Comparable Portfolio Properties.” The discussion of the Company’s 20232024 performance compared to 20222023 performance is set forth in “—Comparison of 20232024 and 20222023 Results of Operations” included in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II of the InformationCompany’s Statement.Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

The increase in recoveries from tenants is primarily due to acquisitions. Recoveries from tenants were approximately 96.1%96.7% and 98.6%96.1% of operating expenses and real estate taxes for the years ended December 31, 20242025 and 2023,2024, respectively. The lowerincrease in recovery rate was primarily the result ofacquisitions and the Spin-Off as the results prior to the Spin-Off do not represent the historical results of a legal entity, but rather a combination of entities under common control that have been “carved-out” of SITE Centers’ consolidated financial statements and presented on a combined basis which impacts the comparability between periods.

The net amount reported was primarily attributable to the impact of tenants on the cash basis of accounting and related reserve adjustments.adjustments with the increase related to acquisitions and the growth of the overall portfolio.

The yearyears ended December 31, 2025 and 2024, includesinclude $2.2 million and $4.2 millionmillion, respectively, from lease terminations and the assumption of buildings due to ground lease terminations.

Subsequent to the Spin-Off, primarily represents salaries, benefits and stock-based compensation of Curbline employees as well as legal, audit, tax and compliance services, board compensation and the shared services fee. ThePrior yearto endedthe December 31, 2023,Spin-Off, primarily represents the allocation of indirect costs and expenses incurred by SITE Centers related to the Company’s business consisting of compensation and other general and administrative expenses that have been allocated using the GLA of the Company, which included charges aggregating $0.4 million related to SITE Centers’ restructuring plan.Company.

For more information regarding the non-controlling interests, see Note 10, “Equity and Non-Controlling Interests,” to the Company’s consolidated financial statements included herein.

The decreaseincrease in net income attributable to Curbline as compared to the prior-year period was primarily attributable to the net impact of acquisitions, a decrease in transaction costs related to the Spin-Off and higheran increase in interest income partially offset by an increase in interest expense and general and administrative expenses, partially offset by the impact of acquisitions and higher interest income.expenses.

FFO excludes GAAP historical cost depreciation and amortization of real estate and real estate investments, which assumeassumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions, and many companies use different depreciable lives and methods. Because FFO excludes depreciation and amortization unique to real estate and gains and losses from property dispositions, it can provide a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, interest costs and acquisition, disposition and development activities. This provides a perspective of the Company’s financial performance not immediately apparent from net income determined in accordance with GAAP.

FFO is generally defined and calculated by the Company as net income attributable to Curbline (computed in accordance with GAAP), adjusted to exclude (i) gains and losses from disposition of real estate property, which are presented net of taxes, (ii) impairment charges on real estate property andproperty, (iii) gains and losses from changechanges in control and (iv) certain non-cash items. These non-cash items principally include real property depreciation and amortization of intangibles andnet incomeof (loss)depreciation fromallocated to non-controlling interests. The Company’s calculation of FFO is consistent with the definition of FFO provided by NAREIT.the National Association of Real Estate Investment Trusts (“NAREIT”).

The Company believes that certain charges, income and gains/losses recorded in its operating results are not comparable or reflective of its core operating performance. Operating FFO is useful to investors as the Company removes non-comparable charges, income and gains to analyze the results of its operations and assess performance of the core operating real estate portfolio. As a result, the Company also computes Operating FFO and discusses it with the users of its financial statements, in addition to other measures such as net income (loss) determined in accordance with GAAP and FFO. Operating FFO is generally defined and calculated by the Company as FFO excluding certain non-operating charges, income and gains/losses that management believes are not comparable and indicative of the results of the Company’s operating real estate portfolio. Such adjustments include gains/losses on the early extinguishments of debt, transaction costs and other restructuring type costs, including employee separation costs. The disclosure of these adjustments is regularly requested by users of the Company’s financial statements.

These measures of performance are used by the Company for several business purposes and by other REITs and real estate companies.REITs. The Company uses FFO and/or Operating FFO in part (i) as a disclosure to improve the understanding of the Company’s operating results among the investing public, (ii) as a measure of a real estate asset company’s performance, (iii) to influence acquisition, disposition and capital investment strategies and (iv) to compare the Company’s performance to that of other publicly traded shopping center REITs.

For the reasons described above, management believes that FFO and Operating FFO provide the Company and investors with an important indicator of the Company’s operating performance. They provide recognized measures of performance other than GAAP net income, which may include non-cash items (often significant).items. Other real estate companies may calculate FFO and Operating FFO in a different manner.

Management recognizes the limitations of FFO and Operating FFO when compared to GAAP’s net income. FFO and Operating FFO do not represent amounts available for dividends, capital replacement or expansion, debt service obligations or other commitments and uncertainties. Management does not use FFO or Operating FFO as an indicator of the Company’s cash obligations and funding requirements for future commitments, acquisitions or development activities. Neither FFO nor Operating FFO represents cash generated from operating activities in accordance with GAAP, and neither is necessarily indicative of cash available to fund cash needs. Neither FFO nor Operating FFO should be considered an alternative to net income (computed in accordance with GAAP) or as an alternative to cash flow as a measure of liquidity. FFO and Operating FFO are simply used as additional indicators of the Company’s operating performance. The Company believes that to further understand its performance, FFO and Operating FFO should be compared with the Company’s reported net income (loss) and considered in addition to cash flows determined in accordance with GAAP, as presented in its consolidated financial statements. Reconciliations of these measures to their most directly comparable GAAP measure of net income (loss) have been provided below.

A reconciliation of net income to FFO and Operating FFO is as follows (in thousands). The Company provides no assurances that these chargescharges, income and gains/losses adjusted in the calculation of Operating FFO are non-recurring. These chargescharges, income and gains/losses could reasonably be expected to recur in future results of operations.

The decreaseincrease in FFO attributable to Curbline, as compared to the prior yearyear, primarily was attributable to the net impact of acquisitions on NOI, a decrease in transaction costs related to the Spin-Off and higheran increase in interest income, partially offset by an increase in interest expense and general and administrative expenses partially offset by the impact of acquisitions and higher interest income.expenses. The increase in Operating FFO attributable to CurblineCurbline, as compared to the prior year, generally was due to the net impact of property acquisitions on NOI and higheran increase in interest incomeincome, partially offset by higheran increase in interest expense and general and administrative expenses.

The Company uses net operating income (“NOI”), which is a non-GAAP financial measure, as a supplemental performance measure. NOI is calculated as property revenues less property-related expenses.expenses and excludes depreciation and amortization expense, interest income and expense and corporate level transactions. The Company believes NOI provides useful information to investors regarding the Company’s financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level and, when compared across periods, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and disposition activity on an unleveraged basis.

The Company also presents NOI information on a same property basis, or Same-Property Net Operating Income (“SPNOI”). The Company defines SPNOI as property revenues less property-related expenses, which excludeexcludes depreciation and amortization expense, interest income and expense and corporate level transactions, as well as straight-line rental income and reimbursements and expenses, lease termination income, management fee expense and fair market value of leases. SPNOI only includes assets owned for the entirety of both comparable periods. SPNOI excludes all non-property and corporate level revenue and expenses. Other real estate companies may calculate NOI and SPNOI in a different manner. The Company believes SPNOI provides investors with additional information regarding the operating performance of comparable assets because it excludes certain non-cash and non-comparable items as noted above. SPNOI is frequently used by the real estate industry, as well as securities analysts, investors and other interested parties, to evaluate the performance of REITs.

The SPNOI increase for the full year ended December 31, 2024,2025, as compared to the prior-year period, was primarily attributable to increases in occupancy and minimum rent increases related to rent steps orand option rent increases within the comparable property pool.

The Company requires capital to fund its business plan including investment activities, capital expenditures and operating expenses. ImmediatelyAt followingDecember its31, separation from SITE Centers,2025, the Company’s primary sources of capital were approximately $800$289.6 million of cashunrestricted oncash, hand,$172.0 million of unfunded unsecured senior notes, a $400$400.0 million unsecured, undrawn line of credit and a $100$75.5 million unsecured,of delayedexpected drawgross termproceeds loan,from unsettled forward equity sales in the fourth quarter of 2025 along with cash flow from operations. The Company may also raise additional capital as appropriate to finance the growth of its business. Debt outstanding was $428.0 million as of December 31, 2025. As of December 31, 2024, there was no indebtedness outstanding.

In connection with the Spin-Off, the Operating Partnership, as borrower, the Company, the lenders named therein and Wells Fargo Bank, National Association, as administrative agent entered into a credit agreement (the “Credit Agreement”). The Credit Agreement provides for a revolving credit facility in the amount of $400.0 million (the “Revolving Credit Facility”) and a delayed draw term2024 loanTerm facilityLoan in the amount of $100.0 million (the “2024 Term Loan Facility” and together with the Revolving Credit Facility, the “2024 Credit Facilities”). The aggregate amount available under the 2024 Credit Facilities may be increased up to $750.0 million so long as existing or new lenders agree to provide incremental commitments and subject to the satisfaction of certain customary conditions.

The Revolving Credit Facility matures inon OctoberSeptember 29, 2028, subject to two six-month options to extend the maturity to OctoberSeptember 29, 2029 at the Operating Partnership’s option and subject to the satisfaction of certain conditions. Borrowings under the Revolving Credit Facility bear interest at variable rates at the Operating Partnership’s election, based on either (i) the term or daily simple SOFR rate plus a credit spread adjustment plus an applicable margin, or (ii) the alternative base rate plus an applicable margin. The Revolving Credit Facility also provides for a facility fee, paid on a quarterly basis. Each of the applicable margin and the facility fee under the Revolving Credit Facility varies based on whether the Company has obtained a long-term senior unsecured debt rating of at least BBB- (or the equivalent) from S&P Global Ratings or Fitch Investor Services Inc. or a long-term unsecured debt rating of Baa3 (or the equivalent) from Moody’s Investors Service, Inc. (each, an “IG Rating”). Prior to obtaining an IG Rating, each of the applicable margin and facility fee iswas based on the Company’s ratio of consolidated outstanding indebtedness to consolidated market value and after obtaining an IG Rating, the applicable margin and facility fee will beis based on the Company’s IG Rating. In May 2025, Fitch Ratings assigned the Company a Long-Term Issuer Default Rating of BBB. No amounts were drawn under the Revolving Credit Facility as of the Spin-Off Date and as of December 31, 2024.2025.

Curbline Properties Corp. is a Maryland corporation formed to own, lease, acquire, and manage convenience shopping centers. The Operating Partnership is a Delaware limited partnership formed to serve as Curbline’s majority-owned partnership subsidiary and to own, through affiliates, all of theits real estate properties and assets. The Operating Partnership’s capital includes common general and limited partnership interests in the Operating Partnership (“Common Units”) and LTIP Units, as defined in the partnership agreement (together with the Common Units, the “OP Units”). As of MarchJune 31,30, 2026, Curbline held an approximately 99.0%99.1% ownership interest in the Operating Partnership with the remaining OP Units held by members of management.

As of MarchJune 31,30, 2026, the Company’s portfolio consisted of 190220 convenience shopping centers aggregating 5.05.7 million square feet of owned gross leasable area (“GLA”). At March 31, 2026,and the aggregate leased rate and occupancy rate ofwere the Company’s operating shopping center portfolio was 96.3%96.5% and 94.1%,94.3%, respectively.

Convenience shopping centers are generally positioned on the curbline of well-trafficked intersections and major vehicular corridors, in suburban, high household income communities, offering excellent access and visibility, dedicated parking and often include drive-thru units, with approximately half of the Company’s properties having at least one drive-thru unit as of MarchJune 31,30, 2026.2026 and 11% of the Company’s ABR is generated by units with a drive-thru. Convenience shopping centers generally consist of a homogeneous row of primarily small-shop units leased to a diversified mixture of national, regional and local service and restaurant tenants that cater to daily convenience trips from the growing suburban population and typically experience more customer foot traffic per square foot than anchored retail. The property type has the opportunity to generate above-average, occupancy-neutral cash flow growth driven by high retention rates and limited operating capital expenditures given the standardized site plan and the depth of leasing prospects that can utilize existing square footage and provide significant tenant diversification. As of MarchJune 31,30, 2026, the average GLA of a property in the Curbline portfolio was approximately 27,00026,000 square feet with 95% of base rent generated by units less than 10,000 square feet.

The Company believes that as the first and only publicly traded real estate company focused exclusively on the convenience real estate sector it is well positioned to take advantage of and aggregate the highly fragmented but liquid marketplace for convenience shopping centers. As of MarchJune 31,30, 2026, the Company had $305.8$154.7 million of cash on hand plus unsettled common equity and significant access to debt capital and unsettled common equity in order to grow its asset base through acquisitions. With over 68,000 convenience shopping centers in the United States (950 million square feet of GLA) and a liquid transaction market primarily among private investors, the property type provides a substantial addressable opportunity for the Company to scale and differentiate itself as the first mover public REIT exclusively focused on convenience assets.

Transactional and investment highlights for the Company from January 1, 2026 through AprilJuly 24,29, 2026, include the following:

InSold February 2026, sold 9.229.3 million shares of common stock on a forward basis at ain public offering price of $25.50 per share before underwriting discountsofferings and expenses,under its at-the-market equity offering program, generating expected gross proceeds (assuming full physical settlement) of $823.5 million before issuance costs ofwith $234.69.4 million with no shares settled to date; and In both February and May 2026, declared a quarterly cash dividend of $0.17 per share of common stock paid in April.April and July, respectively.

Key operational results and transactions for the Company from January 1, 2026 through MarchJune 31,30, 2026 include the following:

Aggregate leased rate was 96.3%96.5% at MarchJune 31,30, 2026, as compared to 96.7% at December 31, 2025 and 96.0%96.1% at MarchJune 31,30, 2025; and Aggregate occupancy rate was 94.1%94.3% at MarchJune 31,30, 2026, as compared to 94.1% at December 31, 2025 and 93.5% at MarchJune 31,30, 2025. The year-over-year increase in occupancy was primarily attributable to property acquisitions.

For the threesix months ended MarchJune 31,30, 2026, the decrease in net income, as compared to the prior-year period, was primarily attributable to an increase in interest expense and depreciation expense and a decrease in interest income, partially offset by an increase in net operating income primarily from asset acquisitions. The increase in FFO and OFFOOperating FFO attributable to Curbline, as compared to the prior-year period, was primarily attributable to an increase in net operating income primarily from asset acquisitions, partially offset by a decrease in interest income and an increase in interest expense.

The changes in base and percentage rental income for the threesix months ended MarchJune 31,30, 2026, were due to the following (in millions):

At MarchJune 31,30, 2026 and 2025, the Company owned 190220 and 107125 wholly owned properties, respectively, with an aggregate occupancy rate of 94.1%94.3% and 93.5%, respectively.

The increase in recoveriesrecovery income from tenants is primarily due to the impact of acquisitions. Recoveries from tenants were approximately 98.0%100.1% and 92.4%95.0% of operating expenses and real estate taxes for the threesix months ended MarchJune 31,30, 2026 and 2025, respectively.

During the threesix months ended MarchJune 31,30, 2026 and 2025, the amount reported includes $0.5 million and $0.9 millionmillion, respectively, from lease terminations and the assumption of buildings due to ground lease terminations. There was no lease termination income for the three months ended March 31, 2026.

The changes for the threesix months ended MarchJune 31,30, 2026, as compared to the prior year period, were due to the following (in millions):

At MarchJune 31,30, 2026, the Company’s consolidated indebtedness consisted of the 2024 Term Loan, the 2025 Term Loan, the 2025 Notes and the 2026 Notes with an aggregate outstanding balance of $600.0 million and a weighted-average interest rate (based on contractual rates including the impact of the interest rates swaps and excluding amortization of debt issuance costs) of 5.0%. At MarchJune 31,30, 2026, the weighted-average maturity (without extensions) was 4.34.1 years. For the threesix months ended MarchJune 31,30, 2025, the expense consisted of fees paid and amortization of loan costs relatedrelates to the Company’s revolvingRevolving Credit Facility and term2024 loanTerm credit facility.Loan.

For the threesix months ended MarchJune 31,30, 2026, the decrease in net income,income as compared to the prior-year period,period was primarily attributable to an increase in interest expense and depreciation expense and a decrease in interest income, partially offset by the net operating impact from asset acquisitions.

The increase in FFO and OFFOOperating FFO attributable to Curbline, as compared to the prior-year period, was primarily attributable to the net operating impact of property acquisitions, partially offset by a decrease in interest income and an increase in interest expense.

The same-property increase for the threesix months ended MarchJune 31,30, 2026, as compared to the prior-year period, was primarily attributable to minimum rent increases resulting from an increase in occupancy,occupancy and rent steps or option rent increases and increases in recoveries from tenants.increases.

The Company requires capital to fund its business plan including investment activities, capital expenditures and operating expenses. At MarchJune 31,30, 2026, the Company’s primary sources of capital were $305.8$154.7 million of unrestricted cash, a $400.0 million unsecured, undrawn line of credit and $357.7$696.2 million of expected gross proceeds forfrom unsettled forward equity salessales, including forward shares sold in a public equity offering which closed in July 2026, along with cash flow from operations. The Company may also raise additional capital as appropriate to finance the growth of its business. Debt outstanding was $600.0 million and $428.0 million as of MarchJune 31,30, 2026 and December 31, 2025, respectively.

During the firstsix quartermonths ofended June 30, 2026, the Company offered and sold 2,038,8008,640,212 shares of its common stock on a forward basis under the at-the-market equity program (“ATM Program”) at a weighted-average price of $23.36$27.10 per shareshare, generating expected gross proceeds of $234.2 million (assuming full physical settlement) before issuance costs,costs. The Company has settled 5,804,164 shares through June 30, 2026 that were sold under the ATM Program generating net proceeds of $134.8 million. As of June 30, 2026, the Company was party to forward sale agreements relating to 6,086,812 shares of common stock, with $173.1 million of expected estimated gross proceeds (assuming full physical settlement) before issuance costs ofwith $47.6final million.settlement Thedates Companyranging is required to settle these shares byfrom March 31, 2027.2027 Asthrough of MarchJuly 31, 2026,2027 the Companyand had unsettled outstanding forward shares of $123.1 million under the ATM program and $126.9$333.2 million of remaining capacity under the ATM Program.

In October 2024, the Operating Partnership, as borrower, the Company, the lenders named therein and Wells Fargo Bank, National Association, as administrative agent entered into a credit agreement (the “Credit Agreement”). The Credit Agreement provides for a revolving credit facility in the amount of $400.0 million (the “Revolving Credit Facility”) and a delayed draw term loan in the amount of $100.0 million (the “2024 Term Loan” and together with the Revolving Credit Facility, the “2024 Credit Facilities”). The aggregate amount available under the 2024 Credit Facilities may be increased up to $750.0 million so long as existing or new lenders agree to provide incremental commitments and subject to the satisfaction of certain customary conditions.

The CompanyRevolving drewCredit $100.0Facility millionmatures on theSeptember 202429, Term Loan in March 2025 which will mature on October 1, 2027,2028, subject to two one-yearsix-month options to extend itsthe maturity to OctoberSeptember 1,29, 2029 at the Operating Partnership’s option and subject to the satisfaction of certain conditions. LoansBorrowings under the 2024Revolving TermCredit LoanFacility bear interest at variable rates at the Operating Partnership’s election, based on either (i) the term or daily simple SOFR rate plus a credit spread adjustment plus an applicable marginmargin, or (ii) the alternative base rate plus an applicable margin. Similar to the Revolving Credit Facility, the applicable margin under the 2024 Term Loan varies. As of March 31, 2026, $100.0 million is outstanding under the 2024 Term Loan.

In connection with the 2025 Notes, the Company executed a treasury lock hedge transaction in June 2025 which included proceeds of $0.2 million, which were recognized as a gain within Accumulated OCI on the consolidated balance sheets. This amount is amortized on a straight-line basis as a decrease to interest expense over the term of the 2025-B Notes. The effective interest rate on the 2025-B Notes will be fixed at 5.79%.

On November 12, 2025, the Company and the Operating Partnership entered into a Note and Guaranty Agreement in connection with a private placement of $200.0 million of the Operating Partnership’s senior unsecured notes (the “2026 Notes”), consisting of (i) $50.0 million aggregate principal amount of 4.90% senior unsecured notes due January 20, 2031 (the “2025-C Notes”) and (ii) $150.0 million aggregate principal amount of 5.13% senior unsecured notes due January 20, 2033 (the “2026-A Notes”), with a group of institutional investors. Considering the treasury lock agreements noted below, the effective interest rate on the notes will be fixed at 5.06% and 5.31%, respectively.

The sale and purchase of $28.0 million of the 20262025-C Notes was completed on December 31, 2025 and sale and purchase of the balance of the $172.0 million of the 2026 Notes was completed on January 20, 2026. The Operating Partnership intends to use the net proceeds from the issuance of the 2026 Notes for general corporate purposes, including funding future acquisitions.

As of MarchJune 31,30, 2026, the Company was in compliance with all its financial covenants governing its debt. Although the Company believes it will continue to operate in compliance with these covenants, if the Company were to violate these covenants, the Company may be subject to higher finance costs and fees or accelerated maturities.

The Company declared a quarterly cash dividend of $0.17 per share in each of the first quartertwo quarters of 2026. The dividends are summarized as follows (in millions):

Changes in cash flows for the threesix months ended MarchJune 31,30, 2026, compared to the prior-year period, are as follows:

InvestingOperating Activities: Cash usedprovided forby investingoperating activities increased $24.5$9.0 million primarily due to the increasenet in real estate assets acquiredimpact of $15.6property million,acquisitions, partially offset by an increase in escrowinterest deposits for future acquisitions of $5.2 millionexpense and ana increasedecrease in realinterest estate improvements of $3.6 million.income.

FinancingInvesting Activities: Cash providedused byfor financinginvesting activities increased $77.1$224.0 million primarily due to fundingan increase of $172.0$216.2 million ofrelated theto 2026real Notesestate andassets aacquired decrease in dividends paidnet of $6.4escrow million,deposits partially offset byand an increase in offeringreal costsestate improvements of $0.7 million and by a decrease in proceeds from the 2024 Term Loan of $100.0$7.8 million.

ThroughFrom AprilJanuary 24,1, 2026 through July 29, 2026, the Company acquired 2251 convenience shopping centers for an aggregate purchase price of $236.2$581.9 million.

As of MarchJune 31,30, 2026, $100.0 million had been drawn on the 2024 Term Loan, $150.0 million had been drawn on the 2025 Term Loan, $150.0 million had been drawn on the 2025 Notes and $200.0 million had been drawn on the 2026 Notes.

At MarchJune 31,30, 2026, the Company’s capitalization consisted of $600.0 million of debt and $2.7$3.5 billion of market equity (calculated as shares of common stock and common units outstanding multiplied by $25.79,$30.40, the closing price of the Company’s common stock on the New York Stock Exchange on MarchJune 31,30, 2026).

In conjunction with the redevelopment of convenience shopping centers, the Company has entered into commitments with general contractors aggregating approximately $0.8$0.6 million for its consolidated properties at MarchJune 31,30, 2026. These obligations, composed principally of construction contracts, are generally due within 12 to 24 months, as the related construction costs are incurred, and are expected to be financed through operating cash flow. These contracts typically can be changed or terminated without penalty.

The Company routinely enters into contracts for the maintenance of its properties. These contracts typically can be canceled upon 30 to 60 days’ notice without penalty. At MarchJune 31,30, 2026, the Company had purchase order obligations, typically payable within one year, aggregating approximately $1.6$2.2 million related to the maintenance of its properties.

The Company continues to experience steady retailer demand for vacant or available space and executed new leases and renewals aggregating approximately 145312 thousand square feet of GLA for the threesix months ended MarchJune 31,30, 2026. The Company believes the elevated portfolio leased rate and overall tenant activity are attributable to demand for space at properties located on the curbline of well-trafficked intersections and major vehicular corridors and limited new supply. Additionally, the Company’s portfolio benefits from its concentration in suburban, above-average household income communities along with positive demographic and economic trends.

The Company has a diversified tenant base, with only one tenant whose annualized rental revenue equals or exceeds 2% of the Company’s ABR (Starbucks at 2.5% as of MarchJune 31,30, 2026). Other significant national tenants generally have relatively strong financial positions, have outperformed their respective retail categories over time and, the Company believes, remain well-capitalized. The majority of the tenants in the Company’s convenience shopping centers provide day-to-day consumer necessities with a focus on value and convenience, versus discretionary items, which the Company believes will enable many of the tenants to outperform under a variety of economic conditions and provide a stable revenue base. The Company has relatively little reliance on overage or percentage rents dependent on tenant sales performance or on ancillary income.

The Company believes that theits convenience property portfolio is well positioned, as evidenced by recent leasing activity, historical leased and occupancy levels and consistent reported leasing spreads. At MarchJune 31,30, 2026, the convenience property portfolio leased and occupancy rates were 96.3%96.5% and 94.1%,94.3%, respectively, and the portfolio ABR per occupied square foot was $34.91,$34.99, as compared to leased and occupancy rates of 96.7% and 94.1%, respectively, and ABR per occupied square foot of $34.52 at December 31, 2025. The per square foot cost of leasing capital expenditures has been consistent with the Company’s historical trends and the standardized site plan of the majority of the Company’s convenience shopping centers together with high tenant retention rates, higher ABRs per square foot and the depth of leasing prospects that can utilize existing square footage generally result in lower operating capital expenditure levels as a percentage of annualized base rents over time. The Company generally does not expend a significant amount of capital on lease renewals, which constitute the majority of overall leasing activity. The weighted-average cost of tenant improvements and lease commissions estimated to be incurred over the expected lease term for all leases executed during the threesix months ended MarchJune 31,30, 2026 and 2025 was $1.21$1.86 and $3.43$3.47 per rentable square foot, respectively.

Inflation, higher interest rates, evolving U.S. tariffs and reciprocal or retaliatory tariffs on U.S. goods and the market reaction thereto, and concerns over consumer spending growth, along with the volatility of global capital markets continue to pose risks to the U.S. economy, the retail sector overall and the Company’s tenants. The retail sector overall has also been affected by changing consumer behaviors, increased competition and e-commerce market share gains. The Company routinely monitors the credit profiles of its tenants and analyzes the possible impact of any potential tenant credit issues on the financial statements and overall cash flow, balance sheet and liquidity. In some cases, changing conditions have resulted in weaker retailers losing market share and declaring bankruptcy and/or closing stores. However, other retailers continue to expand their store fleets and launch new concepts within the suburban, high-household-incomehigh household income communities in which the properties are located. As a result, the Company believes that its prospects to backfill any spaces vacated by bankrupt or non-renewing tenants are generally favorable. However, there can be no assurance that vacancy resulting from increasingly uncertain economic conditions will not adversely affect the Company’s operating results.

Rising interest rates and the availability of commercial real estate financing have also impacted, at certain times, real estate owners’ ability to acquire and sell assets and raise equity and debt financing. Although the Company had $600.0 million of indebtedness as of MarchJune 31,30, 2026,2026 as compared to $3.5 billion of market equity, debt capital markets liquidity could adversely impact the Company’s current and expected future business plan and its ability to finance future maturities and/or investments, and the interest rates applicable thereto. Depending on market conditions, the Company intends to acquire additional assets funded with cash on hand and unsettled common equity along with retained cash flow and debt and equity financing. The timing of certain acquisitions may be impacted by capital markets activity along with the volume and pricing of assets available to acquire. Unfavorable changes in interest rates or the capital markets could adversely impact the Company’s return on investments.

For a discussion of our critical accounting policies and estimates, refer to our Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes to these policies during the threesix months ended MarchJune 31,30, 2026.