Alexandria Real Estate Equities 10-K 2025-12-31

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2025

Commission file number 1-12993

ALEXANDRIA REAL ESTATE EQUITIES, INC.

(Exact name of registrant as specified in its charter)

26 North Euclid Avenue**,** Pasadena**,** California 91101

(Address of principal executive offices) (Zip code)

(626) 578-0777

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during

the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements

for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of

Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an

emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in

Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or

revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control

over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued

its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing

reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received

by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The aggregate market value of the shares of Common Stock held by non-affiliates of registrant was approximately $12.40 billion based on the closing price for

such shares on the New York Stock Exchange on June 30, 2025.

As of January 15, 2026, 173,300,361 shares of common stock were outstanding.

Documents Incorporated by Reference

Part III of this annual report on Form 10-K incorporates certain information by reference from the registrant’s definitive proxy statement to be filed within 120

days of the end of the fiscal year covered by this annual report on Form 10-K in connection with the registrant’s annual meeting of stockholders to be held on or

about May 12, 2026.

INDEX TO FORM 10-K

ALEXANDRIA REAL ESTATE EQUITIES, INC.

GLOSSARY

The following abbreviations or acronyms that may be used in this document

shall have the adjacent meanings set forth below:

PART I

Forward-looking statements

Certain information and statements included in this annual report on Form 10-K, including, without limitation, statements

containing the words “forecast,” “guidance,” “goals,” “projects,” “estimates,” “anticipates,” “believes,” “expects,” “intends,” “may,”

“plans,” “seeks,” “should,” “targets,” or “will,” or the negative of those words or similar words, constitute “forward-looking statements”

within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of

1934 (“Exchange Act”), as amended. Forward-looking statements involve inherent risks and uncertainties regarding events,

conditions, and financial trends that may affect our future plans of operations, business strategy, results of operations, and financial

position. A number of important factors could cause actual results to differ materially from those included within or contemplated by

the forward-looking statements, including, but not limited to, the description of risks and uncertainties in “Item 1A. Risk factors” in

this annual report on Form 10-K. Additional information regarding risk factors that may affect us is included in “Item 7. Management’s

discussion and analysis of financial condition and results of operations” in this annual report on Form 10-K. Readers of our annual

report on Form 10-K should also read our SEC and other publicly filed documents for further discussion regarding such factors.

As used in this annual report on Form 10-K, references to the “Company,” “Alexandria,” “ARE,” “we,” “us,” and “our” refer to

Alexandria Real Estate Equities, Inc. and its consolidated subsidiaries. Alexandria®, Lighthouse Design® logo, Building the Future of

Life-Changing Innovation®, That’s What’s in Our DNA®, Labspace®, Megacampus™, Alexandria Center®, Alexandria Technology

Square®, Alexandria Technology Center®, Alexandria Innovation Center®, and Alexandria Summit® are copyrights and trademarks of

Alexandria Real Estate Equities, Inc. All other company names, trademarks, and logos referenced herein are the property of their

respective owners. The following discussion should be read in conjunction with our consolidated financial statements and notes

thereto under “Item 15. Exhibits and financial statement schedules” in this annual report on Form 10-K.

Overview

We are a Maryland corporation formed in October 1994 that has elected to be taxed as a REIT for federal income tax

purposes. Alexandria Real Estate Equities, Inc. (NYSE: ARE), an S&P 500® company, is a best-in-class, mission-driven life science

REIT making a positive and lasting impact on the world. With our founding in 1994, Alexandria pioneered the life science real estate

niche. Alexandria is the preeminent and longest-tenured owner, operator, and developer of collaborative Megacampus™ ecosystems

in AAA life science innovation cluster locations, including Greater Boston, the San Francisco Bay Area, San Diego, Seattle,

Maryland, Research Triangle, and New York City. As of December 31, 2025, Alexandria has a total market capitalization of

$20.75 billion and an asset base in North America that includes 35.9 million RSF of operating properties and 3.5 million RSF of

Class A/A+ properties undergoing construction.

We develop dynamic Megacampus ecosystems that enable and inspire the world’s most brilliant minds and innovative

companies to create life-changing scientific and technological innovations. We believe in the utmost professionalism, humility, and

teamwork. Our tenants include multinational pharmaceutical companies; public and private biotechnology companies; life science

product, service, and medical device companies; digital health, advanced technology, and agtech companies; academic and medical

research institutions; U.S. government research agencies; non-profit organizations; and venture capital firms. Alexandria has a

longstanding and proven track record of developing Class A/A+ properties clustered in highly dynamic and collaborative

Megacampus environments that enhance our tenants’ ability to successfully recruit and retain world-class talent and inspire

productivity, efficiency, creativity, and success. Alexandria also provides strategic capital to transformative life science companies

through our venture capital platform. We believe our unique business model and diligent underwriting ensure a high-quality and

diverse tenant base that results in higher occupancy levels, longer lease terms, higher rental income, higher returns, and greater

long-term asset value.

As of December 31, 2025, we had 340 properties in North America consisting of approximately 39.4 million RSF of

operating properties and new Class A/A+ development and redevelopment properties under construction, including 47 operating

properties and development projects that are held by consolidated real estate joint ventures and three properties that are held by

unconsolidated real estate joint ventures. The occupancy percentage of our operating properties in North America was 90.9% as of

December 31, 2025. The 10-year average occupancy percentage of our operating properties as of December 31, 2025 was 95%.

Investment-grade or publicly traded large cap tenants represented 53% of our total annual rental revenue in effect as of

December 31, 2025. Additional information regarding our consolidated and unconsolidated real estate joint ventures is included in

“Item 7. Management’s discussion and analysis of financial condition and results of operations” in this annual report on Form 10-K.

For information regarding risk factors that may affect us, refer to “Item 1A. Risk factors” and “Item 7. Management’s discussion and

analysis of financial condition and results of operations” in this annual report on Form 10-K.

Business objective and strategies

A key element of our business strategy is our unique focus on Class A/A+ properties primarily located in collaborative

Megacampus™ ecosystems in AAA life science innovation clusters. Our Megacampus ecosystems are designed for optionality and

scalability, offering our tenants a clear path to address their growth requirements, including through our future developments and

redevelopments. Strategically located near top academic and medical research institutions and equipped with curated amenities and

services, and convenient access to transit, our Megacampus ecosystems are designed to support our tenants in attracting and retaining

top talent, which we believe is a key driver of tenant demand for our properties. Our strategy also includes drawing upon our deep,

broad, and long-standing real estate and life science industry relationships in order to retain tenants, identify and attract new and

leading tenants, and source additional real estate.

Our tenant base is broad and diverse within the life science industry. For a more detailed description of our properties and

tenants, refer to “Item 2. Properties” in this annual report on Form 10-K. We have an experienced Board of Directors (the “Board”) and

are led by an executive and senior management team with extensive experience in the real estate and life science industries.

Acquisitions

We seek to identify and acquire high-quality properties in our cluster markets. Critical evaluation of prospective property

acquisitions is an essential component of our acquisition strategy. When evaluating acquisition opportunities, we assess a full range of

matters relating to the prospective property or properties, including:

• Proximity to centers of innovation and technological advances;

• Location of the property and our strategy in the relevant market, including our Megacampus strategy;

• Quality of existing and prospective tenants;

• Condition and capacity of the building infrastructure;

• Physical condition of the structure and common area improvements;

• Quality and generic characteristics of the improvements;

• Opportunities available for leasing vacant space and for re-tenanting or renewing occupied space;

• Availability of and/or ability to add appropriate tenant amenities;

• Availability of land for future ground-up development of new space;

• Opportunities to generate higher rent through redevelopment of existing space;

• The property’s unlevered yields;

• Potential impacts of climate change and extreme weather conditions; and

• Our ability to increase the property’s long-term financial returns.

Development, redevelopment, and pre-construction

A key component of our business model is our disciplined allocation of capital to the development and redevelopment of new

Class A/A+ properties, as well as property enhancements identified during the underwriting of certain acquired properties. These efforts

are primarily concentrated in collaborative Megacampus ecosystems within AAA life science innovation clusters, as well as other

strategic locations that support innovation and growth. These projects are generally focused on providing high-quality, generic, and

reusable spaces that meet the real estate requirements of a wide range of tenants. Upon completion, each development or

redevelopment project is expected to generate increases in rental income, net operating income, and cash flows. Our development and

redevelopment projects are generally in locations that are highly desirable to high-quality entities, which we believe results in higher

occupancy levels, longer lease terms, higher rental income, higher returns, and greater long-term asset value.

Development projects generally consist of the ground-up development of generic and reusable laboratory facilities.

Redevelopment projects consist of the permanent change in use of acquired office, warehouse, or shell space into laboratory space.

We generally will not commence new development projects for aboveground construction of new Class A/A+ laboratory space without

first securing significant pre-leasing for such space, except when there is solid market demand for high-quality Class A/A+ properties.

Pre-construction activities include entitlements, permitting, design, site work, and other activities preceding commencement of

construction of aboveground building improvements. The advancement of pre-construction efforts is focused on reducing the time

required to deliver projects to prospective tenants. These critical activities add significant value for future ground-up development and

are required for the vertical construction of buildings. Ultimately, these projects will provide high-quality facilities and are expected to

generate significant revenue and cash flows.

Another key component of our business model is our redevelopment of acquired office, warehouse, or shell space into high-

quality, generic, and reusable laboratory space that can be leased at higher rental rates. Our redevelopment strategy generally includes

significant pre-leasing of projects prior to the commencement of redevelopment.

Non-real estate investments

We hold investments in publicly traded companies and privately held entities primarily involved in the life science industry. We

invest primarily in highly innovative entities whose focus on the development of therapies and products that advance human health and

transform patients’ lives is aligned with Alexandria’s purpose of making a positive and meaningful impact on the health, safety, and well-

being of the global community. Our status as a REIT limits our ability to make such non-real estate investments. Therefore, we conduct,

and will continue to conduct, our non-real estate investment activities in a manner that complies with REIT requirements.

Balance sheet and financial strategy

We seek to maximize balance sheet liquidity and flexibility, cash flows, and cash available for distribution to our stockholders

through the ownership, operation, management, and selective acquisition, development, and redevelopment of new Class A/A+

properties primarily located in collaborative Megacampus ecosystems in AAA life science innovation clusters, as well as the prudent

management of our balance sheet. In particular, we seek to maximize balance sheet liquidity and flexibility, cash flows, and cash

available for distribution to our stockholders by:

• Maintaining access to diverse sources of capital, which include, among others, net cash flows from operating activities

after dividends, incremental leverage-neutral debt supported by growth in EBITDA, strategic value harvesting and asset

recycling through real estate dispositions and sales of partial interests, non-real estate investment sales, sales of equity,

and joint venture capital;

• Maintaining significant liquidity through borrowing capacity under our unsecured senior line of credit and commercial

paper program, secured construction loans, marketable securities, issuances of forward equity contracts from time to time,

and cash, cash equivalents, and restricted cash;

• Focusing on opportunities to improve our credit profile;

• Minimizing the amount of debt maturing in a single year;

• Maintaining commitment to long-term capital to fund growth;

• Maintaining low to modest leverage;

• Minimizing variable interest rate risk;

• Generating high-quality, strong, and increasing operating cash flows;

• Selectively selling real estate assets, including land parcels, non-core operating assets, and sales of partial interests, and

reinvesting the proceeds into our development and redevelopment projects;

• Allocating capital to Class A/A+ properties located in collaborative Megacampus ecosystems in AAA life science

innovation clusters;

• Maintaining geographic diversity in intellectual centers of innovation;

• Selectively acquiring high-quality life science space in our target innovation cluster submarkets at prices that enable us to

realize attractive returns;

• Selectively developing properties in our target innovation cluster submarkets;

• Selectively redeveloping acquired office, warehouse, or shell space, or newly acquired properties, into high-quality,

generic, and reusable laboratory space that can be leased at higher rental rates in our target innovation cluster

submarkets;

• Renewing existing tenant space at higher rental rates to the extent possible;

• Minimizing tenant improvement costs;

• Improving investment returns through the leasing of vacant space and the replacing of existing tenants with new tenants

at higher rental rates;

• Executing leases with high-quality tenants and proactively monitoring tenant health;

• Maintaining solid occupancy while attaining high rental rates;

• Realizing contractual rental rate escalations; and

• Implementing effective cost control measures, including negotiating pass-through provisions in tenant leases for operating

expenses and certain capital expenditures.

Competition

In general, other laboratory and technology properties are located in close proximity to our properties. The amount of rentable

space available in any market could have a material effect on our ability to rent space and on the rental rates we can achieve for our

properties. In addition, we compete for investment opportunities with other REITs, insurance companies, pension and investment funds,

private equity entities, partnerships, developers, investment companies, owners/occupants, and foreign investors. Many of these

entities have substantially greater financial resources than we do and may be able to invest more than we can or accept more risk than

we are willing to accept. These entities may be less sensitive to risks with respect to the creditworthiness of a tenant or the overall

expected returns from real estate investments. In addition, as a result of their financial resources, our competitors may offer more free

rent concessions, lower rental rates, or higher tenant improvement allowances in order to attract tenants. These leasing incentives

could hinder our ability to maintain or raise rents and attract or retain tenants. Competition may also reduce the number of suitable

investment opportunities available to us or may increase the bargaining power of property owners seeking to sell. Competition in

acquiring existing properties and land, both from institutional capital sources and from other REITs, has been very strong over the past

several years; however, we believe we have differentiated ourselves from our competitors. With our founding in 1994, Alexandria

pioneered the life science real estate niche. Today, we are the preeminent and longest-tenured owner, operator, and developer of

collaborative Megacampus ecosystems in AAA life science innovation cluster locations. We continue to maintain and cultivate many of

the most important and strategic relationships in the life science industry.

Segment information

As of December 31, 2025, our operating segments consist of the following geographic markets: Greater Boston, San

Francisco Bay Area, San Diego, Seattle, Maryland, Research Triangle, New York City, and Texas. Refer to Note 18 – “Segment

information” to our consolidated financial statements in Item 15 in this annual report on Form 10-K for additional information.

Regulation

General

Properties in our markets are subject to various laws, ordinances, and regulations, including regulations relating to common

areas. We believe we have the necessary permits and approvals to operate each of our properties.

Americans with Disabilities Act

Our properties must comply with Title III of the Americans with Disabilities Act of 1990 (“ADA”) to the extent that such

properties are “public accommodations” as defined by the ADA. The ADA may require removal of structural barriers to permit access by

persons with disabilities in certain public areas of our properties where such removal is readily achievable. We believe that our

properties are in substantial compliance with the ADA and that we will not be required to incur substantial capital expenditures to

address the requirements of the ADA. However, noncompliance with the ADA could result in the imposition of fines or an award of

damages to private litigants. The obligation to make readily achievable accommodations is an ongoing one, and we continue to assess

our properties and make alterations as appropriate in this respect.

Environmental matters

Under various environmental protection laws, a current or previous owner or operator of real estate may be liable for

contamination resulting from the presence or discharge of hazardous or toxic substances at that property and may be required to

investigate and remediate contamination located on or emanating from that property. Such laws often impose liability without regard to

whether the owner or operator knew of, or was responsible for, the presence of the contaminants, and the liability may be joint and

several. Previous owners may have used some of our properties for industrial and other purposes, so those properties may contain

some level of environmental contamination. The presence of contamination or the failure to remediate contamination at our properties

may expose us to third-party liability or may materially adversely affect our ability to sell, lease, or develop the real estate or to borrow

capital using the real estate as collateral.

State regulations, such as California’s Connelly Act and Proposition 65, among others, require certain building owners and

operators to disclose information on the presence of asbestos or other harmful substances. Some of our properties may have asbestos-

containing building materials. Environmental laws require that asbestos-containing building materials be properly managed and

maintained and may impose fines and penalties on building owners or operators for failure to comply with these requirements. These

laws may also allow third parties to seek recovery from owners or operators for personal injury associated with exposure to asbestos-

containing building materials.

In addition, some of our tenants handle hazardous substances and wastes as part of their routine operations at our properties.

Environmental laws and regulations subject our tenants, and potentially us, to liability resulting from such activities. Environmental

liabilities could also affect a tenant’s ability to make rental payments to us. We require our tenants to comply with these environmental

laws and regulations and to indemnify us against any related liabilities.

Independent environmental consultants have conducted Phase I or similar environmental site assessments on the properties

in our portfolio. Site assessments are intended to discover and evaluate information regarding the environmental condition of the

surveyed property and surrounding properties and do not generally include soil samplings, subsurface investigations, or an asbestos

survey. To date, these assessments have not revealed any material environmental liability that we believe would have a material

adverse effect on our business, assets, or results of operations, and ongoing expenditures to comply with existing environmental

regulations are not expected to be material. Nevertheless, it is possible that the assessments on our properties have not revealed all

environmental conditions, liabilities, or compliance concerns that may have arisen after the review was completed or may arise in the

future; and future laws, ordinances, or regulations may also impose additional material environmental liabilities.

Insurance

With respect to our properties, we carry commercial general liability insurance, and all-risk property insurance, including

business interruption and loss of rental income coverage. We select policy specifications and insured limits that we believe to be

appropriate given the relative risk of loss and the cost of the coverage. In addition, we have obtained earthquake insurance for certain

properties located in the vicinity of known active earthquake zones in an amount and with deductibles we believe are commercially

reasonable. We also carry environmental insurance and title insurance policies on our properties. We generally obtain title insurance

policies when we acquire a property, with each policy covering an amount equal to the initial purchase price of each property.

Accordingly, any of our title insurance policies may be in an amount less than the current value of the related property. Additional

information about risk factors that may affect us is included in “Item 1A. Risk factors” in this annual report on Form 10-K.

Available information

Copies of our annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K, including any

amendments to the foregoing reports, are available, free of charge, through our corporate website at www.are.com as soon as is

reasonably practicable after such material is electronically filed with, or furnished to, the SEC. The current charters of our Board of

Directors’ Audit, Compensation, and Nominating & Governance Committees, along with our Corporate Governance Guidelines and

Business Integrity Policy and Procedures for Reporting Non-Compliance (the “Business Integrity Policy”), are also available on our

corporate website. Additionally, any amendments to, and waivers of, our Business Integrity Policy that apply to our Chief Executive

Officer or our Chief Financial Officer will be available free of charge on our corporate website in accordance with applicable SEC and

NYSE requirements. Written requests should be sent to Alexandria Real Estate Equities, Inc., 26 North Euclid Avenue, Pasadena,

California 91101, Attention: Investor Relations. The public may also download these materials from the SEC’s website at www.sec.gov.

Human capital

As of December 31, 2025, we had 514 employees. We place a significant focus on building loyalty and trusted relationships

across our workforce. We maintain a Business Integrity Policy that applies to all employees, and its receipt and review by each

employee is documented and verified annually. To promote an exceptional corporate culture, Alexandria monitors employee satisfaction,

actively seeks feedback, and strives to enhance our benefit offerings to meet the needs of our employees. We conduct annual

performance reviews and hold regular meetings through our talent management team to gather insights and drive continuous

improvements to the overall employee experience.

We recognize that the fundamental strength of Alexandria is driven by the contributions of each team member and that our

future growth relies on their continued success. We make substantial efforts to hire, develop, and retain talented employees, and we

have an exceptional track record of promoting highly qualified candidates from within the Company. Our executive and senior

management teams, represented by 59 individuals at the senior vice president level and above, have an average of 24 years of real

estate experience, including 13 years with Alexandria. Moreover, our executive management team alone averages 15 years of

experience with the Company. Alexandria’s executive and senior management teams have unique experience and expertise in creating,

owning, and operating highly dynamic and collaborative Megacampus ecosystems in key life science cluster locations. These teams

include regional market directors with leading reputations and long-standing relationships within the life science community in their

respective markets. We believe that our expertise, experience, reputation, and key relationships in the real estate and life science

industries provide Alexandria with significant competitive advantages in attracting new business opportunities.

Our ability to retain talent further supports our business continuity and leadership stability. From 2021 to 2025, our voluntary

and total turnover rates averaged 4.6% and 9.3%, respectively, which are below the REIT industry averages of 12.0% and 17.0%,

respectively, as reported in the 2025 Nareit Compensation & Benefits Survey (data for 2024).

Offering robust benefits to support our employees’ health and overall success

We provide a robust benefits package intended to meet and exceed the needs of our employees and their families. Our

company-sponsored benefits cover 100% of insurance premiums for both employees and their dependents and include a wide range of

offerings, such as a high-coverage, low-deductible preferred provider organization (“PPO”) medical plan, PPO dental and orthodontia

coverage, a vision plan, a comprehensive prescription drug program, infertility and family planning benefits, short-term and long-term

disability benefits, and life and accidental death and dismemberment coverage.

Investing in professional development and training

We provide meaningful opportunities for growth and development through a variety of learning opportunities, including

development programs that leverage one-on-one support, social learning, instructor-led trainings, on-demand trainings and resources,

and a highly utilized mentoring program. Development programs and trainings cover topics such as leadership development, project

management, business writing, change management, interviewing, presentations, productivity, goal setting, delegation, communication,

and feedback. Our mentoring program enables employees to partner with senior leaders throughout the organization for support and

career guidance.

Overview

The following risk factors may adversely affect our overall business, financial condition, results of operations, and cash flows;

our ability to make distributions to our stockholders; our access to capital; or the market price of our common stock, as further described

in each risk factor below. In addition to the information set forth in this annual report on Form 10-K, one should carefully review and

consider the information contained in our other reports and periodic filings that we make with the SEC. Those risk factors could

materially affect our overall business, financial condition, results of operations, and cash flows; our ability to make distributions to our

stockholders; our access to capital; or the market price of our common stock. The risks that we describe in our public filings are not the

only risks that we face. Additional risks and uncertainties not presently known to us, or that we currently consider immaterial, also may

materially adversely affect our business, financial condition, and results of operations. Additional information regarding forward-looking

statements is included in the beginning of Part I in this annual report on Form 10-K.

Risk factors summary

An investment in our securities involves various risks. Such risks, including those set forth in the summary of material risks in

this Item 1A, should be carefully considered before purchasing our securities.

Risks related to operating factors

• We may be unable to identify and complete acquisitions, investments, or development or redevelopment projects or to

successfully and profitably operate properties.

• We could default on our ground leases or be unable to renew or re-lease our land or space on favorable terms or at all.

Our tenants may also be unable to pay us rent.

• The cost of maintaining and improving the quality of our properties may be higher than anticipated, and we may be unable

to pass any increased operating costs through to our tenants, which can result in reduced cash flows and profitability.

• We could be held liable for environmental damages resulting from our tenants’ use of hazardous materials, or from

harmful mold, poor air quality, or other defects from our properties, or we could face increased costs in complying with

other environmental laws.

• The loss of services of any of our senior officers or key employees and increased competition for skilled personnel could

adversely affect us and/or increase our labor costs.

• We rely on a limited number of vendors to provide utilities and other services at our properties, and disruption in such

services may have an adverse effect on our operations and financial condition.

• Our insurance policies may not adequately cover all of our potential losses, or we may incur costs due to the financial

condition of our insurance carriers.

• We may change business policies without stockholder approval.

• Failure to maintain effective internal control over financial reporting could have a material adverse effect on our business.

• If we failed to qualify as a REIT, we would be taxed at corporate rates and would not be able to take certain deductions

when computing our taxable income.

• We may not be able to raise sufficient capital to fund our operations due to adverse changes in our credit ratings, our

inability to refinance our existing debt or issue new debt, or our inability to sell existing real estate and non-real estate

assets timely or at optimal prices.

• We may invest or spend the net proceeds from our equity or debt offerings in ways with which our investors may not agree

and in ways that may not earn a profit.

• Our debt service obligations may restrict our ability to engage in some business activities or cause other adverse effects

on our business.

• We face risks and liabilities associated with our investments (including those in connection with short-term liquid

investments) and the companies in which we invest (including properties owned through partnerships, limited liability

companies, and joint ventures, as well as through our non-real estate venture investment portfolio), which expose us to

risks similar to those of our tenant base and additional risks inherent in venture capital investing. We may be limited in our

ability to diversify or monetize our investments.

Risks related to market and industry factors

• There are limits on ownership of our stock under which a stockholder may lose beneficial ownership of its shares, as well

as certain provisions of our charter and bylaws that may delay or prevent transactions that otherwise may be desirable to

our stockholders.

• Possible future sales of shares of our common stock could adversely affect its market price.

• We are dependent on the health of the life science industry, and changes within this industry, increased competition, or the

inability of our tenants and non-real estate equity investments within this industry to obtain funding for research,

development, and other operations may adversely impact their ability to make rental payments to us or adversely impact

their value.

• Market disruption and volatility, poor economic conditions in the capital markets and global economy, including in

connection with a widespread pandemic or outbreak of a highly infectious or contagious disease, and tight labor markets

could adversely affect the value of the companies in which we hold equity investments or the ability of tenants and the

companies in which we invest to continue operations, raise additional capital, or access capital from venture capital

investors or financial institutions on favorable terms or at all.

Risks related to government and global factors

• Actions, policy, or key leadership changes in government agencies, or changes to laws or regulations, including those

related to tax, accounting, debt, derivatives, government spending, or funding (including those related to the FDA, the

NIH, the SEC, and other agencies), support of early stage research, FDA effectiveness, tariffs, and drug and healthcare

pricing, costs, and programs could have a significant negative impact on the overall economy, our tenants and companies

in which we invest, and our business.

• Partial or complete government shutdown resulting in temporary closures of agencies could adversely affect our tenants

(some of which are also government agencies) and the companies in which we invest, including delays in the

commercialization of such companies’ products, decreased funding of research and development (“R&D”), or delays

surrounding approval of budget proposals.

• The outbreak of any highly infectious or contagious disease could adversely impact our financial condition and results of

operations, and/or that of our tenants and non-real estate investments.

Risks related to general and other factors

• Social, political, and economic instability, unrest, significant changes, and other circumstances beyond our control,

including circumstances related to changes in the U.S. political landscape, could adversely affect our business operations.

• Seasonal weather conditions, climate change and severe weather, changes in the availability of transportation or labor,

and other related factors may affect our ability to conduct business, the products and services of our tenants, or the

availability of such products and services of our tenants and the companies in which we invest.

• We may be unable to meet our sustainability goals.

• Changes in privacy and information security laws, regulations, policies, and contractual obligations related to data privacy

and security, or our failure to comply with such requirements, could subject us to fines or penalties or increase our cost of

doing business, compliance risks, and potential liability and otherwise adversely affect our business or results of

operations.

• System failures or security incidents through cyberattacks, intrusions, or other me

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None.

Risk management and strategy

Our corporate information technology, communication networks, enterprise applications, accounting and financial reporting

platforms, and related systems, and those that we offer to our tenants are necessary for the operation of our business. We use these

systems, among others, to manage our tenant and vendor relationships, for internal communications, for accounting to operate our

record-keeping function, and for many other key aspects of our business. Our business operations rely on the secure collection,

storage, transmission, and other processing of proprietary, confidential, and other sensitive data.

We have implemented and maintain various information security processes designed to identify, assess, and manage material

risks from cybersecurity threats to our critical computer networks, third-party hosted services, communications systems, hardware and

software, and our critical data, including intellectual property, confidential information that is proprietary, strategic or competitive in

nature, and tenant data (collectively, “Information Systems and Data”).

We rely on a multidisciplinary team, including our information security function, legal department, management, and third-party

service providers, as described further below, to identify, assess, and manage cybersecurity threats and risks. We identify and assess

risks from cybersecurity threats by monitoring and evaluating our threat environment and our risk profile using various methods

including, for example, using manual and automated tools, subscribing to reports and services that identify cybersecurity threats,

analyzing reports of threats and threat actors, conducting scans of the relevant-threat environment, evaluating our industry’s risk profile,

utilizing internal and external audits, and conducting threat and vulnerability assessments.

Depending on the environment, we implement and maintain various technical, physical, and organizational measures,

processes, standards, and/or policies designed to manage and mitigate material risks from cybersecurity threats to our Information

Systems and Data, including risk assessments, incident detection and response, vulnerability management, disaster recovery and

business continuity plans, internal controls within our accounting and financial reporting functions, encryption of data, network security

controls, access controls, physical security, asset management, systems monitoring, vendor risk management program, employee

training, and penetration testing.

We work with third parties from time to time that assist us to identify, assess, and manage cybersecurity risks, including

professional services firms, consulting firms, threat intelligence service providers, and penetration testing firms.

To operate our business, we utilize certain third-party service providers to perform a variety of functions. We seek to engage

reliable, reputable service providers that maintain cybersecurity programs. Depending on the nature of the services provided, the

sensitivity and quantity of information processed, and the identity of the service provider, our vendor management process may include

reviewing the cybersecurity practices of such provider, contractually imposing obligations on the provider, conducting security

assessments, and conducting periodic reassessments during their engagement.

We are not aware of any risks from cybersecurity threats, including as a result of any cybersecurity incidents, which have

materially affected or are reasonably likely to materially affect our Company, including our business strategy, results of operations, or

financial condition. Refer to “Item 1A. Risk factors” in this annual report on Form 10-K, including “If our information technology networks

or data, or those of third parties with whom we work, are or were disrupted or otherwise compromised, we could experience adverse

consequences resulting from such compromise, including, but not limited to, costly remediation or other expenses, liability under federal

and state laws, litigation and investigations, reputational damage, disruptions to our business operations, decreased cash flows, and

other adverse consequences,” for additional discussion of cybersecurity-related risks.

Governance

Our Board of Directors holds oversight responsibility over the Company’s strategy and risk management, including material

risks related to cybersecurity threats. This oversight is executed directly by the Board of Directors and through its committees. The Audit

Committee of the Board of Directors (the “Audit Committee”) oversees the management of systemic risks, including cybersecurity, in

accordance with its charter. The Audit Committee engages in regular discussions with management regarding the Company’s significant

financial risk exposures and the measures implemented to monitor and control these risks, including those that may result from material

cybersecurity threats. These discussions include the Company’s risk assessment and risk management policies.

Our management, represented by our EVP – Chief Technology Officer, Greg C. Thomas, and our Chief Financial Officer and

Treasurer, Marc E. Binda, leads our cybersecurity risk assessment and management processes and oversees their implementation and

maintenance.

Greg C. Thomas is an experienced information technology professional in our information technology department and has

served as our Chief Technology Officer since 2018. He works with the Company’s internal information technology department and

external partners to monitor and improve our cybersecurity capabilities. Mr. Thomas possesses a proven real estate industry track

record of guiding organizations through strategic technology, organizational, risk mitigation, process improvement initiatives, and digital

transformations. He also possesses extensive experience in technology and cybersecurity, gained over his career spanning more than

30 years, including as Chief Information Officer at two other large real estate firms, as well as in leadership roles within the real estate

industry technology practices of Ernst & Young LLP and Deloitte LLP. He earned Bachelor of Science degrees in Systems Analysis and

Finance from Miami University.

Marc E. Binda, CPA, is an experienced risk management professional in our finance and risk management function and has

served as Chief Financial Officer since September 2023 and as Treasurer since April 2018. Mr. Binda previously served as Executive

Vice President – Finance and Treasurer from June 2019 to September 2023, as Senior Vice President – Finance and Treasurer from

April 2018 to June 2019, as Senior Vice President – Finance from April 2012 to April 2018, and in other capacities from January 2005 to

April 2012. Mr. Binda currently oversees key functions for the Company’s accounting, finance, and treasury strategies, including risk

management. In addition, Mr. Binda leads the Company’s cybersecurity risk oversight and the development and enhancement of

internal controls designed to prevent, detect, address, and mitigate the risk of cyber incidents.

Management, in coordination with our information technology department, is responsible for hiring appropriate personnel,

helping to integrate cybersecurity risk considerations into the Company’s overall risk management strategy, and communicating key

priorities to relevant personnel. Management is responsible for approving budgets, approving cybersecurity processes, and reviewing

cybersecurity assessments and other cybersecurity-related matters.

Our cybersecurity incident response and vulnerability management processes are designed to escalate certain cybersecurity

incidents to members of management depending on the circumstances. Management, including our Chief Technology Officer and Chief

Financial Officer and Treasurer, serves on the Company’s incident response team to help the Company mitig

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In 2006, ARE-East River Science Park, LLC, a subsidiary of Alexandria Real Estate Equities, Inc., was granted an option to

incorporate a land parcel adjacent to and north of the Alexandria Center® for Life Science – New York City (“ACLS-NYC”) campus

(“Option Parcel”) into the existing ground lease of that campus. The Option Parcel will allow ARE-East River Science Park, LLC to

develop a future world-class life science building within the ACLS-NYC campus. ARE-East River Science Park, LLC’s investment in pre-

construction costs related to the development of the Option Parcel, including costs related to design, engineering, environmental,

survey/title, and permitting and legal costs, aggregated $178.1 million as of December 31, 2025.

On August 6, 2024, ARE-East River Science Park, LLC filed a lawsuit in the U.S. District Court for the Southern District of New

York against its landlord, New York City Health + Hospitals Corporation (“H+H”), and the New York City Economic Development

Corporation (“EDC”). On January 24, 2025, ARE-East River Science Park, LLC filed a first amended complaint. The lawsuit alleges two

principal claims against H+H and EDC: fraud in the inducement, and, in the alternative, breach of contract in violation of the implied

covenant of good faith and fair dealing. As alleged in the complaint, ARE-East River Science Park, LLC’s claims arise from H+H’s and

EDC’s misrepresentations and concealment of material facts in connection with a floodwall, which H+H and EDC are seeking to require

ARE-East River Science Park, LLC to integrate into the development of the Option Parcel. ARE-East River Science Park, LLC alleges

that H+H’s and EDC’s misconduct have prevented it from commencing the development of the Option Parcel. In light of the pending

litigation, the closing date for our option and thus the commencement date for construction of the third tower at the campus are

presently indeterminate. Among other things, ARE-East River Science Park, LLC is seeking significant damages and equitable relief

from the court to confirm our understanding that the option is in full force and effect.

This matter exposes us to potential losses ranging from zero to the full amount of the investment in the project aggregating

$178.1 million as of December 31, 2025, depending on any collection of damages and/or the ability to develop the project. We

performed a probability-weighted recoverability analysis based on initial estimates of various possible outcomes and determined no

impairment was present as of December 31, 2025.

Not applicable.

PART II

OF EQUITY SECURITIES

Market Information

Our common stock is traded on the NYSE under the symbol “ARE.” On January 15, 2026, the last reported sales price per

share of our common stock was $57.26, and there were 512 holders of record of our common stock (excluding beneficial owners whose

shares are held in the name of Cede & Co.).

To maintain our qualification as a REIT, we must make annual distributions to stockholders of at least 90% of our taxable

income for the current taxable year, determined without regard to deductions for dividends paid and excluding any net capital gains.

Under certain circumstances, we may be required to make distributions in excess of cash flows available for distribution to meet these

distribution requirements. In such a case, we may borrow funds or may raise funds through the issuance of additional debt or equity

capital. No dividends can be paid on our common stock unless we have paid full cumulative dividends on our preferred stock. As of

December 31, 2025, we had no outstanding shares of preferred stock. Future distributions on our common stock will be determined by,

and made at the discretion of, our Board of Directors and will depend on a number of factors, including actual cash available for

distribution to our stockholders, our financial condition and capital requirements, the annual distribution requirements under the REIT

provisions of the Internal Revenue Code, restrictions under Maryland law, and such other factors as our Board of Directors deems

relevant. We cannot assure our stockholders that we will make any future distributions.

Refer to “Item 12. Security ownership of certain beneficial owners and management and related stockholder matters” in this

annual report on Form 10-K for information on securities authorized for issuance under equity compensation plans.

Issuer Purchases of Equity Securities

On December 9, 2024, we announced that our Board of Directors authorized a share repurchase program allowing the

repurchase of shares with an aggregate value up to $500.0 million until December 31, 2025 in the open market, through privately

negotiated transactions, or otherwise, in accordance with all applicable securities laws and regulations, including Rule 10b-18 of the

Exchange Act.

During January and February of 2025, we repurchased 2,152,293 shares of common stock aggregating $208.1 million at an

average price per share of $96.71, with approximately $241.8 million remaining available for additional share repurchases. No further

purchases were made under this program.

The following table summarizes share repurchases executed under this program during the twelve months ended

December 31, 2025:

On December 8, 2025, we announced that our Board of Directors authorized a new share repurchase program that allows the

repurchase of shares with an aggregate value of up to $500.0 million through December 31, 2026 in the open market, through privately

negotiated transactions, or otherwise, in accordance with all applicable securities laws and regulations, including Rule 10b-18 of the

Exchange Act. This new program replaced our prior stock repurchase program. As of the date of this report, no purchases have been

made under the new program and $500.0 million remains available for future share repurchases.

The following discussion should be read in conjunction with our consolidated financial statements and notes thereto under

“Item 15. Exhibits and financial statement schedules” in this annual report on Form 10-K. Forward-looking statements involve inherent

risks and uncertainties regarding events, conditions, and financial trends that may affect our future plans of operations, business

strategy, results of operations, and financial position. A number of important factors could cause actual results to differ materially from

those included within or contemplated by such forward-looking statements, including, but not limited to, those described within this “Item

7. Management’s discussion and analysis of financial condition and results of operations” in this annual report on Form 10-K. We do not

undertake any responsibility to update any of these factors or to announce publicly any revisions to any of the forward-looking

statements contained in this or any other document, whether as a result of new information, future events, or otherwise.

As used in this annual report on Form 10-K, references to the “Company,” “Alexandria,” “ARE,” “we,” “us,” and “our” refer to

Alexandria Real Estate Equities, Inc. and its consolidated subsidiaries.

Executive summary

Operating results

For additional information, refer to “Funds from operations and funds from operations, as adjusted, attributable to Alexandria

Real Estate Equities, Inc.’s common stockholders” under “Definitions and reconciliations” and to the tabular presentation of these items

in “Results of operations” in Item 7 in this annual report on Form 10-K.

A best-in-class REIT with a high-quality, diverse tenant base, strong margins, and long lease terms

Solid leasing volume

• Leasing volume aggregating 4.2 million RSF for the year ended December 31, 2025.

• Leasing of previously vacant space aggregating 393,376 RSF, up 98%, over the quarterly average over the last five

quarters.

• Rental rates on lease renewals and re-leasing of space increased by 7.0% and 3.5% (cash basis) for the year ended

December 31, 2025.

• 82% of our leasing activity in 2025 was generated from our existing tenant base.

Key operating metrics

• Total revenues of $3.03 billion, down 2.9%, for the year ended December 31, 2025, compared to $3.12 billion for the year

ended December 31, 2024. Excluding dispositions completed after January 1, 2024, total revenues would have increased by

2.3% for the year ended December 31, 2025.

• Net operating income (cash basis) of $1.98 billion for the year ended December 31, 2025 increased by $1.7 million, or 0.1%,

compared to the year ended December 31, 2024.

• Change in net operating income (cash basis) includes the impact of operating properties disposed of after January 1,

2024. Excluding these dispositions, net operating income (cash basis) for the year ended December 31, 2025 would have

increased by 6.2% compared to 2024.

• Same property net operating income decreased by 3.5% and increased by 0.9% (cash basis) for the year ended

December 31, 2025, compared to the year ended December 31, 2024.

• 92.5% same properties’ average occupancy for the year ended December 31, 2025, compared to 95.2% average

occupancy for the year ended December 31, 2024.

Continued successful management and reduction of general and administrative expenses

• General and administrative expenses as a percentage of net operating income for the year ended December 31, 2025 were

5.6%—the lowest level in the past ten years for the Company and approximately half the average of other S&P 500 REITs. In

2025, we realized cost reductions of $51.3 million, or 30%, compared to the year ended December 31, 2024, primarily from

cost-control and efficiency initiatives. Some of these cost savings are temporary in nature, and we anticipate that

approximately half of the cost reduction achieved in 2025 will continue in 2026.

• Compared to the general and administrative expenses for the year ended December 31, 2024, we expect to achieve a

savings of $76 million of cumulative general and administrative expense in 2025 and 2026 based upon the midpoint of our

guidance range for 2026 general and administrative expenses.

Dividend strategy to share net cash flows from operating activities with stockholders while retaining a significant portion for reinvestment

• Common stock dividend declared of $0.72 per share for the three months ended December 31, 2025, representing a 45%

reduction from the quarterly dividend declared of $1.32 for the three months ended September 30, 2025.

• The decision to reduce the declared dividend per common share reflects our commitment to maintaining the strength of our

balance sheet, enhancing financial flexibility, and preserving liquidity of approximately $410 million on an annual basis, which

will be used to support our 2026 capital plan.

• Significant net cash flows provided by operating activities after dividends retained for reinvestment aggregating $2.36 billion for

the years ended December 31, 2021 through 2025.

• Dividend yield of 5.9% as of December 31, 2025 and dividend payout ratio of 33% for the three months ended December 31,

Successful execution of Alexandria’s capital recycling strategy

We exceeded the midpoint of our 2025 guidance for dispositions and sales of partial interests by completing $1.81 billion of

funding, primarily from sales of non-core assets and land, as well as sales to owner/users. During the three months ended December

31, 2025, we completed $1.47 billion of dispositions. As of December 31, 2025, the book value of our real estate assets designated as

held for sale aggregated $581.7 million. We expect to sell these assets in 2026. Refer to “Dispositions and sales of partial interests” in

(1)Excludes the exchange of partial interests in two consolidated real estate joint ventures, Pacific Technology Park and 199 East Blaine Street, during the three months

ended September 30, 2025.

Increased occupancy and leasing progress on temporary vacancy

(1)Refer to “Projected results” in item 7 for key considerations on guidance for the three months ending March 31, 2026.

(2)Represents temporary vacancies as of December 31, 2025 aggregating 899,259 RSF, primarily in the Greater Boston, San Francisco Bay Area, and Seattle markets,

that are leased and expected to be occupied upon completion of building and/or tenant improvements. The weighted-average expected delivery date is approximately

August 2026 and the expected annual rental revenue is approximately $52 million.

Reduction of capital spend and funding needs

• During the three months ended December 31, 2025, we reduced future construction funding requirements across our active

pipeline by: i) selling or designating three projects as held for sale and ii) pivoting one project to a lower investment strategy;

enabling us to redeploy future construction savings and sale proceeds into opportunities aligned with our long‑term

Megacampus™ strategy.

• We reduced the overall size of our future construction funding needs on current development and redevelopment projects

by more than $300 million over the next few years.

• 3% reduction in non-income-producing assets to 17% as a percentage of gross assets.

• We are evaluating business strategy for four additional projects.

Alexandria’s development and redevelopment pipeline delivered incremental annual net operating income of $10 million*, commencing*

during the three months ended December 31, 2025*,* with an additional $97 million of incremental annual net operating income

anticipated to deliver by 4Q26 primarily from projects that are 86% leased/negotiating*.*

• During the three months ended December 31, 2025, we placed into service one development project aggregating 139,979

RSF that is 100% occupied at 10075 Barnes Canyon Road in our Sorrento Mesa submarket and delivered incremental annual

net operating income of $10 million.

• Annual net operating income (cash basis) from recently delivered projects is expected to increase by $26 million upon the

burn-off of initial free rent, which has a weighted-average remaining period of approximately six months.

• 77% of the RSF in our total development and redevelopment pipeline is within our Megacampus ecosystems.

(1)Includes expected partial deliveries through 2026 from projects expected to stabilize in 2027-2028, including speculative future leasing that is not yet fully

committed. Refer to the initial and stabilized occupancy years under “New Class A/A+ development and redevelopment properties: current projects” in Item 2 for

additional information.

(2)Represents the RSF of projects expected to stabilize in 2026. Does not include RSF for partial deliveries through 2026 from projects expected to stabilize in

2027-2028.

(3)Represents the current leased/negotiating percentage of development and redevelopment projects that are expected to stabilize through 2026.

Trends that may affect our future results

Currently identified key market trends and uncertainties that had or may have a negative effect on our business are discussed

below. Although we seek to minimize the risks posed by these trends and uncertainties as discussed in the mitigating factors section

below, there can be no assurance that these measures will be successful in preventing material impacts on our future results of

operations, financial position, and cash flows. Refer to “Item 1A. Risk factors” in this annual report on Form 10-K for discussion of

additional risks we face.

New supply and reduced demand for life science space may continue to negatively affect our rental rates, occupancy, and

operating results.

• Influx of supply. During and after the COVID-19 pandemic, the shift toward hybrid and remote work arrangements as well as

exceptionally strong demand for life science space, driven by public health urgency and supported by historically low interest

rates, prompted certain office and other real estate investors to repurpose underutilized office spaces into laboratory facilities,

initiating a wave of new development activity across the sector. Our success and the success of other laboratory operators

prompted new and existing developers to commence speculative redevelopment and/or development laboratory projects in

anticipation of demand for such facilities. These conversion and speculative development projects have contributed to a

significant influx of new laboratory properties in our top three markets—Greater Boston, San Diego, and the San Francisco

Bay Area. Life science real estate availability in these top markets—measured as the percentage of life-science RSF available

relative to total life-science RSF—rose to approximately 29% during the year ended December 31, 2025, from approximately

4% in 2021. This surge created supply that materially exceeded current demand. As pandemic-driven urgency faded, the

amount of available space became the dominant factor influencing tenant activity, with absorption unable to match the influx of

supply.

• Decrease in demand. Adding to these challenges, life science tenant demand—after reaching historically high levels in 2021—

has moderated significantly. The average tenant demand, measured by life-science tenants’ RSF requirements, has declined

by more than 60% during the year ended December 31, 2025 compared to 2021 across our top three markets: Greater

Boston, San Francisco Bay Area, and San Diego. This reflected a shift from extraordinary tenant demand driven by pandemic-

related urgency to levels more co

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Interest rate risk

The primary market risk to which we believe we may be exposed is interest rate risk, which may result from many factors,

including government monetary and tax policies, domestic and international economic and political considerations, and other factors

that are beyond our control.

In order to modify and manage the interest rate characteristics of our outstanding debt and to limit the effects of interest rate

risks on our operations, we may utilize a variety of financial instruments, including interest rate hedge agreements, caps, floors, and

other interest rate exchange contracts. The use of these types of instruments to hedge a portion of our exposure to changes in interest

rates may carry additional risks, such as counterparty credit risk and the legal enforceability of hedge agreements. As of December 31,

2025, we did not have any outstanding interest rate hedge agreements.

Our future earnings and fair values relating to our outstanding debt are primarily dependent upon prevalent market rates of

interest. The following tables illustrate the effect of a 1% change in interest rates, assuming a zero percent interest rate floor, on our

fixed- and variable-rate debt as of December 31, 2025 and 2024 (in thousands):

These amounts are determined by considering the effect of the hypothetical interest rates on our borrowings as of

December 31, 2025 and 2024, respectively. These analyses do not consider the effects of the reduced level of overall economic activity

that could exist in such an environment. Furthermore, in the event of a change of such magnitude, we would consider taking actions to

further mitigate our exposure to the change. Because of the uncertainty of the specific actions that would be taken and their possible

effects, the sensitivity analyses assume no changes in our capital structure.

Equity price risk

We have exposure to equity price market risk because we hold equity investments in publicly traded companies and privately

held entities. All of our investments in actively traded public companies are reflected in our consolidated balance sheets at fair value.

Our investments in privately held entities that report NAV per share are measured at fair value using NAV as a practical expedient to fair

value. Our equity investments in privately held entities that do not report NAV per share are measured at cost less impairments,

adjusted for observable price changes during the period. Changes in fair value of public investments, changes in NAV per share

reported by privately held entities, and observable price changes of privately held entities that do not report NAV per share are

classified as investment income (loss) in our consolidated statements of operations. There is no assurance that future declines in value

will not have a material adverse effect on our future results of operations. The following table illustrates the effect that a 10% change in

the value of our equity investments would have on earnings as of December 31, 2025 and 2024 (in thousands):

Foreign currency exchange rate risk

We have exposure to foreign currency exchange rate risk related to our operations in Canada. The functional currency of our

Canadian subsidiaries is the Canadian dollar. Gains or losses resulting from the translation of these subsidiaries’ balance sheets and

statements of operations are classified in accumulated other comprehensive income (loss) as a separate component of total equity and

are excluded from net income (loss). Gains or losses will be reflected in our consolidated statements of operations when there is a sale

or partial sale of our investment in these operations or upon a complete or substantially complete liquidation of the investment. The

following tables illustrate the effect that a 10% change in Canadian dollar exchange rates relative to the USD would have on our

potential future earnings and on the fair value of our net investment in Canadian subsidiaries, based on our current operating assets

outside the U.S. as of December 31, 2025 and 2024 (in thousands):

(1)Refer to Note 11 – “Hedge agreements” to our consolidated financial statements for additional information. We did not have any outstanding hedge agreements as of

and during the year ended December 31, 2024.

The sensitivity analyses assume a parallel shift of all foreign currency exchange rates with respect to the U.S. dollar; however,

foreign currency exchange rates do not typically move in such a manner, and actual results may differ materially.

Our exposure to market risk elements for the year ended December 31, 2025 was consistent with the risk elements presented

above, including the effects of changes in interest rates, equity prices, and foreign currency exchange rates.

The information required by this Item is included as a separate section in this annual report on Form 10-K. Refer to “Item 15.

Exhibits and financial statement schedules.”

None.

Evaluation of disclosure controls and procedures

As of December 31, 2025, we had performed an evaluation, under the supervision of our principal executive officers and

principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures. These controls and

procedures have been designed to ensure that information required for disclosure is recorded, processed, summarized, and reported

within the requisite time periods. Based on our evaluation, the principal executive officers and principal financial officer concluded that

our disclosure controls and procedures were effective as of December 31, 2025.

Changes in internal control over financial reporting

There has not been any change in our internal control over financial reporting during the three months ended December 31,

2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Management’s annual report on internal control over financial reporting

The management of Alexandria Real Estate Equities, Inc. and its subsidiaries (the “Company”) is responsible for establishing

and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in

Rule 13a-15(f) and 15d-15(f) promulgated under the Securities Exchange Act of 1934, as amended, and is a process designed by, or

under the supervision of, the CEOs and the CFO and effected by the Company’s Board of Directors, management, and other personnel

to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external

reporting purposes in accordance with GAAP. The Company’s internal control over financial reporting includes those policies and

procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and

dispositions of assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial

statements in accordance with GAAP, and that receipts and expenditures are being made only in accordance with the authorizations of

the Company’s management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of

unauthorized acquisition, use, or disposition of assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of

changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management has assessed the effectiveness of the Company’s internal control over financial reporting as of December 31,

2025 and 2024. In making its assessment, management has utilized the criteria set forth in the 2013 framework issued by the

Committee of Sponsoring Organizations of the Treadway Commission in Internal Control – Integrated Framework (COSO 2013).

Management concluded that based on its assessment, the Company’s internal control over financial reporting was effective as of

December 31, 2025. The effectiveness of our internal control over financial reporting as of December 31, 2025 has been audited by

Ernst & Young LLP, an independent registered accounting firm, as stated in its report, which is included herein.

Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Alexandria Real Estate Equities, Inc.

Opinion on Internal Control Over Financial Reporting

We have audited Alexandria Real Estate Equities, Inc.’s internal control over financial reporting as of December 31, 2025, based on

criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway

Commission (2013 framework) (the COSO criteria). In our opinion, Alexandria Real Estate Equities, Inc. (the Company) maintained, in

all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB),

the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of

operations, comprehensive income, changes in stockholders’ equity and noncontrolling interests and cash flows for each of the three

years in the period ended December 31, 2025 and the related notes and financial statement schedule listed in the Index at Item 15(a)

and our report dated January 26, 2026, expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of

the effectiveness of internal control over financial reporting included in the accompanying Management’s annual report on internal

control over financial reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting

based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the

Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange

Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to

obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness

exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing

such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our

opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of

financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting

principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the

maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the

company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in

accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in

accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding

prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect

on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of

any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in

conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Ernst & Young LLP

Los Angeles, California

January 26, 2026

Disclosure of 10b5-1 plans

During the three months ended December 31, 2025, the following officers had adopted a “Rule 10b5-1 trading arrangement”

as follows:

On December 15, 2025, Marc E. Binda, our Chief Financial Officer and Treasurer, entered into a Rule 10b5-1 trading

arrangement providing for the sale, from time to time, of up to 23,368 shares of common stock through December 1, 2026.

On December 10, 2025, Hart Cole, our Co-President and Co-Regional Market Director – Seattle, entered into a Rule 10b5-1

trading arrangement providing for the sale, from time to time, of up to 20,000 shares of common stock through January 29, 2027.

On December 15, 2025, Hallie E. Kuhn, our Executive Vice President – Capital Markets and Co-Lead – Life Science, entered

into a Rule 10b5-1 trading arrangement providing for the sale, from time to time, of up to 2,574 shares of common stock through

October 16, 2026.

Each of the aforementioned trading plans was entered into during an open insider trading window and is intended to satisfy the

affirmative defense of Rule 10b5-1(c) under the Exchange Act and our insider trading policy.

No other officers or directors had any contract, instruction, or written plan for the purchase or sale of our securities that was

intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

Not applicable.

PART III

The information required by this Item is incorporated herein by reference from our definitive proxy statement for our 2026

annual meeting of stockholders to be filed pursuant to Regulation 14A within 120 days after the end of our fiscal year (the “2026 Proxy

Statement”) under the captions “Directors and Executive Officers” and “Corporate Governance Matters.”

Insider trading policies and procedures

The Company has adopted insider trading policies and procedures governing the purchase, sale, and/or other dispositions of

the Company’s securities by directors, officers, and employees, or the Company itself, that are reasonably designed to promote

compliance with insider trading laws, rules and regulations, and the listing standards applicable to the Company (the “Insider Trading

Policy”). The Company’s Insider Trading Policy is filed as Exhibit 19.1 to this annual report on Form 10-K.

The information required by this Item is incorporated herein by reference from our 2026 Proxy Statement.

MATTERS

The following table sets forth information on the Company’s equity compensation plan as of December 31, 2025:

Equity Compensation Plan Information

The other information required by this Item is incorporated herein by reference from our 2026 Proxy Statement under the

caption “Security Ownership of Certain Beneficial Owners and Management.”

The information required by this Item is incorporated herein by reference from our 2026 Proxy Statement under the captions

“Certain Relationships and Related Transactions,” “Policies and Procedures with Respect to Related-Person Transactions,” and

“Director Independence.”

The information required by this Item is incorporated herein by reference from our 2026 Proxy Statement under the caption

“Fees Billed by Independent Registered Public Accountants.”

PART IV

(a)(1) and (2)Financial Statements and Financial Statement Schedule

The financial statements and financial statement schedule required by this Item are included as a separate section in this

annual report on Form 10-K beginning on page F-1.

(a)(3) Exhibits

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