Companies › WPC

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

W. P. Carey Inc. · NYSE · Real Estate Investment Trusts · CIK 1025378 · All filings on SEC.gov

Everything below is quoted or computed from W. P. Carey Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

7 / 5risk-factor paragraphs added / removed in latest 10-K
1new risk-factor headings
0Form 4 filings reporting open-market purchases (last 180 days)
1Form 4 filings reporting open-market sales (last 180 days)

Jump to: Annual report (10-K) · Quarterly report (10-Q) · Insider transactions · 13F holders

What changed in the latest 10-K

Comparing 10-K filed 2026-02-11 (period ending 2025-12-31) with 10-K filed 2025-02-12 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

7new paragraphs
5removed paragraphs
19reworded paragraphs
10,580 → 10,346words in section

New heading “Uninsured losses relating to property or excessively expensive premiums for insurance coverage could adversely affect our cash flows and operating results.”

Removed heading “We may be materially adversely affected by laws, regulations or other issues related to climate change as well as by potential physical impacts related to climate change.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: litigation, fine, penalt, regulation
“We are currently assessing our obligations under these laws and regulations but we expect that compliance with these laws and regulations could result in substantial compliance costs, retrofit costs and construction costs, including monitoring and reporting costs and capital expenditures for environmental control facilities and other new equipment. We also expect that over time we will likely need to be prepared to contend with overlapping, yet distinct, climate-related disclosure requirements in multiple jurisdictions. …”
see in full comparison
Removed text topics: regulation, climate
“We may be materially adversely affected by laws, regulations or other issues related to climate change as well as by potential physical impacts related to climate change.”
see in full comparison
Reworded topics: china, taiwan, russia, ukraine

Paragraph as it now reads, with added and removed wording marked:

•geopolitical and military conflict risk and adverse market conditions caused by changes in national or regional economic or political conditions, including the ongoing conflict between Russia and Ukraine, rising tensions between China and Taiwan and the conflict in the Middle East (which may impact relative interest rates, the terms or availability of debt financing, customers’ ability and willingness to renew agreements, make payments, and enter into new agreements, and energy costs).; and
see in full comparison
Removed text topics: litigation, regulation, climate
“We are subject to laws and regulations related to climate change. For example, the State of California has enacted climate change disclosure requirements, including emissions requirements. In addition, the European Union Corporate Sustainability Reporting Directive (CSRD) became effective in 2023 and requires expansive disclosures on various sustainability topics. Regulations and other expectations are not uniform, and may be inconsistently interpreted or applied, which can increase the complexity and costs of compliance as well as any associated litigation or enforcement risks.”
see in full comparison
New text
“Uninsured losses relating to property or excessively expensive premiums for insurance coverage could adversely affect our cash flows and operating results.”
see in full comparison
Reworded topics: bankruptcy

Paragraph as it now reads, with added and removed wording marked:

We have had, and may in the future have, tenants file for bankruptcy protection. Bankruptcy or insolvency of a tenant could lead to the loss of lease or interest and principal payments, an increase in the carrying cost of the property, and litigation. If one or a series of bankruptcies or insolvencies is significant enough (more likely during a period of economic downturn), it could lead to a reduction in the value of our shares and/or a decrease in our dividend. Under U.S. bankruptcy law, a tenant that is the subject of bankruptcy proceedings has the option of assuming or rejecting any unexpired lease. If the tenant rejects the lease, any resulting claim we have for breach of the lease (excluding collateral securing the claim) will be treated as a general unsecured claim and the maximum claim will be capped. In addition, due to the long-term nature of our leases and, in some cases, terms providing for the repurchase of a property by the tenant, a bankruptcy court could recharacterize a net lease transaction as a secured lending transaction. Insolvency laws outside the United States may be more or less favorable to reorganization or the protection of a debtor’s rights as in the United States. In circumstances where the bankruptcy laws of the United States are considered to be more favorable to debtors and/or their reorganization, entities that are not ordinarily perceived as U.S. entities may seek to take advantage of U.S. bankruptcy laws.
see in full comparison
Full comparison: every changed paragraph (31)

Green = added, red = removed. Unchanged paragraphs, 2 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

We are not required to meet any tenant industry, geographic diversification or property-type standards. Therefore, our investments may become concentrated by tenant industry, geographic location, type or tenant which could subject us to significant risks with potentially adverse effects on our investment objectives. For example, 22%9.6% and 9.4% of our ABR as of December 31, 20242025 is concentrated by tenant industry in retailpackaged storesfoods & meats and 67%food ofretail, our ABR as of December 31, 2024 is concentrated in properties located in North America.respectively.

Reworded

•tax requirements vary by country and existing foreign tax laws and interpretations may change (e.g., the on-going implementation of the European Union’s Anti-Tax Avoidance Directives and the new global minimum tax (“Pillar Two”)), which may result in additional taxes on our international investments or additional taxes as a result of Pillar Two;

Reworded

•foreign exchange rates; and

Reworded

•geopolitical and military conflict risk and adverse market conditions caused by changes in national or regional economic or political conditions, including the ongoing conflict between Russia and Ukraine, rising tensions between China and Taiwan and the conflict in the Middle East (which may impact relative interest rates, the terms or availability of debt financing, customers’ ability and willingness to renew agreements, make payments, and enter into new agreements, and energy costs).; and

Added

•political risks associated with our Eastern European assets as a result of the ongoing conflict between Russia and Ukraine.

Reworded

Approximately 20%19% of our leases, based on our ABR as of December 31, 2024,2025, are due to expire within the next five years. If these leases are not renewed or if the properties cannot be re-leased on terms that yield comparable payments, our lease revenues could be substantially adversely affected. In addition, when attempting to re-lease such properties, we may incur significant costs and the terms of any new or renewed leases will depend on prevailing market conditions at that time. We may also seek to sell such properties and incur losses due to prevailing market conditions. Some of our properties are designed for the particular needs of a tenant; thus, we may be required to renovate or make rent concessions in order to lease the property to another tenant. If we need to sell such properties, we may have difficulty selling it to a third party due to the property’s unique design. Real estate investments are generally less liquid than many other financial assets, which may limit our ability to quickly adjust our portfolio in response to changes in economic or other conditions. These and other limitations may adversely affect returns to our stockholders.

Added

the particular needs of a tenant; thus, we may be required to renovate or make rent concessions in order to lease the property to another tenant. If we need to sell such properties, we may have difficulty selling it to a third party due to the property’s unique design. Real estate investments are generally less liquid than many other financial assets, which may limit our ability to quickly adjust our portfolio in response to changes in economic or other conditions. These and other limitations may adversely affect returns to our stockholders.

Reworded

Our ability to control the management of our net-leased properties is limited, which could impact our ability to make ESGsustainability disclosures.

Reworded

The lack of direct control over our net-leased properties due to the fact that tenants or managers are responsible for maintenance and other day-to-day management of the properties also makes it difficult for us to collect property-level environmental metrics and to enforce sustainability initiatives, which may impact our ability to comply with certain ESGsustainability disclosure requirements or engage effectively with established ESGsustainability frameworks and standards, such as the Global Real Estate Sustainability Benchmarks, the Task Force for Climate-Related Financial Disclosures and the Sustainability Accounting Standards Board. If we are unable to successfully collect the data necessary to comply with ESGsustainability disclosure requirements, we may be subject to increased regulatory risk; and if such data is incomplete or unfavorable, our relationship with our investor base, our stock price, our ESGsustainability ratings and our access to capital may be negatively impacted.

Removed

We may be materially adversely affected by laws, regulations or other issues related to climate change as well as by potential physical impacts related to climate change.

Removed

We are subject to laws and regulations related to climate change. For example, the State of California has enacted climate change disclosure requirements, including emissions requirements. In addition, the European Union Corporate Sustainability Reporting Directive (CSRD) became effective in 2023 and requires expansive disclosures on various sustainability topics. Regulations and other expectations are not uniform, and may be inconsistently interpreted or applied, which can increase the complexity and costs of compliance as well as any associated litigation or enforcement risks.

Removed

We are currently assessing our obligations under these laws and regulations but we expect that compliance with these laws and regulations could result in substantial compliance costs, retrofit costs and construction costs, including monitoring and reporting costs and capital expenditures for environmental control facilities and other new equipment. We also expect that over time we will likely need to be prepared to contend with overlapping, yet distinct, climate-related disclosure requirements in multiple jurisdictions. Noncompliance with these laws or regulations may result in potential cost increases, litigation, fines, penalties, brand or reputational damage, loss of tenants, lower valuation and higher investor activism activities. We cannot predict how future laws and regulations, or future interpretations of current laws and regulations related to climate change will affect our business, financial condition and results of operations.

Reworded

The direct and indirect impact on us and our tenants from severe weather, flooding, and other effects of climate change, and the economic and reputational impacts of the transition to non-carbon based energy,weather could adversely affect our financial condition, operating results, and cash flows.

Reworded

OurWe propertiesmay havebe historicallydirectly beenand indirectly adversely impacted by severe weather,weather butevents, thesuch effects have been small or moderate in scope. In the future, the adverse impacts fromas hurricanes, waterdrought, shortages, changing sea levels, flooding, wildfiresflooding and otherwildfires, severe weather conditions are likely to worsen as a resultsome of which may be exacerbated by climate change. These events have resulted in and may in the future result in property damage and closures and may adversely impact the operations of our tenants and their ability to fulfill their obligations under their leases. Even if these events do not directly impact our properties, they have impacted and may continue to impact us and our tenants through increases in insurance, energy or other costs. In addition, the ongoing transition to non-carbon based energy presents certain risks for us and our tenants, including risks related to high energy costs and energy shortages, among other things. Changes in laws or regulations, including federal, state, or local laws, relating to climate change could result in increased capital expenditures to improve the energy efficiency of our properties.

Reworded

The success of our business is dependent on the financial stability of the tenants occupying our properties. A default of a tenant on its lease payments may cause us to lose some of the anticipated revenue from an investment property. Even if our tenants are current on their rent obligations, if several of our tenants face significant financial instability, we may have to engage with such tenants to amend the terms of their existing agreements which could in turn materially affect our business and financial condition.

Reworded

We have had, and may in the future have, tenants file for bankruptcy protection. Bankruptcy or insolvency of a tenant could lead to the loss of lease or interest and principal payments, an increase in the carrying cost of the property, and litigation. If one or a series of bankruptcies or insolvencies is significant enough (more likely during a period of economic downturn), it could lead to a reduction in the value of our shares and/or a decrease in our dividend. Under U.S. bankruptcy law, a tenant that is the subject of bankruptcy proceedings has the option of assuming or rejecting any unexpired lease. If the tenant rejects the lease, any resulting claim we have for breach of the lease (excluding collateral securing the claim) will be treated as a general unsecured claim and the maximum claim will be capped. In addition, due to the long-term nature of our leases and, in some cases, terms providing for the repurchase of a property by the tenant, a bankruptcy court could recharacterize a net lease transaction as a secured lending transaction. Insolvency laws outside the United States may be more or less favorable to reorganization or the protection of a debtor’s rights as in the United States. In circumstances where the bankruptcy laws of the United States are considered to be more favorable to debtors and/or their reorganization, entities that are not ordinarily perceived as U.S. entities may seek to take advantage of U.S. bankruptcy laws.

Added

reorganization or the protection of a debtor’s rights as in the United States. In circumstances where the bankruptcy laws of the United States are considered to be more favorable to debtors and/or their reorganization, entities that are not ordinarily perceived as U.S. entities may seek to take advantage of U.S. bankruptcy laws.

Reworded

Our consolidated indebtedness as of December 31, 2024,2025, was approximately $8.0$8.7 billion, representing a consolidated debt to gross assets ratio of approximately 41.6%. This consolidated indebtedness was comprised of (i) $6.5 billion in Senior Unsecured Notes (as defined in Note 12), (ii) $55.4 million outstanding under our Unsecured Revolving Credit Facility (as defined in Note 12), (iii) $1.1 billion outstanding under our Unsecured Term Loans (as defined in Note 12), and (iv) $401.8 million in non-recourse mortgage loans on various properties.43.4%. Our level of indebtedness could have significant adverse consequences on our business and operations, including the following:

Reworded

•any default on our secured indebtedness may lead to foreclosures, creating taxable income that could hinder our ability to meet the REIT distribution requirements imposed by the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”); and

Added

The credit agreement for our Senior Unsecured Credit Facility and the indentures governing our Senior Unsecured Notes contain financial and operating covenants that, among other things, require us to meet specified financial ratios and may limit

Reworded

The credit agreement for our Senior Unsecured Credit Facility and the indentures governing our Senior Unsecured Notes contain financial and operating covenants that, among other things, require us to meet specified financial ratios and may limit our ability to take specific actions, even if we believe them to be in our best interest (e.g., subject to certain exceptions, our ability to consummate a merger, consolidation, or a transfer of all or substantially all of our consolidated assets to another person is restricted). These covenants may restrict our ability to expand or fully pursue our business strategies. Our ability to comply with these and other provisions of our debt agreements may be affected by changes in our operating and financial performance, changes in general business and economic conditions, adverse regulatory developments, or other events beyond our control. The breach of any of these covenants could result in a default under our indebtedness, which could result in the acceleration of the maturity of such indebtedness and potentially other indebtedness. If any of our indebtedness is accelerated prior to maturity, we may not be able to repay such indebtedness or refinance such indebtedness on favorable terms, or at all.

Removed

acceleration of the maturity of such indebtedness and potentially other indebtedness. If any of our indebtedness is accelerated prior to maturity, we may not be able to repay such indebtedness or refinance such indebtedness on favorable terms, or at all.

Reworded

Additionally, Title 3, Subtitle 8 of the MGCL permits our Board, without stockholder approval and regardless of what is currently provided in our charter or our bylaws, to implement certain governance provisions, some of which we do not currently have. Our charter contains a provision opting out of Section 3-803 of the MGCL, which permits a board of directors to be divided into classes pursuant by Board action and without a stockholder-approved charter amendment. This provision can be modified only with a board recommendation and stockholder approval of the charter amendment. If we elect in the future to become subject to any of the remaining provisions of Title 3, Subtitle 8 of the MGCL, such an election may have the effect of inhibiting a third party from making an acquisition proposal for our company or of delaying, deferring, or preventing a change in control of our company under circumstances that otherwise could provide the holders of our common stock with the opportunity to realize a premium over the then-current market price. Our charter, our bylaws, and Maryland law also contain other provisions that may delay, defer, or prevent a transaction or a change of control that might involve a premium price for our common stock or otherwise be in the best interests of our stockholders.

Added

other provisions that may delay, defer, or prevent a transaction or a change of control that might involve a premium price for our common stock or otherwise be in the best interests of our stockholders.

Reworded

To qualify as a REIT for federal income tax purposes, we hold our non-qualifying REIT assets and conduct our non-qualifying REIT income activities in or through one or more TRSs. The net income of our TRSs is not required to be distributed to us. Income that is not distributed to us by our domestic TRSs will generally not be subject to the REIT income distribution requirement. However, certain income that is not distributed to us by our foreign TRSs may be deemed distributed to us by operation of certain provisions of the Internal Revenue Code and generally subject to REIT income distribution requirements. In addition, there may be limitations on our ability to accumulate earnings in our TRSs and the accumulation or reinvestment of significant earnings in our TRSs could result in adverse tax treatment. In particular, if the accumulation of cash in our TRSs causes the fair market value of our TRS interests and certain other non-qualifying assets to exceed 20% for taxable years through December 31, 2025 and 25% for subsequent taxable years of the fair market value of our assets, we would lose tax efficiency and could potentially fail to qualify as a REIT.

Reworded

Certain distributions payable by domestic or qualified foreign corporations to individuals, trusts, and estates in the United States are currently eligible for federal income tax at a maximum rate of 20% plus the 3.8% Medicare tax on net investment income, if applicable. Distributions payable by REITs, in contrast, are generally not eligible for this reduced rate, unless the distributions are attributable to dividends received by the REIT from other corporations that would otherwise be eligible for the reduced rate. Effective for taxable years beginning before January 1, 2026, certainCertain non-corporate U.S. stockholders may deduct 20% of their dividends from REITs (excluding qualified dividend income and capital gains dividends). For such U.S. stockholders in the top marginal tax bracket of 37%, the deduction for REIT dividends yields an effective income tax rate of 29.6% on REIT dividends, which is higher than the 20% tax rate on qualified dividend income paid by non- REIT “C” corporations. The more favorable tax rate for regular corporate distributions could cause qualified investors to perceive investments in REITs to be less attractive than investments in the stock of corporations that pay distributions, which could adversely affect the value of REIT stocks, including our common stock.

Reworded

The trading volume and market price of our common stock may fluctuate significantly and be adversely impacted in response to a number of factors, including disruption in the banking industry, inflation, trade disputes, and other macroeconomic developments. Therefore, our current or historical trading volume and share prices are not indicative of the number of shares of our common stock that will trade going forward or how the market will value shares of our common stock in the future. In addition, the capital markets may experience extreme volatility, disruption and periods of dislocation (e.g., during pandemics or a global financial crisis), which could make it more difficult for us to raise capital. Since net-lease REITs must be able to deploy capital with agility and consistency, if we cannot access the capital markets upon favorable terms or at all, we may be required to liquidate one or more investments, including when an investment has not yet realized its maximum return, which could also result in adverse tax consequences and affect our ability to capitalize on acquisition opportunities and/or meet operational needs. Moreover, market turmoil could lead to decreased consumer confidence and widespread reduction of business activity, which may materially and adversely impact us, including our ability to acquire and dispose of properties.

Removed

could also result in adverse tax consequences and affect our ability to capitalize on acquisition opportunities and/or meet operational needs. Moreover, market turmoil could lead to decreased consumer confidence and widespread reduction of business activity, which may materially and adversely impact us, including our ability to acquire and dispose of properties.

Added

Uninsured losses relating to property or excessively expensive premiums for insurance coverage could adversely affect our cash flows and operating results.

Added

Although the majority of our tenants are responsible for obtaining insurance on their properties, we maintain insurance coverage on some of our properties with third-party carriers who provide a portion of the coverage of potential losses and we maintain contingency coverage on all of our properties. We also currently self-insure a portion of our North American portfolio and NLOP’s North American portfolio through our captive insurance company and may be required to fund additional capital to our captive insurance company, or we may be required to bear that loss. As a result, our cash flows and operating results may be adversely affected.

Reworded

We have implemented processes, procedures, and controls, which are reviewed periodically and are intended to address ongoing and evolving cyber security risks. However, these measures do not guarantee that our financial results will not be negatively impacted by such an incident, especially in light of the fact that it is not always possible to anticipate, detect, or recognize threats to our systems. Additionally, as artificial intelligence (“AI”) technologies become increasingly sophisticated, the security risks associated with their use and the potential for misuse also increase. The primary risks that could directly result from the occurrence of a cyber incident include operational interruption, damage to our relationship with our tenants, expensive remediation efforts, liability exposure under federal and state law, and private data exposure. There can be no assurance that the insurance we maintain to cover some of these risks will be sufficient to cover the losses from any future breaches of our systems.

Management's Discussion & Analysis (MD&A) (10-K Item 7)

25new paragraphs
30removed paragraphs
53reworded paragraphs
7,354 → 6,697words in section

New heading “Net (Income) Loss Attributable to Noncontrolling Interests”

New heading “New Tax Legislation”

Removed heading “Leasing Transactions”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: impairment, restructuring
“For the year ended December 31, 2024 as compared to 2023, provision for income taxes decreased by $12.3 million, primarily due to (i) the impact of international lease restructurings during 2024, (ii) the impact of international office property dispositions, and (iii) the release of deferred tax assets in connection with the tax restructuring of certain international properties during 2023, partially offset by a deferred tax benefit recognized during 2023 related to an impairment charge recorded on a foreign property.”
see in full comparison
New text
“Net (Income) Loss Attributable to Noncontrolling Interests”
see in full comparison
Removed text
“Leasing Transactions”
see in full comparison
New text
“New Tax Legislation”
see in full comparison
New text topics: restructuring
“(c)During the first quarter of 2024, we entered into a lease restructuring with our tenant Hellweg, which included (i) abated rent from January 1, 2024 to March 31, 2024 and (ii) a reduction in annual base rent. In addition, these amounts reflect a decrease in lease revenues of $0.6 million related to lease terminations during the third quarter of 2025 at certain properties leased to Hellweg.”
see in full comparison
Removed text topics: restructuring
“(d)During the first quarter of 2024, we entered into a lease restructuring with Hellweg Die Profi-Baumärkte GmbH & Co. KG (“Hellweg”), which included (i) abated rent from January 1, 2024 to March 31, 2024, (ii) a €4.0 million reduction in annual base rent, and (iii) a seven-year lease extension, with a new lease maturity of February 2044.”
see in full comparison
Full comparison: every changed paragraph (108)

Green = added, red = removed. Unchanged paragraphs, 24 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

•We acquired 2931 investments totaling $1.4$2.0 billion (Note 5, Note 6).

Reworded

•We completed fivethree construction projects at a cost totaling $87.0$68.9 million (Note 65).

Reworded

•We acquired a 47.50% ownership interest in the partnership that owns the Las Vegas Retail Complex for $5.0 million (Note 8). In addition, we funded approximately $16.3$3.2 million for a construction loan toon buildthis a retail complex in Las Vegas, Nevada,project during the year ended December 31, 2024.2025. Through December 31, 2024,2025, we have funded $247.7$250.9 million (Note 96, Note 8).

Removed

•We entered into agreements to fund construction loans for projects in Las Vegas, Nevada, and funded $31.9 million during the year ended December 31, 2024 (Note 7).

Reworded

•We committed to fund four11 construction projects totaling $95.8$277.3 million.million (on a consolidated basis). We currently expect to complete the projects in 20252026 and 20262027 (Note 5, Note 6).

Removed

•We acquired the remaining 10.0% controlling interest in a jointly owned investment for $10.5 million, bringing our ownership interest to 100%. In addition, we converted the nine self-storage properties that comprised this investment from operating properties to net leases, as described below under Leasing Transactions (Note 9).

Reworded

•We disposed of 176128 properties for total proceeds, net of selling costs, of $1.2$1.5 billion, including (i) our63 portfolioself-storage of 78 U-Hauloperating properties for total proceeds, net of selling costs, of $464.1$772.2 million, and (ii) 78one propertiesstudent soldhousing underoperating the Office Sale Programproperty for total proceeds, net of selling costs, of $524.8 million, and (iii) 20 additional properties for total proceeds, net of selling costs, of $227.4$77.8 million (Note 1416).

Removed

Leasing Transactions

Removed

•On September 1, 2024, we entered into net lease agreements with Extra Space Storage, Inc. (“Extra Space”) for certain self-storage properties previously classified as operating properties. As a result, on September 1, 2024, we converted 12 self-storage operating properties to net leases (Note 6, Note 9). In connection with these agreements, we also amended the terms of the existing net lease agreements with Extra Space on 27 properties, extending the term to 25 years and resetting ABR higher to a total of $26.2 million commencing on September 1, 2024. As a result of these transactions, Extra Space became our largest tenant by ABR, with 39 properties under net leases generating ABR totaling $35.6 million.

Reworded

•In AprilFebruary 2024,2025, we repaid our $500$450 million of 4.6%4.000% Senior Notes due 20242025 at maturity (Note 1211).

Added

•On March 31, 2025, we refinanced our €500.0 million Unsecured Term Loan due 2029, extending the maturity date by three years to April 2029. In conjunction with this refinancing, we executed variable-to-fixed interest rate swaps that fix the floating rate component of the per annum interest rate at 2.00% through the end of 2027, for a total annual interest rate of approximately 2.80% as of December 31, 2025 (inclusive of the current spread) (Note 11).

Added

•On March 31, 2025, we executed variable-to-fixed interest rate swaps that fix the floating rate component of the per annum interest rate on our £270.0 million GBP Term Loan due 2028 at 3.92% through the end of 2027, for a total annual interest rate of approximately 4.72% as of December 31, 2025 (inclusive of the current spread) (Note 11).

Reworded

•On MayJuly 16,10, 2024,2025, we completed an underwritten public offering of €650.0$400.0 million of 4.25%4.650% Senior Notes due 2032,2030, at a price of 99.526%99.088% of par value. These 4.25%4.650% Senior Notes due 20322030 hadhave ana initial 8.2-yearfive-year term and are scheduled to mature on July 23,15, 20322030 (Note 1211).

Added

•We sold 6,258,496 shares of common stock during the year ended December 31, 2025 through our ATM Forwards at a weighted-average gross price of $67.53 per share, for anticipated gross proceeds of approximately $422.6 million as of December 31, 2025. As of the date of this Report, all of these shares of common stock sold through our ATM Forwards remain unsettled (Note 13).

Removed

•On June 28, 2024, we completed an underwritten public offering of $400.0 million of 5.375% Senior Notes due 2034, at a price of 98.843% of par value. These 5.375% Senior Notes due 2034 had an initial 10.0-year term and are scheduled to mature on June 30, 2034 (Note 12).

Removed

•In July 2024, we repaid our €500 million of 2.25% Senior Notes due 2024 at maturity (Note 12).

Removed

•In September 2024, we executed an amendment to our Senior Unsecured Credit Facility to incorporate a sustainability-linked feature that provides for interest rate and facility fee adjustments if certain key performance indicators, primarily related to emissions reduction targets, are met.

Removed

•On November 19, 2024, we completed an underwritten public offering of €600.0 million of 3.700% Senior Notes due 2034 at a price of 98.880% of par value. These 3.700% Senior Notes due 2034 had an initial 10.0-year term and are scheduled to mature on November 19, 2034 (Note 12).

Reworded

(a)AmountAmounts for the yearyears ended December 31, 2025 and 2024 includesinclude $200.2 million and $806.8 millionmillion, respectively, of proceeds from the sales of net investments in sales-type leases (primarily the Grupo Memora portfolio sold during 2025 and the U-Haul and State of Andalusia portfolios sold during 2024) (Note 76). Such proceeds are included within Net cash provided by operating activities in accordance with Accounting Standards Codification (“ASC”) 842, Leases.

Reworded

Total revenues decreasedincreased in 20242025 as compared to 2023,2024, primarily due to net investment activity and rent escalations, partially offset by lower leaseoperating property revenues (substantially as a result of the Spin-Off and the Office Sale Program (Note 1)) and lowerself-storage operating property revenues (substantially as a result of dispositions of hotel operating properties) (Note 616).

Reworded

Net income attributable to W. P. Carey decreasedincreased in 20242025 as compared to 2023,2024, primarily due to lowera higher gain on sale of real estate, non-cashlower unrealized losses recognized on our investment in shares of Lineage (a cold storage REIT) during 2024 (Note 109), and the accretive impact of thenet Spin-Offinvestment and the Office Sale Program,activity, partially offset by lowerhigher impairmentlosses chargesfrom andremeasurement of foreign debt, a gain on change in control of interests recognized in connection with the purchase of the remaining interest in a jointly owned investment during 2024 (Note 8), and higher impairment charges (Note 9).

Reworded

AFFO decreasedincreased in 20242025 as compared to 2023,2024, primarily due to the impact of thenet Spin-Offinvestment activity and Officerent Sale Program.escalations.

Reworded

Our portfolio is comprised of operationally-critical, commercial real estate assets net leased to tenants located primarily in the United States and Northern and Western Europe. We invest in high-quality single tenant industrial, warehouse, and retail properties subject to long-term net leases with built-in rent escalators. Portfolio information is provided on a pro rata basis, unless otherwise noted below, to better illustrate the economic impact of our various net-leased jointly owned investments. See Terms and Definitions below for a description of pro rata amounts.

Removed

(a)During the third quarter of 2024, we entered into net lease agreements for certain self-storage properties previously classified as operating properties. As a result, during the third quarter of 2024, we reclassified 12 self-storage properties from operating properties to net leases (Note 6, Note 9). In addition, we acquired one self-storage operating property during 2024 (Note 6).

Reworded

(ba)We sold oneall hotelof operatingour propertyinvestments in Norway during 20242025 (Note 6, Note 1716).

Reworded

(cb)Amounts for the years ended December 31, 20242025 and 20232024 include $16.3$3.2 million and $38.2$16.3 million, respectively, of funding for a construction loan accounted for as an equity method investment (Note 98). Amount for the year ended December 31, 20242025 includes $238.6$5.0 million ofto sale-leasebacksacquire classifieda as47.5% loansownership receivableinterest in that equity investment (Note 78). AmountAmounts for the yearyears ended December 31, 2025 and 2024 includesinclude $3.9 million and $31.9 millionmillion, respectively, of funding for two construction loans accounted for as secured loans receivable (Note 76). Amounts for the year ended December 31, 2025 and 2024 include $370.0 million and $238.6 million, respectively, of sale-leasebacks classified as loans receivable (Note 6). Amount for the year ended December 31, 2024 includes the purchase of the remaining interest in a jointly owned investment for $10.5 million (Note 98).

Reworded

(c)Of the 2321 properties leased to TI Automotive (formerly ABC Technologies Holdings Inc.,), nine are located in Canada, eightsix are located in the United States, and six are located in Mexico.

Removed

(d)During the first quarter of 2024, we entered into a lease restructuring with Hellweg Die Profi-Baumärkte GmbH & Co. KG (“Hellweg”), which included (i) abated rent from January 1, 2024 to March 31, 2024, (ii) a €4.0 million reduction in annual base rent, and (iii) a seven-year lease extension, with a new lease maturity of February 2044.

Reworded

(b)Other properties within Midwest include assets in Minnesota, Kansas, Iowa, Kansas, Missouri, Nebraska, South Dakota, and North Dakota. Other properties within East include assets in Virginia, Connecticut, Maryland, West Virginia, New Hampshire, and Maine. Other properties within South include assets in Louisiana, Arkansas, Oklahoma, and Mississippi. Other properties within East include assets in Virginia, Maryland, Connecticut, West Virginia, New Hampshire, and Maine. Other properties within West include assets in Utah, Oregon, Colorado, Washington, Nevada, Montana, Hawaii, Idaho, Wyoming, and New Mexico.

Reworded

(e)Includes assets in Lithuania, Belgium, Hungary, Norway, Mauritius, Slovakia, Portugal,Belgium, the Czech Republic, Mauritius, Portugal, Austria, Latvia, Sweden, Latvia,Finland, Japan, Finland,Estonia, and Estonia.Hungary.

Reworded

(g)Includes ABR from tenants with the following property types: education facility, specialty, self-storage (net lease), specialty, laboratory, office, research and development, hotel (net lease), office, and land.

Added

(a)Industry classification is based on the Global Industry Classification Standard (GICS) framework.

Reworded

(ab)Includes automotivesquare dealerships.footage for vacant properties.

Removed

(b)Includes ABR from tenants in the following industries: aerospace and defense, insurance, telecommunications, sovereign and public finance, environmental industries, media: advertising, printing, and publishing, oil and gas, consumer transportation, forest products and paper, banking, and electricity. Also includes square footage for vacant properties.

Removed

Effective January 1, 2024, we no longer separately analyze our business between real estate operations and investment management operations, and instead view the business as one reportable segment. As a result of this change, we have conformed prior period segment information to reflect how we currently view our business (Note 1).

Reworded

“Existing net-leased properties” are those that we acquired or placed into service prior to January 1, 20232024 and that were not sold, held for sale, derecognized, or reclassified to operating properties or sales-type leases during the periods presented. For the periods presented, there were 1,1041,120 existing net-leased properties, including 12 self-storage properties that converted from operating properties to net leases during the2024 thirdand quarterfour ofself-storage 2024properties that converted from operating properties to net leases during 2025 (Note 6,5, Note 98).

Removed

(b)During the first quarter of 2024, we entered into a lease restructuring with our tenant Hellweg, which included (i) abated rent from January 1, 2024 to March 31, 2024, (ii) a reduction in annual base rent, and (iii) the reclassification of 13 properties leased to this tenant from direct financing leases to operating leases (Note 7).

Reworded

(cb)Includes (i) higher lease revenues of $3.5$9.7 million from 1216 self-storage operating properties that were converted to net leases on September 1,in 2024 and 2025 (Note 6,5, Note 98) and (ii) an increase inhigher lease revenues of $1.5$1.1 million as a result of a lease restructuring for 27 existing net-leased self-storage properties that was executed on September 1, 2024.

Added

(c)During the first quarter of 2024, we entered into a lease restructuring with our tenant Hellweg, which included (i) abated rent from January 1, 2024 to March 31, 2024 and (ii) a reduction in annual base rent. In addition, these amounts reflect a decrease in lease revenues of $0.6 million related to lease terminations during the third quarter of 2025 at certain properties leased to Hellweg.

Reworded

“Recently acquired net-leased properties” are those that we acquired or placed into service subsequent to December 31, 20222023 and that were not sold or held for sale during the periods presented. Since January 1, 2023,2024, we acquired 3752 investments (comprisedcomprising of 342444 properties).

Reworded

“Net-leased properties sold,sold or held for sale, derecognized, or reclassified to operating properties or sales-type leasessale” include:

Removed

•175 net-leased properties disposed of during the year ended December 31, 2024;

Added

•one net-leased property classified as held for sale at December 31, 2025, which was sold in January 2026 (Note 18); and

Removed

•a portfolio of 12 net-leased hotel properties that converted to operating properties in the first quarter of 2023 upon expiration of the master lease with the Marriott Corporation, after which we began recognizing operating property revenues and expenses from these properties (eight of these properties were sold during the third and fourth quarters of 2023 and one property was sold during the second quarter of 2024);

Removed

•two net-leased properties that were reclassified to net investments in sales-type leases in the third quarter of 2024, since we agreed to sell the properties to the tenant, resulting in a lease modification; following this transaction, we began recognizing earnings from these properties within Income from finance leases and loans receivable in the consolidated financial statements (these properties were sold in January 2025 (Note 19)); and

Reworded

•59175 net-leased properties derecognizeddisposed inof connection withduring the Spin-Offyear (Noteended 3).December 31, 2024.

Reworded

For the year ended December 31, 20242025 as compared to 2023,2024, income from finance leases and loans receivable decreasedincreased due to the following items (in millions):

Added

(b)Properties comprising $2.3 million of this decrease were sold subsequent to their reclassification to operating leases during the reporting period.

Removed

(b)Amount is primarily related to a lease restructuring we entered into with our tenant Hellweg during the first quarter of 2024, which resulted in the reclassification of 13 properties leased to this tenant from direct financing leases to operating leases (Note 7).

Removed

(c)Represents interest income from a secured loan receivable of $15.0 million that we provided in connection with a property disposition in June 2024, which was repaid in full in September 2024 (Note 7).

Added

“Operating properties sold, held for sale, or reclassified to net-leased properties” includes:

Added

•one hotel operating property sold during 2024;

Added

•three self-storage operating properties that were reclassified to net-leased properties during 2024;

Added

•four self-storage operating properties that were reclassified to net-leased properties during 2025;

Added

•63 self-storage operating properties sold during 2025; and

Added

•one student housing operating property sold during 2025.

Reworded

“Existing operating properties” are those that we acquired or placed into service prior to January 1, 20232024 and that were not sold, held for sale, or reclassified to net-leased properties during the periods presented. For the periods presented, we recorded operating property revenues from 7515 existing operating properties, comprised of 72ten self-storage operating properties, twofour student housinghotel operating properties, and one student housing operating property. For the year ended December 31, 2025 as compared to 2024, operating property revenues from these properties decreased, primarily due to lower occupancy at our hotel operating property.properties.

Added

“Recently acquired operating properties” include one self-storage operating property acquired during 2024 (Note 5).

Removed

“Operating properties recently reclassified from net-leased properties or recently acquired” include (i) three net-leased hotel properties that converted to operating properties in the first quarter of 2023 (after which we began recognizing operating property revenues and expenses from these properties), (ii) five self-storage operating properties acquired during 2023, and (iii) one self-storage operating property acquired during 2024 (Note 6).

Removed

“Operating properties sold, held for sale, derecognized, or reclassified to net-leased properties” are comprised of (i) nine hotel operating properties sold during 2023 and 2024, (ii) a parking garage attached to a net-leased property that was derecognized in connection with the Spin-Off (Note 3), and (iii) three self-storage operating properties that were reclassified to net-leased properties during 2024 (Note 6).

Showing the first 60 of 108 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

What changed in the latest 10-Q

Comparing 10-Q filed 2026-07-29 (period ending 2026-06-30) with 10-Q filed 2026-04-29 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

We could not find a separate Risk Factors item in the latest 10-Q. Some companies leave it out of quarterly reports; see the annual 10-K risk factors and the original filing. Open the filing on SEC.gov.

Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

21new paragraphs
8removed paragraphs
46reworded paragraphs
4,918 → 5,629words in section

New heading “Significant Developments”

New heading “Issuance of Senior Unsecured Notes”

New heading “Prepayment of Senior Unsecured Notes”

New heading “General and Administrative”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text
“Prepayment of Senior Unsecured Notes”
see in full comparison
New text
“Issuance of Senior Unsecured Notes”
see in full comparison
New text
“General and Administrative”
see in full comparison
New text
“Significant Developments”
see in full comparison
New text topics: interest rate
“For the six months ended June 30, 2026 as compared to the same period in 2025, interest expense increased by $16.8 million, primarily due to higher outstanding balances and interest rates on our Senior Unsecured Notes, partially offset by the reduction of our mortgage debt outstanding (as described above) (Note 10).”
see in full comparison
New text
“Gain on sale of real estate, net, consists of gains and losses on (i) the sale of properties that were disposed of, net of taxes, (ii) properties subject to the exercise of a purchase option, (iii) properties subject to a purchase agreement resulting in a lease modification during the reporting period, and (iv) the reclassification of foreign currency translation adjustments from accumulated other comprehensive loss to net income since we exited all investments denominated in a currency (which totaled losses of $5.5 million for the three and six months ended June 30, 2026), as more fully …”
see in full comparison
Full comparison: every changed paragraph (75)

Green = added, red = removed. Unchanged paragraphs, 5 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Added

Significant Developments

Added

Issuance of Senior Unsecured Notes

Added

On July 2, 2026, we completed an underwritten public offering of $350 million of 5.200% Senior Notes due 2036, at a price of 99.015% of par value. These 5.200% Senior Notes due 2036 have a 10.2-year term and are scheduled to mature on September 15, 2036 (Note 10, Note 15).

Added

Prepayment of Senior Unsecured Notes

Added

On July 29, 2026, we prepaid our $350 million of 4.250% Senior Notes with no associated prepayment costs (Note 10, Note 15).

Reworded

During the threesix months ended MarchJune 31,30, 2026, we completed the following (as further described in the consolidated financial statements):

Added

•We acquired 15 investments totaling $1.3 billion (Note 4, Note 5), including a portfolio of 19 properties previously owned by one of our unconsolidated equity method investments (Note 7).

Removed

•We acquired seven investments totaling $514.7 million (Note 4, Note 5).

Reworded

•We completed twofour construction projects totaling $30.6$66.4 million (Note 4).

Added

•We committed to fund one new construction project for approximately $13.3 million. We currently expect to complete this project in 2027 (Note 4).

Added

•We entered into a purchase agreement to acquire one industrial facility located in Noblejas, Spain, for approximately $37.5 million, which is expected to be completed in 2027 (Note 4).

Reworded

•We funded approximately $2.5$3.1 million for construction loans for projects in Las Vegas, Nevada, during the threesix months ended MarchJune 31,30, 2026 (Note 5, Note 75).

Removed

•On February 17, 2026, we offered 6,900,000 shares of common stock through our Equity Forwards, for gross proceeds of approximately $496.8 million. During the three months ended March 31, 2026, we settled a portion of our Equity Forwards by delivering 3,450,000 shares of common stock to certain forward purchasers for net proceeds of $247.1 million. As of March 31, 2026, 3,450,000 shares remained outstanding under our Equity Forwards for available proceeds of approximately $243.9 million (Note 12).

Reworded

•AtDuring Marchthe 31,six months ended June 30, 2026, 6,258,496we sold 6,900,000 shares remainedof outstandingcommon understock through our Equity Forwards and 5,271,817 shares of common stock through our ATM ForwardsForwards, for availablegross proceeds oftotaling approximately $409.6$496.8 million and $391.8 million, respectively (Note 12).

Added

•During the six months ended June 30, 2026, we settled a portion of our Equity Forwards and ATM Forwards by delivering 5,950,000 and 2,566,282 shares of common stock, respectively, to certain forward purchasers for net proceeds totaling $592.0 million (Note 12).

Added

•As of June 30, 2026, we have 950,000 and 8,964,031 shares outstanding under our Equity Forwards and ATM Forwards, respectively, for available proceeds totaling approximately $690.8 million (Note 12).

Added

We declared cash dividends totaling $1.870 per share during the six months ended June 30, 2026, comprised of two quarterly dividends per share of $0.940 and $0.930 (Note 12).

Removed

In March 2026, we declared cash dividends totaling $0.930 per share (Note 12).

Reworded

(a)Amounts for the threesix months ended MarchJune 31,30, 2026 and 2025 include $10.2$11.9 million and $16.3$178.2 million, respectively, of proceeds from the sales of net investments in sales-type leases (Note 5). Such proceeds are included within Net cash provided by operating activities in accordance with ASC 842, Leases.

Reworded

Total revenues increased for the three and six months ended MarchJune 31,30, 2026 as compared to the same periodperiods in 2025, primarily due to net investment activity and rent escalations, partially offset by lower operating property revenues as a result of self-storage operating property dispositions (Note 14).

Reworded

Net income attributable to W. P. Carey increased for the three and six months ended MarchJune 31,30, 2026 as compared to the same periodperiods in 2025, primarily due to non-cash unrealized gains recognized on our investment in shares of Lineage during the current-year periods as compared to losses recognized during the prior-year periods, (Note 8), higher gains from remeasurement of foreign debt, our proportionate share of a lower non-cash allowance for credit loss on finance leases, higher gain on sale of real estate recognized by a jointly owned investment during the current year periods (Note 147), and the accretive impact of net investment activity, partially offset by higher impairment charges (Note 8) and lower gain on sale of real estate (Note 14).

Reworded

AFFO increased for the three and six months ended MarchJune 31,30, 2026 as compared to the same periodperiods in 2025, primarily due to thereflecting accretive impact of net investment activity, rent escalations, and higher other-leased related income, partiallypartly offset by the impact of higher interest expense.rates from debt refinancings on interest expense and the settlement of forward equity.

Reworded

_________ (a)During the threesix months ended MarchJune 31,30, 2026, we sold our 11 remaining self-storage operating properties (Note 14).

Added

(b)We sold our final investment in Japan during the six months ended June 30, 2026 (Note 14).

Reworded

(bc)Amount for the threesix months ended MarchJune 31,30, 2025 includes $1.2$3.2 million of funding for a construction loan accounted for as an equity investment (Note 7). Amount for the threesix months ended MarchJune 31,30, 2025 includes $5.0 million to acquire a 47.50% ownership interest in that equity investment (Note 7). Amounts for the threesix months ended MarchJune 31,30, 2026 and 2025 include $2.5$3.1 million and $0.8$2.0 million, respectively, of funding for two construction loans accounted for as secured loans receivable (Note 5). Amounts for the threesix months ended MarchJune 31,30, 2026 and 2025 include $22.3 million and $91.9$258.0 million, respectively, of sale-leasebacks classified as loans receivable (Note 5).

Reworded

The tables below represent information about our net-leased portfolio at MarchJune 31,30, 2026 on a pro rata basis and, accordingly, exclude all operating properties. See Terms and Definitions below for a description of pro rata amounts and ABR.

Reworded

(c)Of the 2019 properties leased to TI Automotive, nineeight are located in Canada, six are located in Mexico, and five are located in the United States.

Reworded

(b)Other properties within Midwest include assets in Minnesota, Kansas, Iowa, Missouri, Nebraska, South Dakota, and North Dakota. Other properties within South include assets in Arkansas, Louisiana, Oklahoma, and Mississippi. Other properties within Midwest include assets in Kansas, Minnesota, Iowa, Missouri, Nebraska, South Dakota, and North Dakota. Other properties within East include assets in Virginia, Maryland, Connecticut, West Virginia, Connecticut, New Hampshire, and Maine. Other properties within West include assets in Utah, Oregon, Colorado, Washington,Montana, Hawaii, Montana,Idaho, Idaho,Washington, Wyoming, and New Mexico.

Reworded

(e)Includes assets in Lithuania, Slovakia, Belgium, the Czech Republic, Mauritius, Portugal, Latvia, Sweden, Austria, Latvia,Estonia, Finland, Japan, Estonia, and Hungary.

Reworded

(g)Includes ABR from tenants within the following property types: education facility, specialty, self-storage (net lease), laboratory, research and development, office, hotel (net lease), office, and land.

Reworded

ABR — ABR represents contractual minimum annualized base rent for our net-leased properties and reflects exchange rates as of MarchJune 31,30, 2026. If there is a rent abatement, we annualize the first monthly contractual base rent following the free rent period. ABR is not applicable to operating properties and is presented on a pro rata basis.

Reworded

For the three and six months ended MarchJune 31,30, 2026 as compared to the same periodperiods in 2025, lease revenues from existing net-leased properties (decreased) increased due to the following items (in millions):

Removed

(a)Primarily comprises write-offs of straight-line rent adjustments.

Removed

(b)Includes higher lease revenues of $1.0 million for the three months ended March 31, 2026 as compared to the same period in 2025 from four self-storage operating properties that were converted to net leases during 2025.

Reworded

(ca)Excludes fixed minimum rent increases, which are reflected as straight-line rent adjustments within lease revenues.

Added

(b)(Decreases) increases for the three and six months ended June 30, 2026 as compared to the same periods in 2025 reflect $1.2 million of uncollected rent for June 2026 from a tenant that filed for insolvency during that month. Write-offs of straight-line rent adjustments more than offset the decrease for the six months ended June 30, 2026 as compared to the same period in 2025.

Reworded

“Recently acquired net-leased properties” are those that we acquired or placed into service subsequent to December 31, 2024 and that were not sold or held for sale during the periods presented. Since January 1, 2025, we acquired 3341 investments (comprising 199272 properties) and placed threefour properties into service.

Reworded

•Eight17 net-leased properties disposed of during the threesix months ended MarchJune 31,30, 2026;

Reworded

•one net-leased property classified as held for sale at MarchJune 31,30, 2026; and

Reworded

For the three and six months ended MarchJune 31,30, 2026 as compared to the same periodperiods in 2025, income from finance leases and loans receivable increased due to the following items (in millions):

Reworded

“Existing operating properties” are those that we acquired or placed into service prior to January 1, 2025 and that were not sold, held for sale,sold or reclassified to net-leased properties during the periods presented. For the periods presented, we recorded operating property revenues from five existing operating properties, comprising four hotel operating properties and one student housing operating property.

Reworded

•11 self-storage operating properties sold during the threesix months ended MarchJune 31,30, 2026;

Reworded

Other advisory income and reimbursements comprise fixed administrative fees earned from NLOP. In May 2026, a reduction in the base administrative reimbursement paid by NLOP to us was agreed upon; effective July 1, 2026, the reimbursement is $2.0 million annually instead of $4.0 million annually (Note 3).

Reworded

During the periods presented, we earned asset management revenue from (i) NLOP and (ii) CESH (Note 3). Asset management revenues from NLOP and CESH are expected to decline as assets are soldsold. (CESH sold its last property in the first quarter of 2026).2026, after which it ceased paying asset management fees to us.

Reworded

For the three and six months ended MarchJune 31,30, 2026 as compared to the same periodperiods in 2025, depreciation and amortization expense increased by $6.6$13.8 million and $20.4 million, respectively, primarily due to accelerated depreciation and amortization related to (i) lease amendments at certain properties thatand were(ii) demolishedthe demolition of certain properties in connection with redevelopment projectsprojects, andas well as the impact of net investment activity, partially offset by the impact of disposition activity.

Added

General and Administrative

Added

For the three and six months ended June 30, 2026 as compared to the same periods in 2025, general and administrative expense increased by $1.8 million and $2.2 million, respectively, primarily due to higher employee compensation expense.

Reworded

For the three and six months ended MarchJune 31,30, 2026 as compared to the same periodperiods in 2025, property expenses, excluding reimbursable tenant costs, increased by $2.8$1.6 million and $4.4 million, respectively, primarily due to (i) demolition costs incurred at certain construction projects and (ii) expenses related to tenant vacancies (which resulted in property expenses no longer being reimbursable) and (ii) demolition costs incurred at certain construction projects..

Added

For the three and six months ended June 30, 2026 as compared to the same periods in 2025, stock-based compensation expense increased by $3.0 million and $1.3 million, respectively, primarily due to changes in projected PSU payouts.

Reworded

For the three and six months ended MarchJune 31,30, 2026 as compared to the same periodperiods in 2025, operating property expenses decreased by $7.9$8.1 million and $16.0 million, respectively, primarily due to the disposal of all of our self-storage operating properties during 2025 and 2026, as described above and in Note 14.

Removed

For the three months ended March 31, 2026 as compared to the same period in 2025, stock-based compensation expense decreased by $1.7 million, primarily due to changes in projected PSU payouts.

Reworded

For the three months ended MarchJune 31,30, 2026 as compared to the same period in 2025, interest expense increased by $9.7$7.2 million, primarily due to higher outstanding balances and interest rates on our Senior Unsecured Notes and Unsecured Revolving Credit Facility,Notes, partially offset by lower interestoutstanding ratesbalances on our Unsecured TermRevolving LoansCredit Facility and the reduction of our mortgage debt outstanding by prepaying or repaying at or close to maturity a total of $302.0 million of non-recourse mortgage loans with a weighted-average interest rate of 4.6% since January 1, 2025 (Note 10).

Added

For the six months ended June 30, 2026 as compared to the same period in 2025, interest expense increased by $16.8 million, primarily due to higher outstanding balances and interest rates on our Senior Unsecured Notes, partially offset by the reduction of our mortgage debt outstanding (as described above) (Note 10).

Added

(a)Increases for the three and six months ended June 30, 2026 as compared to the same periods in 2025 are due to our $49.9 million proportionate share of a gain recognized on the sale of a portfolio of properties by this investment during the second quarter of 2026 (Note 7).

Removed

Gain on sale of real estate, net, consists of gains and losses on (i) the sale of properties that were disposed of, net of taxes, (ii) properties subject to the exercise of a purchase option, or (iii) properties subject to a purchase agreement resulting in a lease modification during the reporting period, as more fully described in Note 4, Note 5 and Note 14.

Added

Gain on sale of real estate, net, consists of gains and losses on (i) the sale of properties that were disposed of, net of taxes, (ii) properties subject to the exercise of a purchase option, (iii) properties subject to a purchase agreement resulting in a lease modification during the reporting period, and (iv) the reclassification of foreign currency translation adjustments from accumulated other comprehensive loss to net income since we exited all investments denominated in a currency (which totaled losses of $5.5 million for the three and six months ended June 30, 2026), as more fully described in Note 4, Note 5, and Note 14.

Reworded

For the threesix months ended MarchJune 31,30, 2026 as compared to the same period in 2025, provision for income taxes increased by $3.0 million, primarily due to (i) deferred tax expense recognized during the current year period related to the establishment of valuation allowances on certain international properties, and (ii) the impact of a deferred tax benefit recognized during the prior year period as a result of an allowance for credit loss recognized on an international property.

Reworded

Operating Activities — Net cash provided by operating activities increaseddecreased by $10.0$60.8 million during the threesix months ended MarchJune 31,30, 2026 as compared to the same period in 2025, primarily due to significantly lower proceeds received from the sales of net investments in sales-type leases and higher interest expense, partially offset by an increase in cash flow generated from net investment activityactivity, higher distributions received from certain unconsolidated equity method investments (Note 7), and scheduled rent increases at existing properties, partially offset by higher interest expense.properties.

Reworded

Financing Activities — Our financing activities generally comprise borrowings and repayments under our Unsecured Revolving Credit Facility and Unsecured Term Loans, issuances and repayments of the Senior Unsecured Notes, payments of non-recourse mortgage loans, settlement of forward issuances of common equity, and payments of dividends to stockholders. During the threesix months ended MarchJune 31,30, 2026, we received $247.1$592.0 million in net proceeds from the issuance of common stock under our Equityforward Forwardsequity (Note 12).

Reworded

(a)Aggregate debt balance includes unamortized discount, net, totaling $49.4$46.6 million and $39.2 million as of MarchJune 31,30, 2026 and December 31, 2025, respectively, and unamortized deferred financing costs totaling $37.0$35.0 million and $30.1 million as of MarchJune 31,30, 2026 and December 31, 2025, respectively.

Showing the first 60 of 75 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

WPC insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 1 filing (1 insider, 1 trade date, 433 shares, about $32.0K). Net open-market shares: -433 (purchases minus sales); net value about -$32.0K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

Trade dateInsiderTransactionSharesPriceValueOwned afterFiling
2026-10-01Gass Rhonda
Director
Grant/award 469$63.83 $29.9K15,437 SEC
2026-07-01Talma Stheeman Mechthild Elisabeth
Director
Shares withheld for tax 834$70.81 $59.1K9,512 SEC
2026-07-01Talma Stheeman Mechthild Elisabeth
Director
Grant/award 2,824— —10,346 SEC
2026-07-01Beier Constantin H.
Director
Shares withheld for tax 834$70.81 $59.1K10,481 SEC
2026-07-01Beier Constantin H.
Director
Grant/award 2,824— —11,315 SEC
2026-07-01Gass Rhonda
Director
Grant/award 423$70.81 $30.0K14,818 SEC
2026-07-01Gass Rhonda
Director
Grant/award 2,824— —14,395 SEC
2026-07-01Flanagan Robert J
Director
Grant/award 2,824— —22,756 SEC
2026-07-01Farrell Peter
Director
Grant/award 2,824— —28,332 SEC
2026-07-01Niehaus Christopher
Director
Grant/award 2,824— —38,035 SEC
2026-07-01Calaway Tonit M
Director
Grant/award 2,824— —17,096 SEC
2026-07-01Lewis Margaret G
Director
Grant/award 2,824— —21,870 SEC
2026-05-06Zander Brian H
Chief Accounting Officer
Open-market sale 433$74.00 $32.0K13,882 SEC

Well-known investors holding WPC (13F)

InvestorQuarterSharesReported value% of their 13FChange vs prior quarter
Two Sigma Investments COM2026-06-30771,150$55.1M0.04%Reduced 4%
Citadel Advisors (Ken Griffin) COM2026-06-30497,875$35.6M0.02%Reduced 66%
AQR Capital Management (Cliff Asness) COM2026-06-30337,163$24.1M0.01%Added 17%
Renaissance Technologies COM2026-06-30292,200$20.9M0.03%Added 310%
D. E. Shaw & Co. COM2026-06-30291,651$20.9M0.01%Reduced 44%
Millennium Management (Israel Englander) COM2026-06-30266,214$19.0M0.01%Reduced 49%
Bridgewater Associates COM2026-06-307,392$502.4K—Sold out
First Eagle Investment Management COM2026-06-30271$19.4K0.0%Added 359%

13F reports are filed up to 45 days after quarter end and show long U.S. equity positions only; options positions are omitted here.

Coming soon: email alerts when WPC files, watchlists and downloadable comparisons.