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

Revenue from our properties depends primarily on the ability of our tenants to pay the full amount of rent and other charges due under their leases on a timely basis. Some of our leases provide for the payment, in addition to base rent, of additional rent above the base amount according to a specified percentage of the gross sales generated by the tenants and generally provide for reimbursement of real estate taxes and expenses of operating the property. Economic, legal, and/or competitive conditions, as wellsuch as publicimpacts healthfrom concerns,higher tariffs, changing interest rates, the cost and availability of labor, and changes in federal government spending, may impact the success of our tenants’ retail operations and therefore the amount of rent and expense reimbursements we receive from our tenants. Any reduction in our tenants' abilities to pay base rent, percentage rent, or other charges on a timely basis, including the closing of stores prior to the end of the lease term or the filing by any of our tenants for bankruptcy protection, will adversely affect our financial condition and results of operations. In the event of default by a tenant, we may experience delays and unexpected costs in enforcing our rights as landlord under lease terms, which may also adversely affect our financial condition and results of operations.

•business or government layoffs or downsizing;

•possible delay in completion of a project because of a number of factors, including COVID-19,public health crises (such as worldwide pandemics), supply chain disruptions and shortages, inflation, climate change and weather, labor disruptions, construction delays or delays in receipt of zoning or other regulatory approvals, acts of terror or other acts of violence, or acts of God (such as fires, earthquakes or floods).

Our organizational documents do not limit the amount of funds that we may invest in properties and assets owned jointly with other persons or entities. As of December 31, 2024,2025, we held 18 predominantly retail real estate projects jointly with other persons in addition to properties owned in a “downREIT” structure. Additionally, as of December 31, 2024,2025, we owned an interest in the hotel component of Assembly Row. We may make additional joint investments in the future. Our existing and future joint investments may subject us to special risks, including the possibility that our partners or co-investors might become bankrupt, that those partners or co-investors might have economic or other business interests or goals which are unlike or incompatible with our business interests or goals, that those partners or co-investors might be in a position to take action contrary to our suggestions or instructions, or in opposition to our policies or objectives, and that disputes may develop with our joint venture partners over decisions affecting the property or the joint venture, which may result in litigation or arbitration or some other form of dispute resolution. Although as of December 31, 2024,2025, we held the controlling interests in all of our existing co-investments (except the hotel investment discussed above,above and the investmentinvestments in the La Alameda shopping center acquired in 2017, and the investment in theAlameda, Chandler FestivalFestival, and Chandler Gateway shopping centers acquired in 2022), we generally must obtain the consent of the co-investor or meet defined criteria to sell or to finance these properties. Joint ownership gives a third party the opportunity to influence the return we can achieve on some of our investments and may adversely affect our ability to make distributions to our shareholders. We may also be liable for the actions of our co-investors.

As of December 31, 2024,2025, we had approximately $4.5$5.0 billion of debt outstanding. Of that outstanding debt, approximately $515.8$523.2 million was secured by all or a portion of 8 of our real estate projects. As of December 31, 2024,2025, approximately 86.7%82.6% of our debt is fixed rate or is fixed via interest rate swap agreements, which includes all of our property secured debt and our unsecured senior notes.agreements. Our organizational documents do not limit the level or amount of debt that we may incur. The amount of our debt outstanding from time to time could have important consequences to our shareholders. For example, it could:

Our revolving credit facility, unsecured term loan,loans, and certain series of notes include financial covenants that may limit our operating activities in the future. We are also required to comply with additional covenants that include, among other things, provisions:

Our growth strategy is focused on the development and redevelopment of properties we already own and the acquisition of additional properties. We believe that it will be difficult to fund our expected growth with cash from operating activities because, in addition to other requirements, we are generally required to distribute to our shareholders at least 90% of our taxable income each year to continue to qualify as a REIT for federal income tax purposes. As a result, we must rely primarily upon the availability of debt or equity capital, which may or may not be available on favorable terms or at all. Debt could include the sale of debt securities and mortgage loans from third parties. If economic conditions and conditions in the capital markets are not favorable at the time we need to raise capital, we may need to obtain capital on less favorable terms. Additionally, we cannot guarantee that additional financing, refinancing, or other capital will be available in the amounts we desire or on favorable terms. Our access to debt or equity capital depends on a number of factors, including the market’s perception of our growth potential and risk profile, our ability to pay dividends, and our current and potential future earnings. Depending on the outcome of these factors as well as the impact of the economic environment, we could experience delay or difficulty in implementing our growth strategy on satisfactory terms, or be unable to implement this strategy.

Of our $4.5$5.0 billion of debt outstanding as of December 31, 2024,2025, approximately $852.1$1.4 millionbillion bears interest at a variable rate,rate. We have entered into interest rate swaps on $500.6 million of which, $600.0 million is our unsecured term loan that bears interest at athis variable rate ofdebt SOFRto pluseffectively 85fix basisthe pointsrate plusand 0.10%.limit Theour remainingexposure $252.1 million is comprised of a $200.0 million mortgage payable that bears interest at ato variable rate of SOFR plus 95 basis points, which is effectively fixed by three interest rate swap agreements through the initial maturity date, and $52.1 million in mortgages payable that bear interest at a variable rate of SOFR plus 195 basis points and are effectively fixed by two interest rate swap agreements.rates. We also have a $1.25 billion revolving credit facility, on which no balance was outstanding at December 31, 2024, that bears interest at SOFR plus 77.5 basis points, of which $310.0 million was outstanding at December 31, 2025, and we have a $250.0 million term loan that bears interest at SOFR plus 0.10%.85 basis points, of which no amount was outstanding at December 31, 2025. We may borrow additional funds at variable interest rates in the future. Increases in interest rates would increase the interest expense on our variable rate debt and reduce our cash flow, which could adversely affect our ability to service our debt and meet our other obligations and also could reduce the amount we are able to distribute to our shareholders. We may enter into additional hedging arrangements or other transactions for all or a portion of our variable rate debt to limit our exposure to rising interest rates. However, the amounts we are required to pay under variable rate debt to which hedging or similar arrangements relate may increase in the event of non-performance by the counterparties to any such hedging arrangements. In addition, an increase in market interest rates may lead purchasers of our debt securities and preferred shares to demand a higher annual yield, which could adversely affect the market price of our outstanding debt securities and preferred shares and the cost and/or timing of refinancing or issuing additional debt securities or preferred shares.

Federal Realty Investment Trust (the "Parent Company" or the "Trust") is an equity real estate investment trust ("REIT"). Federal Realty OP LP (the "Operating Partnership") is the entity through which the Trust conducts substantially all of its operations and owns substantially all of its assets. The Trust owns 100% of the limited liability company interest of, is sole member of, and exercises exclusive control over Federal Realty GP LLC (the "General Partner"), which in turn, is the sole general partner of the Operating Partnership. Unless stated otherwise or the context otherwise requires, "we," "our," and "us" means the Trust and its business and operations conducted through its directly and indirectly owned subsidiaries, including the Operating Partnership. We specialize in the ownership, management, and redevelopment of high quality retail and mixed-use properties. These properties are located primarily in communitiesmajor wherecoastal markets and select underserved markets that we believe demandhave exceedsstrong supply, in strategically selected metropolitan markets in the Northeasteconomic and Mid-Atlanticdemographic regions of the United States, California, and South Florida. Asfundamentals.As of December 31, 2024,2025, we owned or had a majority interest in community and neighborhood shopping centers and mixed-use properties which are operated as 102104 predominantly retail real estate projects comprising approximately 26.828.8 million commercial square feet. In total, the real estate projects were 96.2%96.1% leased and 94.1% occupied at December 31, 2024.2025. We have paid quarterly dividends to our shareholders continuously since our founding in 1962 and have increased our dividends per common share for 5758 consecutive years.

TheSignificant economyuncertainty continues towithin facethe severalmacro-economic issuesenvironment including inflationconcerns risk,over highinflation, changing interest rates, new or higher tariffs and their impact on trade and prices, increases or decreases in federal government spending, and potentially worsening economic conditions, which presents risks for our business and our tenants. We continue to monitor and address risks related to the general state of the economy. We believe that the actions we have taken to improvemaintain oura strong financial position and maximizereinforce our liquidity will continue to mitigate the impactnegative toshort term impacts of the current economic environment. The extent of the future effects on our business, results of operations, cash flowflows, causedand bygrowth tenantsstrategies notis timelyhighly payinguncertain contractualand rent.will ultimately depend on future developments, none of which can be predicted.

We actively endeavor to operate and develop our properties in a sustainable, responsible, and effective manner with the objective being to drive long-term growth and aid in value creation for our shareholders, tenants, employees, and local communities. We have aligned our program and efforts with the United Nations Sustainable Development Goals, as described in our Sustainability Policy and our 20232024 Environmentalsustainability Social and Governance Report,report, which are provided only for informational purposes on our website and not incorporated by reference herein.

We are committed to implementing sustainable business practices at our operating properties that focus on energy efficiency, water conservation and waste minimization and have established greenhouse gas (GHG) emissions reduction targets in accordance with the Science-Based Targets initiative as well as energy reduction targets.initiative. To achieve thesethis targets,target, we are actively addressing energy efficiency projects on site such as upgrading to LED lighting, procuring greenzero carbon energy, reducing electric consumption, and increasing our onsite solar generation capacity. We have installed on-site solar systems at 28 of our properties with a capacity of 1515.3 MW with more projects actively in progress.MW. We also installed electric vehicle car charging stations in numerous properties throughout our portfolio. We currently have overnearly 400500 charging stations in operation with more under construction.planned.

During 20242025 and 2023,2024, we acquired properties included in our consolidated financial statements with a total purchase price of $341.0$1.0 million.billion. $1.8$11.7 million, or 1% of the total purchase price was allocated to above market lease assets and $18.5$71.6 million, or 5%7% was allocated to below market lease liabilities. If the amounts allocated in 20242025 and 20232024 to below market lease liabilities and building assets were each reduced by 5% of the total purchase price, annual below market lease liability amortization increasing rental income would decrease by approximately $0.8$3.8 million (using the weighted average life of below market liabilities at each respective acquired property) and annual depreciation expense would decrease by approximately $0.4$1.5 million (using a depreciable life of 35 years).

The calculation of both discounted and undiscounted cash flows requires management to make estimates of future cash flows including revenues, operating expenses, required maintenance and development expenditures, market conditions, demand for space by tenants and rental rates over long periods. Because our properties typically have a long life, the assumptions used to estimate the future recoverability of book value requires significant management judgment. We are also required to estimate the anticipated hold period. A change in the expected holding period from a long term hold to a short term would cause a significant change in the undiscounted cash flows and could result in an impairment charge. Actual results could be significantly different from the estimates. These estimates have a direct impact on net income, because recording an impairment charge results in a negative adjustment to net income. During the fourth quarter of 2025, we recognized a $7.4 million impairment charge related to our North Dartmouth property, as a result of an impairment analysis.

20242025 and 2026 Acquisitions and Dispositions

On May 31, 2024, we acquired the fee interest in Virginia Gateway, which is comprised of five adjacent shopping centers in Gainesville, Virginia, totaling 664,000 square feet, for $215.0 million. (1)Approximately $21.1$17.7 million and $0.4$0.8 million of net assets acquired were allocated to other assets for "acquired lease costs" and "above market leases," respectively, and $13.3$23.5 million of net assets acquired were allocated to other liabilities for "below market leases."

On July 31, 2024, we acquired the fee interest in Pinole Vista Crossing, a 216,000 square foot retail shopping center in Pinole, California for $60.0 million. (2)Approximately $5.7$31.0 million and $6.5 million of net assets acquired were allocated to other assets for "acquired lease costs,costs" and $4.0"above market leases," respectively, and $11.4 million of net assets acquired were allocated to other liabilities for "below market leases."

DuringOn theFebruary year5, ended December 31, 2024,2026, we sold a residential building at our ThirdSantana Street PromenadeRow property and a portion of our WhiteCourthouse Marsh OtherCenter property for sales prices totaling $106.8 million, resulting in a gain on sale of $53.8$158.5 million.

On FebruaryDecember 6,17, 2024,2025, we exercised our first option andto extended the maturity date ofextend our $600.0$200.0 million unsecured termmortgage loan toat AprilBethesda 16,Row 2025, with an additionalby one year extensionto December 28, 2026. We have one one-year extension, at our option still availableremaining to further extend the loan to AprilDecember 16,28, 2026.2027.

On MarchFebruary 8,14, 2024,2025, we amended our existing at-the-market (“ATM”) equity program under which we may from time to time offer and sell common shares. This amendment reset the aggregate offering price of the program to $500.0$750.0 million. Our ATM equity program also allows shares to be sold through forward sales contracts. We intend to use the net proceeds to fund potential acquisition opportunities, fund our development and redevelopment pipeline, repay indebtedness and/or for general corporate purposes. As of December 31, 2025, we have the capacity to issue up to $750.0 million in common shares under this program.

Certain external and internal costs directly related to the development, redevelopment and leasing of real estate, including pre-construction costs, real estate taxes, insurance, and construction costs and salaries and related costs of personnel directly involved, are capitalized. We capitalized external and internal costs related to both development and redevelopment activities of $185 million and $9 million, respectively, for 2025 and $136 million and $8 million, respectively, for 2024 and $183 million and $10 million, respectively, for 2023.2024. We capitalized external and internal costs related to other property improvements of $105 million and $5 million, respectively, for 2025 and $103 million and $5 million, respectively, for 2024 and $91 million and $4 million, respectively, for 2023.2024. We capitalized external and internal costs related to leasing activities of $19 million and $4 million, respectively, for 2025 and $27 million and $4 million, respectively, for 2024 and $21 million and $3 million, respectively, for 2023.2024. The amount of capitalized internal costs for salaries and related benefits for development and redevelopment activities, other property improvements, and leasing activities were $8 million, $4 million, and $4 million, respectively, for 2024both 2025 and $9 million, $4 million, and $3 million, respectively, for 2023.2024. Total capitalized costs were $326 million for 2025 and $283 million for 2024 and $312 million for 2023,2024, respectively.

Our comparable property growth is primarily driven by increases in rental rates on new leases and lease renewals, changes in portfolio occupancy, and the redevelopment of those assets. Over the long-term, the infill nature and strong demographics of our properties provide a strategic advantage allowing us to maintain relatively high occupancy and generally increase rental rates. We continue to experience strong demand for our commercial space as evidenced by the 2.42.3 million square feet of comparable space leasing we've completed in 2024,2025, and the 2.1%2.0% spread between our leased rate of 96.2%96.1% and our occupied rate of 94.1%. However, the effects of highinflationary levels of inflationpressures and elevated interest rates continue to negatively impact our business with the largest impacts being higher interest costs, increased material costs, and higher operating costs. WeAdditionally, continue to seesignificant impacts of increased costs for certain construction and other materials that support our development and redevelopment activities. Worseningfrom supply chain disruptions or tariffs could also result in extended time frames and/or increased costs for completion of our projects and tenant build-outs, which could delay the commencement of rent payments under new leases. Similarly, if our tenants experience significant disruptions in supply chains supporting their own products, staffing issues due to labor shortages, or are otherwise impacted by worsening economic conditions, their ability to pay rent may be adversely affected. We continue to monitor these macroeconomic developments and are working with our tenants and our vendors to limit the overall impact to our business.

•Phase IV at Pike & Rose is a 276,000272,000 square foot office building (which includes 10,000 square feet of ground floor retail space). ApproximatelyAll 220,000of the space is leased, of which, 249,000 square feet of the office space is leased and all of the retail space is leased.occupied. The building is expected to cost between $180 million and $190 million, and began delivering in late September 2023. As of December 31, 2024, approximately 164,000 square feet of office space is open and 5,000 square feet of retail space is open.

•Construction on Santana West includes an eight story 369,000 square foot office building, which is expected to cost between $325 million and $335 million. Approximately 241,000345,000 square feet of space is leased, of which 29,000317,000 square feet of space is open as of December 31, 2024.occupied.

The above includes our best estimates based on information currently known, however, the completion of construction, final costs, and the timing of leasing and openings may be further impacted by the current environment including the duration and severity of the economic impacts of broader, as well as local, economic conditions, inflation, tariffs, higher interest rates, and higher operating costs.

Throughout this section, we have provided certain information on a “comparable property” basis. Information provided on a comparable property basis includes the results of properties that we owned and operated for the entirety of both periods being compared except for properties that are currently under development or are being repositioned for significant redevelopment and investment. For the year ended December 31, 20242025 and the comparison of 2023,2024, all or a portion of 9594 properties were considered comparable properties and seven were considered non-comparable properties. For the year ended December 31, 2024,2025, one property and two portions of properties werewas moved from non-comparablecomparable properties to comparablenon-comparable properties, and two properties and one portion of a property were moved from acquisitions to comparable properties, and twothree properties were removed from comparable properties, as wethey nowere longer own the properties,sold, compared to the designations as of December 31, 2023.2024. While there is judgment surrounding changes in designations, we typically move non-comparable properties to comparable properties once they have stabilized, which is typically considered 90% physical occupancy or when the growth expected from the redevelopment has been included in the comparable periods. We typically remove properties from comparable properties when the repositioning of the asset has commenced and has or is expected to have a significant impact to property operating income within the calendar year. Acquisitions are moved to comparable properties once we have owned the property for the entirety of comparable periods and the property is not under development or being repositioned for significant redevelopment and investment.

Total property revenue increased $70.3$76.5 million, or 6.2%,6.4%, to $1.28 billion in 2025 compared to $1.20 billion in 2024 compared to $1.13 billion in 2023.2024. The percentage occupied at our shopping centers was 94.1% at December 31, 2024 compared to 92.2% atboth December 31, 2023.2025 and 2024. Rental income consists primarily of minimum rent, cost reimbursements from tenants and percentage rent, and is net of collectibility related adjustments. Other property income includes revenue for our Pike & Rose hotel, parking income, and other incidental income from our properties. The increase in property revenues is due primarily to the following:

•an increase of $17.4$49.2 million from 20242025 and 20232024 acquisitions, and

•aan decreaseincrease of $9.0$8.3 million from propertynon-comparable dispositions.properties primarily driven by occupancy increases,

•anand increase of $3.3$10.6 million from 20242025 and 20232024 acquisitions,

•an increase of $3.2$4.2 million from non-comparable properties drivendue byprimarily to openings at Santana West and Pike & Rose Phase IV, Huntington Shopping Center, Santana West, and Darien Commons, and

FederalThe Realty Investment Trust (the "Parent Company"Company, or the "Trust")which is ana equity real estate investment trust ("REIT"). Federal Realty OP LP (the "Operating Partnership") is the entity through which the TrustREIT, conducts substantially all of its operations and owns substantially all of its assets.assets through the Operating Partnership. The TrustParent Company owns 100% of the limited liability company interests of, andis isthe sole member of and exercises exclusive control over Federal Realty GP LLC (the "General Partner"),LLC, which in turn, is the sole general partner of the Operating Partnership. The Parent Company does not expect to have substantial assets or liabilities other than through its investment in the Operating Partnership. Unless stated otherwise or the context otherwise requires, "we," "our," and "us" means the Trust and its business and operations conducted through its directly and indirectly owned subsidiaries, including the Operating Partnership. We specialize in the ownership, operation, and redevelopment of high-quality retail-based properties. As of March 31, 2026, we owned or had a majority interest in community and neighborhood shopping centers and mixed-use properties which are operated as 104 predominantly retail real estate projects comprising approximately 29.0 million commercial square feet. In total, the real estate projects were 96.1% leased and 93.8% occupied at March 31, 2026.

Significant uncertainty continues within the macro-economic and political environment including inflation risk, changes in interest rates, geopolitical instability, changes in tariffs and their impact on trade and prices, increases or decreases in federal and state government spending, and potentially worsening economic conditions, which presents risks for our business and tenants. We continue to monitor and address risks related to the general state of the economy. We believe the actions we have taken to maintain a strong financial position and reinforce our liquidity will continue to mitigate the negative short term impacts of the current environment. The extent of the future effects on our business, results of operations, cash flows, and growth strategies is highly uncertain and will ultimately depend on future developments, none of which can be predicted.

On April 17, 2026 we acquired the fee interest in an 88,000 square foot retail building and a parking garage, which will be operated as part of Kingstowne Towne Center, for $19.7 million. Approximately $2.2 million and $0.2 million of net assets acquired were allocated to other assets for "acquired lease costs" and "above market leases," respectively, and $2.8 million of net assets acquired were allocated to other liabilities for "below market leases."

In MarchDuring 2026, we repaid twothe mortgagefollowing loans totaling $2.1 milliondebt, at our Hoboken property, at par.par:

On April 14, 2026, we amended and restated our revolving credit facility, increasing the borrowing capacity from $1.25 billion to $1.4 billion, lowering the spread over SOFR from 77.5 basis points to 72.5 basis points based on our current credit rating, and extending the maturity date to April 12, 2030, plus two six-month extensions at our option. In addition, we have an option to increase the credit facility through an accordion feature to $2.0 billion.billion.The revolving credit facility requires an annual facility fee which is $2.1 million under the amended credit agreement, based on our current credit rating. For additional information about the amendment and restatement of our revolving credit facility, see the Current Report on Form 8-K we filed on April 15, 2026.

Certain external and internal costs directly related to the development, redevelopment and leasing of real estate, including pre-construction costs, real estate taxes, insurance, construction costs and salaries and related costs of personnel directly involved, are capitalized. We capitalized certain external and internal costs related to both development and redevelopment activities of $33$75 million and $2$4 million, respectively,respectively for both the threesix months ended MarchJune 31,30, 2026,2026 and $32 million and $2 million, respectively, for the three months ended March 31, 2025. We capitalized external and internal costs related to other property improvements of $20$51 million and $1$3 million, respectively, for the threesix months ended MarchJune 31,30, 2026, and $26$51 million and $1$2 million, respectively, for the threesix months ended MarchJune 31,30, 2025. We capitalized external and internal costs related to leasing activities of $5$9 million and $3 million, respectively, for the six months ended June 30, 2026, and $11 million and $2 million, respectively, for the threesix months ended MarchJune 31, 2026, and $5 million and $1 million, respectively, for the three months ended March 31,30, 2025. The amount of capitalized internal costs for salaries and related benefits for development and redevelopment activities, other property improvements, and leasing activities were $4 million, $2 million, $1and $3 million, respectively, for the six months ended June 30, 2026, and $4 million, $2 million, and $2 million, respectively, for the three months ended MarchJune 31, 2026, and $2 million, $1 million, and $1 million, respectively, for the three months ended March 31,30, 2025. Total capitalized costs were $63 million and $68$145 million for both the threesix months ended MarchJune 31,30, 2026 and 2025, respectively.2025.

At MarchJune 31,30, 2026, the leasable commercial square feet in our properties was 96.1% leased and 93.8% occupied. The leased rate is higher than the occupied rate due to leased spaces that are being redeveloped or improved or that are awaiting permits and, therefore, are not yet ready to be occupied. Our occupancy and leased rates are subject to variability over time due to factors including acquisitions, the timing of the start and stabilization of our redevelopment projects, lease expirations and tenant closings and bankruptcies.

For the firstsecond quarter of 2026, we signed leases for a total of 661,000852,000 square feet of retail space including 649,000819,000 square feet of comparable space leases (leases for which there was a prior tenant) at an average rental increase of 13%15% on a cash basis. New leases for comparable spaces were signed for 243,000376,000 square feet, with an average rental increase of 26%34% on a cash basis. Renewals for comparable spaces were signed for 406,000444,000 square feet at a 6%5% average rental increase on a cash basis. Tenant improvements and incentives for comparable spaces were $22.00$27.04 per square foot, of which $55.84$57.52 per square foot was for new leases and $1.76$1.23 per square foot was for renewals for the three months ended MarchJune 31,30, 2026.

Throughout this section, we have provided certain information on a “comparable property” basis. Information provided on a comparable property basis includes the results of properties that we owned and operated for the entirety of both periods being compared except for properties that are currently under development or are being repositioned for significant redevelopment and investment. For the three and six months ended MarchJune 31,30, 2026, all or a portion of 96 properties and 95 properties, respectively, were considered comparable properties and seven properties were considered non-comparable properties. For the threesix months ended MarchJune 31,30, 2026, onetwo propertyproperties and onetwo portionportions of a propertyproperties were removed from comparable properties, as they were sold; all compared to the designations as of December 31, 2025. While there is judgment surrounding changes in designations, we typically move non-comparable properties to comparable properties once they have stabilized, which is typically considered 90% physical occupancy or when the growth expected from the redevelopment has been included in the comparable periods. We typically remove properties from comparable properties when the repositioning of the asset has commenced and has or is expected to have a significant impact on property operating income within the calendar year. Acquisitions are moved to comparable properties once we have owned the property for the entirety of comparable periods and the property is not under development or being repositioned for significant redevelopment and investment.

RESULTS OF OPERATIONS - THREE MONTHS ENDED MARCHJUNE 31,30, 2026 AND 2025

(1)Property operating income is a non-GAAP measure that consists of total property revenue, less rental expenses and real estate taxes. This measure is used internally to evaluate the performance of property operations and we consider it to be a significant measure. Property operating income should not be considered an alternative measure of operating results or cash flow from operations as determined in accordance with GAAP. The reconciliation of operating income to property operating income for the three months ended MarchJune 31,30, 2026 and 2025 is as follows:

Total property revenue increased $31.9$24.2 million, or 10.3%,7.8%, to $341.1$335.7 million in the three months ended MarchJune 31,30, 2026 compared to $309.2$311.5 million in the three months ended MarchJune 31,30, 2025. The percentage occupied at our shopping centers was 93.8% and 93.6% at MarchJune 31,30, 2026 and 2025, respectively. Rental income consists primarily of minimum rent, cost reimbursements from tenants and percentage rent, and is net of collectibility related adjustments. Other property income includes revenue for our Pike & Rose hotel, parking income, and other incidental income from our properties. The increase in property revenue is due primarily to the following:

•an increase of $14.0$7.7 million from comparable properties primarily related to a $3.1 million increase in lease termination fee income, higher rental rates of approximately $5.3$2.4 million, a $3.8$1.1 million increase in parking income, a $1.1 million increase in recoveries from tenants on higher occupancy and expenses, a $2.3 million increase in lease termination fee income, a $1.4 million increase in parking income, and higher average occupancy of approximately $1.2$1.0 million, and

Total property expenses increased $9.3$5.3 million, or 8.9%,5.4%, to $113.7$103.6 million in the three months ended MarchJune 31,30, 2026 compared to $104.4$98.3 million in the three months ended MarchJune 31,30, 2025. Changes in the components of property expenses are discussed below.

Rental expenses increased $6.9$2.9 million, or 10.2%,4.7%, to $74.7$64.5 million in the three months ended MarchJune 31,30, 2026 compared to $67.8$61.6 million in the three months ended MarchJune 31,30, 2025. This increase is primarily due to the following:

•an increase of $3.7$2.9 million from acquisitions, and

•an increase of $2.1$1.6 million from non-comparable properties due primarily to openings at Pike & Rose Phase IV and Santana West, and

As a result of the changes in rental income and rental expenses as discussed above, rental expenses as a percentage of rental income increaseddecreased to 22.5%19.8% in the three months ended MarchJune 31,30, 2026 from 22.4%20.4% in the three months ended MarchJune 31,30, 2025.

Real estate tax expense increased $2.4 million, or 6.6%,6.5%, to $39.0$39.1 million in the three months ended MarchJune 31,30, 2026 compared to $36.6$36.7 million in the three months ended MarchJune 31,30, 2025. This increase is primarily due to the following:

•an increase of $2.4 million from acquisitions, and

•an increase of $0.6$1.2 million from comparable properties due primarily to higher assessments, and

Property operating income increased $22.6$18.9 million, or 11.1%,8.9%, to $227.4$232.1 million in the three months ended MarchJune 31,30, 2026 compared to $204.8$213.2 million in the three months ended MarchJune 31,30, 2025. This increase is primarily driven by acquisitions, higher rental rates and average occupancy, and openings at Santana West and Pike & Rose Phase IV, and higher rental rates and average occupancy, partially offset by property dispositions.

General and administrative expense increased $1.1$1.5 million, or 9.7%,13.0%, to $13.5 million in the three months ended June 30, 2026 compared to $11.9 million in the three months ended MarchJune 31, 2026 compared to $10.9 million in the three months ended March 31,30, 2025. This increase is due primarily to higher personnel related costs.

Depreciation and amortization expense increased $12.3$11.4 million, or 14.1%,12.8%, to $99.2$100.6 million in the three months ended MarchJune 31,30, 2026 compared to $86.9$89.2 million in the three months ended MarchJune 31,30, 2025. This increase is due primarily to acquisitions, openings at Santana West and Pike & Rose Phase IV,West, and our investment in comparable properties, partially offset by property dispositions.

The $1.2$20.6 million gain on sale of real estate for the three months ended MarchJune 31,30, 20252026 is primarily due to the sale ofour Barcroft Plaza property and a portionbuilding ofat our White Marsh OtherCocoWalk property.

Operating income increaseddecreased $100.9$64.1 million, or 93.3%,31.6%, to $209.0$138.7 million in the three months ended MarchJune 31,30, 2026 compared to $108.1$202.7 million in the three months ended MarchJune 31,30, 2025. This increasedecrease is primarily driven by higherlower gains on sale of real estate, the prior year income related to the sale of new market tax credits, and property dispositions, partially offset by acquisitions, openings at Santana West, and higher rental rates and average occupancy, and acquisitions, partially offset by property dispositions.occupancy.

Interest expense increased $6.6$5.4 million, or 15.6%,12.1%, to $49.1$50.0 million in the three months ended MarchJune 31,30, 2026 compared to $42.5$44.6 million in the three months ended MarchJune 31,30, 2025. This increase is due primarily to the following:

•an increase of $0.4$1.8 million due to a higher overall weighted average borrowing rate.rate, and

Gross interest costs were $52.1$52.7 million and $47.3$47.6 million in the three months ended MarchJune 31,30, 2026 and 2025, respectively. Capitalized interest was $3.0$2.7 million and $4.8$3.0 million for the three months ended MarchJune 31,30, 2026 and 2025, respectively.