Alexandria Real Estate Equities 10-Q 2026-03-31

Filed 2026-04-27. 8 sections, 484K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission file number 1-12993

ALEXANDRIA REAL ESTATE EQUITIES, INC.

(Exact name of registrant as specified in its charter)

Maryland95-4502084
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)

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

(Address of principal executive offices) (Zip code)

(626) 578-0777

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareARENew York Stock Exchange

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 and

posted 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 and post 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.

Large accelerated filer☒Smaller reporting company☐
Accelerated filer☐Emerging growth company☐
Non-accelerated filer☐

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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 15, 2026, 174,269,480 shares of common stock, par value $0.01 per share, were outstanding.

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TABLE OF CONTENTS

Page
PART I – FINANCIAL INFORMATION
Item 1.FINANCIAL STATEMENTS (UNAUDITED)
Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025 ..........................................................1
Consolidated Financial Statements for the Three Months Ended March 31, 2026 and 2025:
Consolidated Statements of Operations ...................................................................................................................2
Consolidated Statements of Comprehensive Income ............................................................................................3
Consolidated Statements of Changes in Stockholders’ Equity and Noncontrolling Interests ..........................4
Consolidated Statements of Cash Flows ................................................................................................................6
Notes to Consolidated Financial Statements ....................................................................................................................8
Item 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ........................................................................................................................................................................45
Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK .........................................................116
Item 4.CONTROLS AND PROCEDURES .....................................................................................................................................117
PART II – OTHER INFORMATION
Item 1.LEGAL PROCEEDINGS ......................................................................................................................................................118
Item 1A.RISK FACTORS ....................................................................................................................................................................118
Item 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS ...................................................118
Item 5.OTHER INFORMATION .......................................................................................................................................................118
Item 6.EXHIBITS ...............................................................................................................................................................................119
SIGNATURES .................................................................................................................................................................................................120

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GLOSSARY

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

shall have the adjacent meanings set forth below:

ASUAccounting Standards Update
ATMAt the Market
CADCanadian Dollar
CIPConstruction in Progress
EPSEarnings per Share
FASBFinancial Accounting Standards Board
FFOFunds From Operations
GAAPU.S. Generally Accepted Accounting Principles
IRSInternal Revenue Service
JVJoint Venture
NareitNational Association of Real Estate Investment Trusts
NAVNet Asset Value
NYSENew York Stock Exchange
REITReal Estate Investment Trust
RSFRentable Square Feet/Foot
SECSecurities and Exchange Commission
SFSquare Feet/Foot
SoDoSouth of Downtown submarket of Seattle
SOFRSecured Overnight Financing Rate
U.S.United States
USDU.S. Dollar
VIEVariable Interest Entity

PART I – FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS (UNAUDITED)

Alexandria Real Estate Equities, Inc.

Consolidated Balance Sheets

(In thousands)

March 31, 2026December 31, 2025
(Unaudited)
Assets
Investments in real estate$28,830,116$28,689,996
Investments in unconsolidated real estate joint ventures30,52030,677
Cash and cash equivalents418,720549,062
Restricted cash4,6654,693
Tenant receivables7,3626,672
Deferred rent1,200,0471,179,403
Deferred leasing costs456,405458,311
Investments1,536,4191,501,249
Other assets1,683,1431,661,772
Total assets$34,167,397$34,081,835
Liabilities, Noncontrolling Interests, and Equity
Unsecured senior notes payable$11,166,009$12,047,394
Unsecured senior line of credit and commercial paper1,353,986353,161
Accounts payable, accrued expenses, and other liabilities2,154,7822,397,073
Dividends payable128,880127,771
Total liabilities14,803,65714,925,399
Commitments and contingencies
Redeemable noncontrolling interests9,23458,788
Alexandria Real Estate Equities, Inc.’s stockholders’ equity:
Common stock1,7071,705
Additional paid-in capital15,763,32115,497,760
Accumulated other comprehensive loss(30,936)(29,395)
Alexandria Real Estate Equities, Inc.’s stockholders’ equity15,734,09215,470,070
Noncontrolling interests3,620,4143,627,578
Total equity19,354,50619,097,648
Total liabilities, noncontrolling interests, and equity$34,167,397$34,081,835

The accompanying notes are an integral part of these consolidated financial statements.

Alexandria Real Estate Equities, Inc.

Consolidated Statements of Operations

(In thousands, except per share amounts)

(Unaudited)

Three Months Ended March 31,
20262025
Revenues:
Income from rentals$653,013$743,175
Other income18,00914,983
Total revenues671,022758,158
Expenses:
Rental operations224,142226,395
General and administrative34,68530,675
Interest64,58450,876
Depreciation and amortization305,441342,062
Impairment of real estate5,49932,154
Total expenses634,351682,162
Equity in losses of unconsolidated real estate joint ventures(147)(507)
Investment loss(4,582)(49,992)
Gain on early extinguishment of debt366,435—
Gain on sales of real estate—13,165
Net income398,37738,662
Net income attributable to noncontrolling interests(36,724)(47,601)
Net income (loss) attributable to Alexandria Real Estate Equities, Inc.’s stockholders361,653(8,939)
Net income attributable to unvested restricted stock awards(2,779)(2,660)
Net income (loss) attributable to Alexandria Real Estate Equities, Inc.’s common stockholders$358,874$(11,599)
Net income (loss) per share attributable to Alexandria Real Estate Equities, Inc.’s common stockholders:
Basic$2.10$(0.07)
Diluted$2.10$(0.07)

The accompanying notes are an integral part of these consolidated financial statements.

Alexandria Real Estate Equities, Inc.

Consolidated Statements of Comprehensive Income

(In thousands)

(Unaudited)

Three Months Ended March 31,
20262025
Net income$398,377$38,662
Other comprehensive (loss) income
Change in foreign currency translation adjustments:
Unrealized foreign currency translation (losses) gains arising during the period(1,518)50
Reclassification of gains(23)—
Unrealized (losses) gains on foreign currency translation, net(1,541)50
Total other comprehensive (loss) income(1,541)50
Comprehensive income396,83638,712
Less: comprehensive income attributable to noncontrolling interests(36,724)(47,601)
Comprehensive income (loss) attributable to Alexandria Real Estate Equities, Inc.’s stockholders$360,112$(8,889)

The accompanying notes are an integral part of these consolidated financial statements.

Alexandria Real Estate Equities, Inc.

Consolidated Statement of Changes in Stockholders’ Equity and Noncontrolling Interests

(Dollars in thousands)

(Unaudited)

Alexandria Real Estate Equities, Inc.’s Stockholders’ Equity
Number of Common SharesCommon StockAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive LossNoncontrolling InterestsTotal EquityRedeemable Noncontrolling Interests
Balance as of December 31, 2025170,537,867$1,705$15,497,760$—$(29,395)$3,627,578$19,097,648$58,788
Net income———361,653—36,377398,030347
Total other comprehensive loss————(1,541)—(1,541)—
Contributions from and sales of noncontrolling interests——7,079——16,37723,456—
Distributions to and redemption of noncontrolling interests—————(59,918)(59,918)(49,901)
Issuance pursuant to stock plan289,485328,262———28,265—
Taxes related to net settlement of equity awards(115,062)(1)(5,960)———(5,961)—
Dividends declared on common stock ($0.72 per share)———(125,473)——(125,473)—
Reclassification of earnings in excess of distributions——236,180(236,180)————
Balance as of March 31, 2026170,712,290$1,707$15,763,321$—$(30,936)$3,620,414$19,354,506$9,234

The accompanying notes are an integral part of these consolidated financial statements.

Alexandria Real Estate Equities, Inc.

Consolidated Statement of Changes in Stockholders’ Equity and Noncontrolling Interests

(Dollars in thousands)

(Unaudited)

Alexandria Real Estate Equities, Inc.’s Stockholders’ Equity
Number of Common SharesCommon StockAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive LossNoncontrolling InterestsTotal EquityRedeemable Noncontrolling Interests
Balance as of December 31, 2024172,203,443$1,722$17,933,572$—$(46,252)$4,489,447$22,378,489$19,972
Net (loss) income———(8,939)—47,33138,392270
Total ot

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-looking statements

Certain information and statements included in this quarterly report on Form 10-Q, 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, 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 and financial 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 following:

  • Operating factors, such as a failure to operate our business successfully in comparison to market expectations or in

comparison to our competitors, our inability to obtain capital when desired or refinance debt maturities when desired, and/

or a failure to maintain our status as a REIT for federal tax purposes;

  • Market and industry factors, such as adverse developments concerning the life science industry and/or our tenants;

  • Government factors, such as any unfavorable effects resulting from federal, state, local, and/or foreign government

policies, laws, and/or funding levels;

  • Global factors, such as negative economic, social, political, financial, credit market, banking conditions, and/or regional

armed hostilities; and

  • Other factors, such as climate change, cyber intrusions, and/or changes in laws, regulations, and financial accounting

standards.

This list of risks and uncertainties is not exhaustive. Additional information regarding risk factors that may affect us is included

under Part I; “Item 1A. Risk factors”; and “Item 7. Management’s discussion and analysis of financial condition and results of

operations” in our annual report on Form 10-K for the year ended December 31, 2025 and under respective sections in this quarterly

report on Form 10-Q. Readers of this quarterly report on Form 10-Q should also read our other documents filed publicly with the SEC

for further discussion regarding such factors.

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 March 31, 2026, Alexandria has a total market capitalization of $20.44 billion and an asset

base that includes 35.8 million RSF of operating properties and 3.4 million RSF of Class A/A+ properties undergoing construction.

We develop dynamic Megacampus ecosystems that enable and inspire some of 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; life science product, service, and device companies; public

and private biotechnology companies; advanced technologies companies; biomedical institutions; U.S. government institutions; and

others. Alexandria has a long-standing 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.

As of March 31, 2026:

  • Investment-grade or publicly traded large cap tenants represented 55% of our annual rental revenue;

  • Approximately 97% of our leases (on an annual rental revenue basis) contained effective annual rent escalations

approximating 3% that were either fixed or indexed based on a consumer price index or other index;

  • Approximately 91% of our leases (on an annual rental revenue basis) were triple net leases, which require tenants to pay

substantially all real estate taxes, insurance, utilities, repairs and maintenance, common area expenses, and other

operating expenses (including increases thereto) in addition to base rent;

  • Approximately 92% of our leases (on an annual rental revenue basis) provided for the recapture of capital expenditures

(such as HVAC maintenance and/or replacement, roof replacement, and parking lot resurfacing) that we believe would

typically be borne by the landlord in traditional office leases; and

  • 78% of our leasing activity during the last twelve months was generated from our existing tenant base.

A key element of our business and financial 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 and in meeting our tenants’ growth needs, 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.

Executive summary

Operating results

Three Months Ended March 31,
20262025
Net income (loss) attributable to Alexandria’s common stockholders – diluted:
In millions$358.9$(11.6)
Per share$2.10$(0.07)
Funds from operations attributable to Alexandria’s common stockholders – diluted, as adjusted:
In millions$295.9$392.0
Per share$1.73$2.30

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.”

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

(As of March 31, 2026*, unless stated otherwise)*
Occupancy of operating properties87.7%
Percentage of total annual rental revenue in effect from Megacampus platform78%
Percentage of total annual rental revenue in effect from investment-grade or publicly traded large cap tenants55%
Adjusted EBITDA margin for the three months ended March 31, 202666%
Percentage of leases containing annual rent escalations97%
Weighted-average remaining lease term:
Top 20 tenants9.9years
All tenants7.5

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Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

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 March 31,

2026, 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 March 31, 2026 (in thousands):

As of
March 31, 2026December 31, 2025
Annualized effect on future earnings due to variable-rate debt:
Rate increase of 1%$(4,706)$(1,259)
Rate decrease of 1%$4,706$1,259
Effect on fair value of total consolidated debt:
Rate increase of 1%$(658,167)$(746,058)
Rate decrease of 1%$742,060$852,698

These amounts are determined by considering the effect of the hypothetical interest rates on our borrowings as of March 31,

2026 and December 31, 2025. 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 March 31, 2026 and December 31, 2025 (in thousands):

As of
March 31, 2026December 31, 2025
Equity price risk:
Fair value increase of 10%$116,854$114,387
Fair value decrease of 10%$(116,854)$(114,387)

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 March 31, 2026 and December 31, 2025 (in thousands):

As of
March 31, 2026December 31, 2025
Effect on potential future earnings due to foreign currency exchange rate:
Rate increase of 10%$290$182
Rate decrease of 10%$(290)$(182)
Effect on the fair value of net investment in foreign subsidiaries due to foreign currency exchange rate:
Rate increase of 10%$35,164$35,306
Rate decrease of 10%$(35,164)$(35,306)
Change in the fair value of cross-currency swap agreements designated as a net investment hedge(1):
Rate increase of 10% (USD weakening)$24,400$(24,600)
Rate decrease of 10% (USD strengthening)$(24,400)$24,600

(1)Refer to Note 11 – “Hedge agreements” to our unaudited consolidated financial statements for additional information.

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 three months ended March 31, 2026 was consistent with the risk elements

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

Item 4. CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures

As of March 31, 2026, 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 March 31, 2026.

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 March 31, 2026

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

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Stockholder Matters

On November 25, 2025, a securities class action was filed against the Company and certain of its officers and directors in the

United States District Court for the Central District of California. On April 15, 2026, the lead plaintiffs filed an amended complaint

alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, based on alleged

material misrepresentations and omissions related to the Company’s business performance and real estate impairment charges

(captioned Hern v. Alexandria Real Estate Equities, Inc., et al.). The amended complaint seeks damages and other relief on behalf of

investors who acquired the Company’s securities between January 30, 2024 and December 5, 2025. The Company does not believe

the amended complaint states any meritorious claims and intends to defend this case vigorously.

On February 3, 2026 and March 25, 2026, stockholder derivative actions were filed against certain officers and directors of the

Company, with the Company named as a nominal defendant, in the United States District Court for the District of Maryland (captioned

De Albuquerque Torres v. Alexandria Real Estate Equities, Inc., et al.) and the United States District Court for the Central District of

California (captioned Tabone v. Moglia, et al.). The derivative complaints allege violations of federal securities laws and breaches of

fiduciary duty based on allegations similar to those in the securities class action and seek damages and other relief on behalf of the

Company. On April 8, 2026, the Maryland derivative action was stayed pending resolution of any motion to dismiss in the securities

class action. The Company does not believe the derivative complaints state any meritorious claims and intends to defend these cases

vigorously.

At this time, we cannot predict the outcome of these matters or reasonably estimate the amount or range of any possible loss,

if any, and therefore we have not recorded an accrual related to these

matters.

Option Parcel Development at Alexandria Center**®** for Life Science – New York City Campus

Refer to “Other” in Note 3 – “Investments in real estate” to our unaudited consolidated financial statements for information

regarding litigation involving our subsidiary in connection with an option and ground lease for a development parcel at the Alexandria

Center® for Life Science – New York City campus.

Item 1A. RISK FACTORS

In addition to the information set forth in this quarterly report on Form 10-Q, one should also carefully review and consider the

information contained in the other reports and periodic filings that we make with the SEC, including, without limitation, the information

contained under the caption “Item 1A. Risk factors” in our annual report on Form 10-K for the year ended December 31, 2025. Those

risk factors could materially affect our business, financial condition, and results of operations. The risks that we describe in our public

filings are not the only risks that we face. Additional risks and uncertainties not currently known to us, or that we presently deem to be

immaterial, also may materially adversely affect our business, financial condition, and results of operations.

There have been no material changes in our risk factors from those disclosed under the caption “Item 1A. Risk factors” in our

annual report on Form 10-K for the year ended December 31, 2025.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Purchases of equity securities

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 repurchases have been

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

Item 5. OTHER INFORMATION

Disclosure of 10b5-1 plans

During the three months ended March 31, 2026, none of our officers or directors adopted or terminated 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.”

Item 6. EXHIBITS

Exhibit NumberExhibit TitleIncorporated by Reference to:Date Filed
3.1*Articles of Amendment and Restatement of the Company, dated May 21, 1997Form 10-QAugust 14, 1997
3.2*Certificate of Correction of the Company, dated June 20, 1997Form 10-QAugust 14, 1997
3.3*Articles of Amendment of the Company, effective as of May 10, 2017Form 8-KMay 12, 2017
3.4*Articles of Amendment of the Company, effective as of May 18, 2022Form 8-KMay 19, 2022
3.5*Articles Supplementary, dated June 9, 1999, relating to the 9.50% Series A Cumulative Redeemable Preferred StockForm 10-QAugust 13, 1999
3.6*Articles Supplementary, dated February 10, 2000, relating to the election to be subject to Subtitle 8 of Title 3 of the Maryland General Corporation LawForm 8-KFebruary 10, 2000
3.7*Articles Supplementary, dated February 10, 2000, relating to the Series A Junior Participating Preferred StockForm 8-KFebruary 10, 2000
3.8*Articles Supplementary, dated January 18, 2002, relating to the 9.10% Series B Cumulative Redeemable Preferred StockForm 8-AJanuary 18, 2002
3.9*Articles Supplementary, dated June 22, 2004, relating to the 8.375% Series C Cumulative Redeemable Preferred StockForm 8-AJune 28, 2004
3.10*Articles Supplementary, dated March 25, 2008, relating to the 7.00% Series D Cumulative Convertible Preferred StockForm 8-KMarch 25, 2008
3.11*Articles Supplementary, dated March 12, 2012, relating to the 6.45% Series E Cumulative Redeemable Preferred StockForm 8-KMarch 14, 2012
3.12*Articles Supplementary, effective as of May 10, 2017, relating to Reclassified Preferred StockForm 8-KMay 12, 2017
3.13*Articles Supplementary, effective as of March 31, 2026, relating to Subtitle 8 of Title 3 of the Maryland General Corporation LawForm 8-KMarch 31, 2026
3.14*Amended and Restated Bylaws of the Company (Amended December 6, 2024)Form 8-KDecember 9, 2024
4.1*Indenture, dated as of February 13, 2025, among Alexandria Real Estate Equities, Inc., as issuer, Alexandria Real Estate Equities, L.P., as Guarantor, and U.S. Bank Trust Company, National Association, as TrusteeForm 8-KFebruary 13, 2025
4.2*Supplemental Indenture No. 2, dated as of February 25, 2026, by and among Alexandria Real Estate Equities, Inc., as Issuer, Alexandria Real Estate Equities, L.P., as Guarantor, and U.S. Bank Trust Company, National Association, as trusteeForm 8-KFebruary 25, 2026
4.3*Form of 5.25% Senior Note due 2036 (included in Exhibit 4.2 above)Form 8-KFebruary 25, 2026
22.1List of Guarantor Subsidiaries of the CompanyN/AFiled herewith
31.1Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002N/AFiled herewith
31.2Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002N/AFiled herewith
31.3Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002N/AFiled herewith
32.0Certification of Principal Executive Officers and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002N/AFiled herewith
101.1The following materials from the Company’s quarterly report on Form 10-Q for the quarterly period ended March 31, 2026, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025 (unaudited), (ii) Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025 (unaudited), (iii) Consolidated Statements of Comprehensive Income for the three months ended March 31, 2026 and 2025 (unaudited), (iv) Consolidated Statements of Changes in Stockholders’ Equity and Noncontrolling Interests for the three months ended March 31, 2026 and 2025 (unaudited), (v) Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025 (unaudited), and (vi) Notes to Consolidated Financial Statements (unaudited)N/AFiled herewith
104Cover Page Interactive Data File – the cover page from this Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 is formatted in Inline XBRL and contained in Exhibit 101.1N/AFiled herewith

(*) Incorporated by reference.

(1) Management contract or compensatory arrangement.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed

on its behalf by the undersigned, thereunto duly authorized, on April 27, 2026.

ALEXANDRIA REAL ESTATE EQUITIES, INC.
/s/ Joel S. Marcus
Joel S. Marcus Executive Chairman (Principal Executive Officer)
/s/ Peter M. Moglia
Peter M. Moglia Chief Executive Officer and Chief Investment Officer (Principal Executive Officer)
/s/ Marc E. Binda
Marc E. Binda Chief Financial Officer and Treasurer (Principal Financial Officer)