Camden Property Trust (CPT) 10-K risk factor changes: FY2022 vs FY2021
The 2022-12-31 10-K against the 2021-12-31 one, compared heading by heading and sentence by sentence.
Item 1A21 rewritten18 added30 removed147 unchanged
All filing items937 rewritten522 added421 removed1,449 unchanged
Summary
counted, not written
- Item 1A lists 21 risk factor headings: 1 new, 0 reworded and 20 unchanged since FY2021. 3 headings from FY2021 no longer appear.
- Sentence by sentence, 522 added, 421 removed, 937 rewritten and 1,449 unchanged across 17 items that differ.
New Item 1A headings (1)
- A pandemic and measures intended to prevent its spread could negatively impact our business.
Removed Item 1A headings (3)
- A pandemic and measures intended to prevent its spread could have a material adverse effect on our business, results of operations, cash flows, and financial condition.
- We could be impacted by our investments through joint ventures and investment funds which involve risks not present in investments in which we are the sole investor.
- We may be adversely affected by the phase out of LIBOR.
A heading is new when no FY2021 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2022; struck-through words were in FY2021. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
21 rewritten, 18 added, 30 removed, 147 unchanged
- risks associated with a [removed: pandemic;][added: pandemic.]
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
- regional economic downturns, including, but not limited to, business layoffs, downsizing and increased unemployment, which may impact one or more of our geographical markets; [removed: and]
- increased operating costs, if these costs cannot be passed through to our [removed: residents.][added: residents; and]
As a result, we hold certain [removed: land,] [added: land] and may in the future acquire additional [removed: land,] [added: land] in our development pipeline at a cost we may not be able to fully recover or at a cost which may preclude us from developing a profitable multifamily community.
If there are subsequent changes in the fair market value of our land holdings [removed: which] [added: and the resulting value] is less than the carrying basis of our land holdings reflected in our financial statements plus estimated costs to sell, we may be required to take future impairment charges which would reduce our net income.
The impact of [removed: an ongoing] [added: a new] pandemic [added: outbreak] and measures to prevent its spread [removed: have negatively impacted and] could [removed: continue to] negatively impact our businesses in a number of ways, including our residents’ ability or willingness to pay rents and the demand for multifamily communities within the markets we operate.
An ongoing pandemic [removed: has caused, and] could continue to [removed: cause,] [added: cause] severe economic, market and other disruptions worldwide.
In [removed: 2022,] [added: 2023,] we expect to incur costs between approximately [removed: $150] [added: $190] million and [removed: $170] [added: $200] million related to the construction of [removed: five] [added: six] consolidated projects.
Additionally, during [removed: 2022,] [added: 2023,] we expect to incur costs between approximately [removed: $150] [added: $85] million and [removed: $160] [added: $105] million related to the start of new development activities, between approximately [removed: $62] [added: $93] million and [removed: $66] [added: $97] million related to repositions, redevelopment, repurposes, and revenue enhancing expenditures and between approximately [removed: $80] [added: $96] million and [removed: $84] [added: $100] million of additional recurring capital expenditures.
Our development, reposition, redevelopment and [added: other] construction activities may also be exposed to a number of risks which may delay timely completion, increase our construction costs and/or decrease our profitability, including the following:
One of our wholly-owned subsidiaries is engaged in the business of providing general contracting services under construction contracts entered into between it and third [removed: parties (which may include our nonconsolidated affiliates).][added: parties.]
- we may not be able to obtain adequate financing; [removed: and,][added: and]
Such laws and regulations could limit our ability to [added: enforce contractual rental obligations,] increase rents, charge certain fees, evict residents, or recover increases in our operating expenses and could make it more difficult to dispose of properties in certain circumstances.
As of December 31, [removed: 2021,] [added: 2022,] we had outstanding debt of approximately [removed: $3.2] [added: $3.7] billion.
[removed: Our] [added: The notes related to our properties subject to secured debt, our] unsecured credit [removed: facility] [added: facility,] and the indenture under which our unsecured debt was issued contain customary restrictions, requirements, and other limitations, as well as certain financial and operating covenants including maintenance of certain financial ratios.
[removed: We] [added: In addition, we] have an unsecured credit facility [removed: and an unsecured term loan] bearing interest at variable rates on all amounts drawn.
We may incur [removed: mortgage debt or] other additional variable rate debt in the future.
Fitch, Moody's, and Standard & Poor's, the major debt rating agencies, routinely evaluate our debt and have given us ratings of A- with stable outlook, A3 with stable outlook, and A- with stable outlook, respectively, on our senior unsecured debt as of December 31, [removed: 2021.][added: 2022.]
[removed: These provisions may also deter tender offers for our common shares which may be attractive to you or limit your] opportunity to receive a premium for your shares which might otherwise exist if a third party were attempting to effect a change in control transaction.
A certain number of our properties are located in areas which have experienced and may in the future experience catastrophic weather and other natural events from time to time, including fires, snow or ice storms, windstorms, tornadoes, hurricanes, earthquakes, [removed: flooding or other severe weather,] [added: flooding,] or other environmental events.
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We have secured notes with varying interest rates dependent upon various market indexes.
These provisions may also deter tender offers for our common shares which may be attractive to you or limit your
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
Environmental, Social and Governance factors may impose additional costs and/or expose us to new risks
Certain investors, customers, regulators and other stakeholders have focused more on corporate responsibility, specifically related to environmental, social and governance (“ESG”) factors.
Additionally, there is increased attention on these matters by various regulatory authorities, including the SEC, and the expense and activities necessary to comply with new regulations or standards may be significant.
Third-party providers of corporate responsibility ratings and reports on companies have also increased in number, resulting in varied, and in some cases, inconsistent standards.
Some investors use these factors to guide their investment strategies and, in some cases, may choose not to invest in us if they believe our policies relating to ESG are inadequate.
The regulations and criteria for assessing corporate responsibility practices are evolving, which could result in our undertaking costly initiatives and activities to meet any new regulations or criteria.
Additionally, if we are unable to or elect not to satisfy any new regulation or criteria, or do not meet the criteria of a specific third-party provider, some investors may conclude our policies with respect to ESG are inadequate, and we may face reputational damage.
We have communicated certain initiatives and goals regarding ESG matters in our 2021-2022 Corporate Responsibility Report on our website, and we may communicate revised or additional initiatives or goals in the future.
We could be unsuccessful or perceived to be unsuccessful in the achievement of our ESG initiatives or goals, or we could be criticized for the scope of our initiatives or goals.
If we fail to meet the expectations of investors, customers, regulators, and other stakeholders; our initiatives are not executed as planned; or we do not achieve our goals, our reputation and financial results could be adversely impacted.
A pandemic and measures intended to prevent its spread could negatively impact our business.
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A pandemic and measures intended to prevent its spread could have a material adverse effect on our business, results of operations, cash flows, and financial condition.
A pandemic and emergence of new variants have negatively impacted the global economy, disrupted financial markets and international trade, and resulted in varying unemployment levels, all of which have negatively impacted the multifamily industry and the Company’s business.
Outbreaks have led governments and other authorities around the world, including federal, state and local authorities in the United States, to impose measures intended to mitigate its spread, including restrictions on freedom of movement and business operations such as issuing guidelines, travel bans, border closings, business closures, quarantine orders, and orders not allowing the collection of rents, rent increases, or eviction of non-paying tenants.
In the event of resident nonpayment, default, or bankruptcy, we could incur costs in protecting our investment and re-leasing our property.
The restrictions inhibiting our employees’ ability to meet with existing and potential residents has disrupted and could in the future further disrupt our ability to lease apartments which could adversely impact our rental rate and occupancy levels.
These conditions may continue and may worsen as a result of an ongoing pandemic.
The uncertain duration and severity of a pandemic and its variants, as well as continued periodic spikes in infection rates and local outbreaks of the virus and its variants, in spite of safety measures or vaccinations could cause disruptions to our operations and those of our commercial tenants, suppliers or vendors.
For these reasons, we are not able at this time to estimate with any degree of certainty the effect a pandemic or measures intended to curb its spread could have on our business, results of operations, financial condition, and cash flows.
Moreover, many of the other risk factors described within this Form 10-K could be more likely to impact us as a result of a pandemic or measures intended to curb its spread.
We could be impacted by our investments through joint ventures and investment funds which involve risks not present in investments in which we are the sole investor.
We have invested and may continue to invest as a joint venture partner in joint ventures.
These investments involve risks including but not limited to, the possibility the other joint venture partner may have business goals which are inconsistent with ours, possess the ability to take or force action or withhold consent contrary to our requests, or become insolvent and require us to assume and fulfill the joint venture’s financial obligations.
We and our joint venture partners may each have the right to initiate a buy-sell arrangement, which could cause us to sell our interest, or acquire a joint venture partner’s interest, at a time when we otherwise would not have entered into such a transaction.
Each joint venture agreement is individually negotiated, and our ability to operate, finance, or dispose of a community in our sole discretion may be limited to varying degrees depending on the terms of the applicable joint venture agreement.
The risks associated with our Funds, which we manage as the general partner and advisor, include, but are not limited to, the following:
- one of our wholly-owned subsidiaries is the general partner of the Funds and has unlimited liability for the third-party debts, obligations, and liabilities of the Funds pursuant to partnership law;
- investors in the Funds (other than us) may remove our subsidiary as the general partner of the Funds with or without cause and the Funds’ advisory boards by a majority vote of their members, and may remove our subsidiary as the general partner of the Funds at any time for cause;
- while we have broad discretion to manage the Funds and make investment decisions on behalf of the Funds, the investors of the Funds' advisory boards must approve certain matters, and as a result we may be unable to make certain investments or implement certain decisions on behalf of the Funds which we consider beneficial;
- our ability to dispose of all or a portion of our investments in the Funds is subject to significant restrictions; and,
- we may be liable if the Funds fail to comply with various tax or other regulatory matters.
We may be adversely affected by the phase out of LIBOR.
Our unsecured credit facility and unsecured term loan are indexed to the London Interbank Offered Rate ("LIBOR").
In late 2021, it was announced LIBOR interest rates will cease publication altogether by June 30, 2023.
To address the potential for LIBOR’s cessation, the Federal Reserve Board and the Federal Reserve Bank of New York (FRBNY), in coordination with multiple other regulators and large industry participants, convened the Alternative Reference Rates Committee (“ARRC”).
The ARRC has identified the Secured Overnight Financing Rate (SOFR) as the preferred successor rate for LIBOR.
We intend to incorporate relatively standardized replacement rate provisions into our LIBOR-indexed debt documents, including a spread adjustment mechanism designed to equate to the current LIBOR "all in" rate.
There is significant uncertainty with respect to the implementation of the phase out and what alternative indexes will be adopted which will ultimately be determined by the market as a whole.
It therefore remains uncertain how such changes will be implemented and the effects such changes would
have on us and the financial markets generally.
These changes may have a material adverse impact on the availability of financing and on our financing costs.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
242 rewritten, 122 added, 114 removed, 238 unchanged
Discussion of our year-to-date comparisons between [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] is presented below.
Year-to-date comparisons between [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] can be found in "Part II.
Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2020.][added: 2021.]
- A pandemic and measures intended to prevent its spread could [removed: have a material adverse effect on] [added: negatively impact] our [removed: business, results of operations, cash flows, and financial condition;][added: business;]
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
- Competition could adversely affect our ability to acquire properties; [added: and]
- Damage from catastrophic weather and other natural events could result in losses; [removed: and]
As of December 31, [removed: 2021,] [added: 2022,] we owned interests in, operated, or were developing [removed: 176] [added: 178] multifamily properties comprised of [removed: 60,073] [added: 60,652] apartment homes across the United States as detailed in the Property Portfolio table below.
[removed: During] [added: Our results for] the year ended December 31, [removed: 2021, our results] [added: 2022,] reflect an increase in same store revenues of approximately [removed: 4.3%] [added: 11.2%] as compared to the same period in [removed: 2020.][added: 2021.]
The increase was primarily due to higher average rental rates [removed: and increased occupancy] which we believe was primarily attributable to improving job growth, favorable demographics with a higher propensity to rent versus buy, higher demand for multifamily housing in our markets, and a manageable supply of new multifamily housing.
We currently believe [removed: U.S. economic and employment growth are likely to continue during 2022 and] the supply of multifamily homes will remain at manageable [removed: levels.][added: levels during 2023.]
[removed: If] [added: However, if] economic conditions were to worsen, our operating results could be adversely affected.
[removed: Net income attributable to common shareholders] [added: Income tax expense] increased approximately [removed: $180.0] [added: $1.1] million for the year ended December 31, [removed: 2021,] [added: 2022] as compared to the same period in [removed: 2020.][added: 2021.]
[removed: This] [added: The] increase was primarily due to the [removed: gains from the sale of three operating properties during the fourth quarter of 2021 and an 11.9%] increase in [added: cash from] property operations due to [added: our acquiring] the [added: remaining interests in the Funds, and the] growth attributable to our same store, non-same [removed: store,] [added: store] and development and lease-up communities.
The increase was [added: also] partially offset by higher depreciation expense [added: and amortization of in-place leases in 2022] related to the [added: consolidation of 22 properties upon acquiring the remaining ownership interests in the Funds in 2022, and the] acquisition of four operating properties [removed: during] [added: in] 2021.
See further discussion of our [removed: 2021] [added: 2022] operations as compared to [removed: 2020] [added: 2021] in "Results of Operations," below.
At December 31, [removed: 2021,] [added: 2022,] we had a total of [removed: five] [added: six] projects under construction to be comprised of [removed: 1,773] [added: 1,950] apartment homes.
Initial occupancies of these [removed: five] [added: six] projects are currently scheduled to occur within the next 18 months.
We estimate the additional cost to complete the construction of the [removed: five] [added: six] projects to be approximately [removed: $199.4] [added: $306.7] million.
*Operating Properties:* During the year ended December 31, [removed: 2021,] [added: 2022,] we [removed: acquired] [added: sold] one operating property comprised of [removed: 558] [added: 245] apartment homes located in [removed: Dallas, Texas] [added: Largo, Maryland] for approximately [removed: $165.5] [added: $71.9] million [removed: in October] and [removed: one operating property comprised] [added: recognized a gain] of [removed: 368 apartment homes located in St. Petersburg, Florida for] approximately [removed: $176.3 million in August.][added: $36.4 million.]
[removed: *Operating Properties:* During] [added: The $174.4 million gain on sale for] the [removed: fourth quarter] [added: year ended December 31, 2021 was due to the sale] of [removed: 2021, we sold] two operating properties [removed: comprised of a total of 652 apartment homes,] located in Houston, Texas [removed: for approximately $115.0 million] and [removed: recognized a gain] [added: the sale] of [removed: approximately $81.1 million and] one [added: operating] property [removed: comprised of 426 apartment homes] located in Laurel, Maryland [removed: for approximately $145.0 million and recognized a gain] [added: during the fourth quarter] of [removed: approximately $93.3 million.][added: 2021.]
In [removed: August 2021,] [added: May 2022,] we created an [removed: at-the market ("ATM")] [added: ATM] share offering program through which we can, but have no obligation to, sell common shares [removed: and we may also enter into separate forward sale agreements with forward purchasers] for an aggregate offering [removed: price] [added: amount] of up to $500.0 million (the [removed: "2021] [added: "2022] ATM [removed: program").][added: program"), in amounts and at times as we determine, into the existing trading market at current market prices as well as through negotiated transactions.]
In [removed: 2021,] [added: 2022,] we issued approximately [removed: 5.5] [added: 0.2] million common shares under our [removed: 2020 and 2021 ATM] [added: then current at-the-market ("ATM")] programs and received approximately [removed: $759.2] [added: $26.2] million in net proceeds.
We intend to meet our short-term and long-term liquidity requirements through a combination of one or more of the following: cash [removed: and cash equivalents, cash] flows generated from operations, draws on our unsecured credit facility, the use of debt and equity offerings under our automatic shelf registration statement, proceeds from property dispositions, equity issued from our ATM programs, other unsecured borrowings, or secured mortgages.
As of December 31, [removed: 2021,] [added: 2022,] we had approximately [removed: $613.4 million in cash and cash equivalents, and $885.2 million] [added: $1.1 billion] available under our [removed: $900.0 million] [added: $1.2 billion] unsecured [added: revolving] credit facility.
As of December 31, [removed: 2021] [added: 2022] and through the date of this filing, we [added: also] had common shares having an aggregate offering price of up to [removed: $97.6] [added: $500.0] million remaining available for sale under our [removed: 2021] [added: 2022] ATM program.
We believe scheduled repayments of debt during the next 12 months are manageable at approximately [removed: $386.3] [added: $500.0] million which represents approximately [removed: 12.2%] [added: 13.6%] of our total outstanding debt, and [removed: includes] [added: excludes] amortization of debt discounts and debt issuance [removed: costs of approximately $3.7 million.][added: costs.]
| | | | December 31, [removed: 2021] [added: 2022] | | | | | | | | | | | | December 31, [removed: 2020] [added: 2021] | | | | | | | | |
| | | | [removed: Apartment] [added: Number of] Homes | | | | | | Properties | | | | | | [removed: Apartment] [added: Number of] Homes | | | | | | Properties | | |
| Houston, Texas | | | 9,154 | | | | | | 26 | | | | | | [removed: 9,806] [added: 9,154] | | | | | | [removed: 28] [added: 26] | | |
| Washington, D.C. Metro | | | [removed: 6,437] [added: 6,192] | | | | | | [removed: 18] [added: 17] | | | | | | [removed: 6,862] [added: 6,437] | | | | | | [removed: 19] [added: 18] | | |
| Dallas, Texas | | | 6,224 | | | | | | 15 | | | | | | [removed: 5,666] [added: 6,224] | | | | | | [removed: 14] [added: 15] | | |
| Atlanta, Georgia | | | [removed: 4,496] [added: 4,862] | | | | | | [removed: 14] [added: 15] | | | | | | 4,496 | | | | | | 14 | | |
| Phoenix, Arizona | | | 4,029 | | | | | | 13 | | | | | | [removed: 3,686] [added: 4,029] | | | | | | [removed: 12] [added: 13] | | |
| Orlando, Florida | | | 3,954 | | | | | | 11 | | | | | | [removed: 3,594] [added: 3,954] | | | | | | [removed: 10] [added: 11] | | |
| Raleigh, North Carolina | | | [removed: 3,248] [added: 3,252] | | | | | | 9 | | | | | | [removed: 3,240] [added: 3,248] | | | | | | 9 | | |
| Tampa, Florida | | | 3,104 | | | | | | 8 | | | | | | [removed: 2,736] [added: 3,104] | | | | | | [removed: 7] [added: 8] | | |
| Denver, Colorado | | | [removed: 2,865] [added: 2,873] | | | | | | 9 | | | | | | 2,865 | | | | | | 9 | | |
| Southeast Florida | | | [removed: 2,781] [added: 3,050] | | | | | | [removed: 8] [added: 9] | | | | | | 2,781 | | | | | | 8 | | |
| San Diego/Inland Empire, California | | | 1,797 | | | | | | 6 | | | | | | [removed: 1,665] [added: 1,797] | | | | | | [removed: 5] [added: 6] | | |
- Environmental, Social and Governance factors may impose additional costs and/or expose us to new risks;
Net income attributable to common shareholders was $653.6 million and $303.9 million for the years ended December 31, 2022 and December 31, 2021, respectively.
The increase during the year ended December 31, 2022 as compared to the same period in 2021 was primarily due to a $474.1 million gain recognized as a result of the remeasurement of our previously held 31.3% ownership interest in two unconsolidated investment funds (collectively, the "Funds") upon our acquiring the remaining ownership interests in these Funds on April 1, 2022, and an increase in property operations.
The increase was partially offset by recognizing a higher gain on sale of two operating properties in 2021 of $174.4 million as compared to a $36.4 million gain on sale of one operating property in 2022.
*Operating Properties:* On April 1, 2022, we purchased the remaining 68.7% ownership interests in the Funds for cash consideration of approximately $1.1 billion, after adjusting for our assumption of approximately $515 million of existing secured mortgage debt of the Funds which remained outstanding.
These Funds own 22 multifamily communities comprised of 7,247 units located in Houston, Austin, Dallas, Tampa, Raleigh, Orlando, Washington D.C., Charlotte, and Atlanta.
After obtaining 100% of the ownership interests, we consolidated the Funds as of April 1, 2022, and no longer recognize fee and asset management income from property management, construction, and development activities, related expenses or equity in income for these Funds.
*Land:* During the year ended December 31, 2022, we acquired for future development purposes two parcels of land totaling approximately 42.6 acres in Charlotte, North Carolina for an aggregate cost of approximately $32.7 million;
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approximately 3.8 acres of land in Nashville, Tennessee for approximately $30.5 million; and approximately 15.9 acres of land in Richmond, Texas for approximately $7.8 million.
In April 2022, we issued 2.9 million common shares in a public equity offering and received approximately $490.3 million in net proceeds, which we used to reduce borrowings under our unsecured revolving credit facility.
In August 2022, we amended and restated our existing credit facility to (i) add a $300 million unsecured term loan with a delayed draw feature with a maturity date of August 2024 (which may be extended at our option to August 2025), (ii) increase our existing unsecured revolving credit facility from $900 million to $1.2 billion, which may be expanded at our option up to three times and up to an additional $500 million upon satisfaction of certain conditions, (iii) amend the maturity date from March 2023 to August 2026, which may be extended at our option for two additional consecutive six-month periods, and (iv) change the interest rate from London Interbank Offered Rate ("LIBOR") plus a margin to Secured Overnight Financing Rate ("SOFR") plus a margin, subject to customary benchmark replacement provisions.
In September 2022, we extended the maturity date of our $40 million unsecured floating rate term loan with an unrelated third party from September 2022 to September 2024.
Additionally, the interest rate on the term loan was changed from LIBOR plus a margin to SOFR plus a margin.
In October 2022, our Board of Trust Managers approved to increase the authorization for our share repurchase plan by approximately $230.5 million to a total of $500.0 million.
There were no repurchases in 2022 or through the date of this filing, and the remaining dollar value of our common equity securities authorized to be repurchased under this program is $500.0 million.
In December 2022, we used the $300 million unsecured term loan and borrowings from our unsecured revolving credit facility to repay the principal amount of our 3.15% senior unsecured note payable, which matured on December 15, 2022, for a total of $350.0 million, plus accrued interest.
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| Houston, Texas | | | 377 | | | | | | 2 | | | | | | — | | | | | | — | | |
*(1)In April 2022, we acquired the remaining 68.7% ownership interests of the Funds which owned these properties.
After obtaining 100% of the ownership interests, we consolidated the Funds as of April 1, 2022.
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| Camden Buckhead | | | | | | | | | | | | | | | | | |
| *Atlanta, GA* | | | 366 | | | | | | 2Q22 | | | | | | 3Q22 | | |
| Total | | | 858 | | | | | | | | | | | | | | |
| Camden Atlantic | | | 269 | | | | | | $ | 100.2 | | | | | | | | 87 | | % | | | | 4Q22 | | | | | | 2Q23 | | |
| *Plantation, FL* | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Camden Durham *Durham, NC* | | | 420 | | | | | | 145.0 | | | | | | 82.6 | | | | | | 82.6 | | | | | | 2Q24 | | | | | | 4Q25 | | |
| Camden Village District *Raleigh, NC* | | | 369 | | | | | | 138.0 | | | | | | 41.0 | | | | | | 41.0 | | | | | | 2Q25 | | | | | | 4Q26 | | |
| Camden Woodmill Creek *The Woodlands, TX* | | | 189 | | | | | | 75.0 | | | | | | 19.2 | | | | | | 19.2 | | | | | | 3Q24 | | | | | | 4Q24 | | |
| Camden Long Meadow Farms *Richmond, TX* | | | 188 | | | | | | 80.0 | | | | | | 14.6 | | | | | | 14.6 | | | | | | 3Q24 | | | | | | 4Q24 | | |
| Total | | | 1,950 | | | | | | $ | 661.0 | | | | | $ | 354.3 | | | | | $ | 287.0 | | | | | | | | | | | | | |
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| Camden Blakeney | | | | | | 349 | | | | | | $ | 120.0 | | | | | $ | 21.7 | |
| *Charlotte, NC* | | | | | | | | | | | | | | | | | | | | |
| Camden South Charlotte | | | | | | 420 | | | | | | 135.0 | | | | | | 24.8 | | |
| *Charlotte, NC* | | | | | | | | | | | | | | | | | | | | |
| Camden Nations | | | | | | 393 | | | | | | 175.0 | | | | | | 33.3 | | |
| *Nashville, TN* | | | | | | | | | | | | | | | | | | | | |
- We could be impacted by our investments through joint ventures and investment funds which involve risks not present in investments in which we are the sole investor;
- We may be adversely affected by the phase out of LIBOR;
As a result of the COVID-19 pandemic, we believe the conditions in the multifamily industry market in which we operate have been challenging but continue to show signs of improvement.
In June 2021, we also acquired one operating property comprised of 328 apartment homes located in Franklin, Tennessee for approximately $105.3 million and one operating property comprised of 430 apartment homes located in Nashville, Tennessee for approximately $186.3 million.
*Land:* During the year ended December 31, 2021, we acquired approximately 2.0 acres of land in Nashville, Tennessee for approximately $36.6 million, approximately 5.2 acres of land in Denver, Colorado for approximately $24.0 million,
approximately 14.6 acres of land in The Woodlands, Texas for approximately $9.3 million, and approximately 0.2 acres of land in St. Petersburg, Florida for approximately $2.1 million for future development purposes.
Additionally, as of December 31, 2021 and through the date of this filing, 100% of our consolidated properties were unencumbered.
| Orlando, Florida | | | 300 | | | | | | 1 | | | | | | 300 | | | | | | 1 | | |
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Camden North End II | | | | | | | | | | | | | | | | | |
| *Phoenix, AZ* | | | 343 | | | | | | 3Q21 | | | | | | 4Q21 | | |
| *Houston, TX* | | | 271 | | | | | | 3Q20 | | | | | | 3Q21 | | |
| Camden RiNo | | | | | | | | | | | | | | | | | |
| *Denver, CO* | | | 233 | | | | | | 4Q20 | | | | | | 2Q21 | | |
| Consolidated total | | | 847 | | | | | | | | | | | | | | |
| Unconsolidated Operating Property | | | | | | | | | | | | | | | | | |
| Camden Cypress Creek II | | | | | | | | | | | | | | | | | |
| *Houston, TX* | | | 234 | | | | | | 4Q20 | | | | | | 2Q21 | | |
| Consolidated total | | | 492 | | | | | | $ | 214.3 | | | | | | | | | | | | | | | | | | | | | | |
*(2)Stabilization has been achieved at this property subsequent to year-end.*
| Camden Buckhead *(1)* *Atlanta, GA* | | | 366 | | | | | | $ | 163.5 | | | | | $ | 156.6 | | | | | $ | 48.8 | | | | | 2Q22 | | | | | | 4Q22 | | |
| Camden Atlantic *Plantation, FL* | | | 269 | | | | | | 100.0 | | | | | | 79.1 | | | | | | 79.1 | | | | | | 3Q22 | | | | | | 4Q23 | | |
| Camden Durham *Durham, NC* | | | 354 | | | | | | 120.0 | | | | | | 46.6 | | | | | | 46.6 | | | | | | 4Q23 | | | | | | 1Q25 | | |
| Consolidated total | | | 1,773 | | | | | | $ | 603.5 | | | | | $ | 404.1 | | | | | $ | 296.3 | | | | | | | | | | | | | |
| Camden Woodmill Creek | | | | | | 188 | | | | | | $ | 60.0 | | | | | $ | 10.2 | |
| *The Woodlands, TX* | | | | | | | | | | | | | | | | | | | | |
| Camden Village District | | | | | | 355 | | | | | | 115.0 | | | | | | 23.9 | | |
| *Raleigh, NC* | | | | | | | | | | | | | | | | | | | | |
| Camden Pier District II | | | | | | 95 | | | | | | 50.0 | | | | | | 3.5 | | |
| *St. Petersburg, FL* | | | | | | | | | | | | | | | | | | | | |
| Camden Downtown II | | | | | | 271 | | | | | | 145.0 | | | | | | 12.8 | | |
| Total | | | | | | 2,828 | | | | | | $ | 1,145.0 | | | | | $ | 178.4 | |
| San Diego/Inland Empire, California | | | 451,023 | | | | | | 4.3 | | | | | | 420,538 | | | | | | 4.4 | | |
Where appropriate, comparisons of income and expense for communities included in continuing operations are made on a dollars-per-weighted average apartment home basis in order to adjust for such changes in the number of apartment homes owned during each period.
Selected weighted averages for the years ended December 31 are as follows:
| | | | 2021 | | | | | | 2020 | | | | | | | | |
| Average monthly property revenue per apartment home *(1)* | | | $ | 1,888 | | | | | $ | 1,771 | | | | | | | |
| Annualized total property expenses per apartment home *(2)* | | | $ | 8,261 | | | | | $ | 8,037 | | | | | | | |
| Weighted average number of operating apartment homes owned 100% | | | 50,479 | | | | | | 49,128 | | | | | | | | |
An excerpt. Shown here: 40 of 242 rewritten, 40 of 122 added and 40 of 114 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2022 filing and the FY2021 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
10 rewritten, 2 added, 0 removed, 9 unchanged
The table below summarizes our debt as of December 31, [removed: 2021] [added: 2022] and [removed: 2020:][added: 2021:]
| *($ in millions)* | | | December 31, [removed: 2021] [added: 2022] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | December 31, [removed: 2020] [added: 2021] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Fixed rate debt | | | $ | [removed: 3,130.5] [added: 3,114.0] | | | | | $ | [removed: 3,363.7] [added: 2,806.1] | | | | | [removed: 7.5] [added: 7.1] | | | | | | [removed: 3.6] [added: 3.7] | | % | | | | [removed: 98.7] [added: 84.6] | | % | | | | $ | [removed: 3,126.9] [added: 3,130.5] | | | | | $ | [removed: 3,519.9] [added: 3,363.7] | | | | | [removed: 8.5] [added: 7.5] | | | | | | 3.6 | | % | | | | 98.7 | | % |
| Variable rate debt | | | [removed: 39.9] [added: 566.9] | | | | | | [removed: 40.1] [added: 566.8] | | | | | | [removed: 0.7] [added: 3.0] | | | | | | [removed: 1.9] [added: 5.5] | | % | | | | [removed: 1.3] [added: 15.4] | | % | | | | [removed: 39.7] [added: 39.9] | | | | | | [removed: $] [added: 40.1] | [removed: 40.0] | | | | | [removed: 1.7] [added: 0.7] | | | | | | 1.9 | | % | | | | 1.3 | | % |
In order to manage interest rate exposure, we have [added: previously] utilized interest rate swap agreements to protect against unfavorable interest rate changes relating to forecasted debt transactions.
As of December 31, [removed: 2021,] [added: 2022,] we had no hedges outstanding.
[removed: We] [added: At December 31, 2022, we had approximately $42.0 million of borrowings outstanding under our unsecured revolving credit facility and] did not have any [removed: borrowings] [added: amounts] outstanding under our unsecured [added: revolving] credit facility at December 31, [removed: 2021 or 2020.][added: 2021.]
At December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] we had [removed: a] [added: unsecured] term [removed: loan] [added: loans] outstanding of approximately [removed: $39.9] [added: $339.8] million and [removed: $39.7] [added: $39.9] million, respectively.
If interest rates on the variable rate debt listed in the table above would have been 100 basis points higher throughout [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] our annual interest costs would have increased by approximately [removed: $0.4] [added: $5.7] million [removed: for each period.][added: and $0.4 million, respectively.]
Holding other variables constant, if interest rates would have been 100 basis points higher as of December 31, [removed: 2021,] [added: 2022,] the fair value of our fixed rate debt would have decreased by approximately [removed: $198.8] [added: $139.6] million.
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
At December 31, 2022 we also had secured variable rate notes outstanding of approximately $185.1 million and did not have any amounts outstanding at December 31, 2021.
Item 1. Business
13 rewritten, 3 added, 6 removed, 61 unchanged
As of December 31, [removed: 2021,] [added: 2022,] we owned interests in, operated, or were developing [removed: 176] [added: 178] multifamily properties comprised of [removed: 60,073] [added: 60,652] apartment homes across the United States.
Of the [removed: 176] [added: 178] properties, [removed: five] [added: six] properties were under construction and will consist of a total of [removed: 1,773] [added: 1,950] apartment homes when completed.
- An attractive quality of life, which may lead to higher demand and retention for our apartments and allow us to more readily [removed: increase rents.][added: grow revenue.]
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
We intend to meet our short-term and long-term liquidity requirements through a combination of one or more of the following: cash [removed: and cash equivalents, cash] flows generated from operations, draws on our unsecured credit facility, the use of debt and equity offerings under our automatic shelf registration statement, proceeds from property dispositions, equity issued from our at-the-market ("ATM") share offering programs, other unsecured borrowings, or secured mortgages.
Our on-site personnel are trained to deliver high-quality services to our residents and we strive to motivate our on-site employees through incentive compensation arrangements based upon property operational [removed: results, rental rate increases, occupancy levels, and level of new leases and lease renewals achieved.][added: results.]
How we manage our human capital is critical to how we deliver on our strategy and create sustained growth and value for our [removed: shareholders and we strive to improve the lives of our team members, customers and shareholders one experience at a time.][added: shareholders.]
We are proud of our culture and the recognition we have received as a great place to work, including being named on the list as one of the 100 Best Companies to Work For® by FORTUNE magazine for [removed: 14] [added: 15] consecutive years, most recently ranking [removed: #8.][added: #26.]
One of our most cherished mantras is “Never Stop Learning.” We encourage team members to discover their [removed: strengths,] [added: strengths and] cultivate new interests, and offer tuition assistance to team members working to earn industry designations from various organizations.
CamdenU, our in-house learning center, is available to all employees and offers courses in subjects such as leadership, management, fair housing and compliance, and health and [removed: safety training.]
We believe these efforts are socially responsible, foundational to Camden’s success, and essential to delivering on our goal to improve the lives of our team [removed: members] [added: members, customers] and [removed: residents,] [added: shareholders,] one experience at a time.
At December 31, [removed: 2021,] [added: 2022,] we had approximately [removed: 1,700] [added: 1,650] employees including executive, [removed: administrative,] [added: community,] and [removed: community] [added: administrative] personnel.
As of December 31, [removed: 2021,] [added: 2022,] we met the qualification of a REIT under Sections 856-860 of the Internal Revenue Code of 1986, as amended (the “Code”).
We strive to improve the lives of our team members, customers and shareholders one experience at a time.
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
safety training.
*Investments in Joint Ventures.* We have entered into, and may continue in the future to enter into, joint ventures or partnerships, including limited liability companies, through which we own an indirect economic interest in less than 100% of the joint venture or partnership.
We account for three investment funds (collectively, the "Funds") utilizing the equity method of accounting.
As of December 31, 2021, we had two discretionary investment funds, which are closed to future investments, and a third fund which we formed in March 2015 and, as amended, may be utilized for future multifamily investments of up to $360 million.
See Note 8, “Investments in Joint Ventures,” and Note 14, “Commitments and Contingencies,” in the notes to the Consolidated Financial Statements for further discussion of our investments in joint ventures.
Together we innovate and collaborate with the goal of delivering consistently strong business results.
Our commitment to furthering diversity, equity, and inclusion initiatives has resulted in our workforce at Camden reflecting a broad base of talent, with true gender, generation, and ethnicity diversity among our team members.
Cover and table of contents
27 rewritten, 7 added, 5 removed, 82 unchanged
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
For the fiscal year ended December 31, [removed: 2021][added: 2022]
The aggregate market value of voting and non-voting common equity held by non-affiliates of the registrant was [removed: $13,268,781,625] [added: $14,281,101,986] based on a June 30, [removed: 2021] [added: 2022] share price of [removed: $132.67.][added: $134.48.]
On February [removed: 10, 2022, 103,429,458] [added: 16, 2023, 106,700,488] common shares of the registrant were outstanding, net of treasury shares and shares held in our deferred compensation arrangements.
Portions of the registrant's Proxy Statement in connection with its Annual Meeting of Shareholders to be held May 12, [removed: 2022] [added: 2023] are incorporated by reference in Part III.
| Item 1. | | | [removed: [Business](#i22741b3d457d40eea7708eab1a3244a0_13)] [added: [Business](#ic3d0808623a844d5be74a512380237cd_13)] | | | [removed: [1](#i22741b3d457d40eea7708eab1a3244a0_13)] [added: [1](#ic3d0808623a844d5be74a512380237cd_13)] | | |
| Item 1A. | | | [Risk [removed: Factors](#i22741b3d457d40eea7708eab1a3244a0_16)] [added: Factors](#ic3d0808623a844d5be74a512380237cd_16)] | | | [removed: [3](#i22741b3d457d40eea7708eab1a3244a0_16)] [added: [3](#ic3d0808623a844d5be74a512380237cd_16)] | | |
| Item 1B. | | | [Unresolved Staff [removed: Comments](#i22741b3d457d40eea7708eab1a3244a0_19)] [added: Comments](#ic3d0808623a844d5be74a512380237cd_19)] | | | [removed: [10](#i22741b3d457d40eea7708eab1a3244a0_19)] [added: [9](#ic3d0808623a844d5be74a512380237cd_19)] | | |
| Item 2. | | | [removed: [Properties](#i22741b3d457d40eea7708eab1a3244a0_22)] [added: [Properties](#ic3d0808623a844d5be74a512380237cd_22)] | | | [removed: [10](#i22741b3d457d40eea7708eab1a3244a0_22)] [added: [9](#ic3d0808623a844d5be74a512380237cd_22)] | | |
| Item 3. | | | [Legal [removed: Proceedings](#i22741b3d457d40eea7708eab1a3244a0_25)] [added: Proceedings](#ic3d0808623a844d5be74a512380237cd_25)] | | | [removed: [15](#i22741b3d457d40eea7708eab1a3244a0_25)] [added: [14](#ic3d0808623a844d5be74a512380237cd_25)] | | |
| Item 4. | | | [Mine Safety [removed: Disclosures](#i22741b3d457d40eea7708eab1a3244a0_28)] [added: Disclosures](#ic3d0808623a844d5be74a512380237cd_28)] | | | [removed: [15](#i22741b3d457d40eea7708eab1a3244a0_28)] [added: [14](#ic3d0808623a844d5be74a512380237cd_28)] | | |
| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i22741b3d457d40eea7708eab1a3244a0_34)] [added: Securities](#ic3d0808623a844d5be74a512380237cd_34)] | | | [removed: [16](#i22741b3d457d40eea7708eab1a3244a0_34)] [added: [15](#ic3d0808623a844d5be74a512380237cd_34)] | | |
| Item 6. | | | [removed: [Reserved](#i22741b3d457d40eea7708eab1a3244a0_40)] [added: [Reserved](#ic3d0808623a844d5be74a512380237cd_40)] | | | [removed: [17](#i22741b3d457d40eea7708eab1a3244a0_40)] [added: [16](#ic3d0808623a844d5be74a512380237cd_40)] | | |
| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i22741b3d457d40eea7708eab1a3244a0_43)] [added: Operations](#ic3d0808623a844d5be74a512380237cd_43)] | | | [removed: [18](#i22741b3d457d40eea7708eab1a3244a0_43)] [added: [17](#ic3d0808623a844d5be74a512380237cd_43)] | | |
| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i22741b3d457d40eea7708eab1a3244a0_52)] [added: Risk](#ic3d0808623a844d5be74a512380237cd_52)] | | | [removed: [34](#i22741b3d457d40eea7708eab1a3244a0_52)] [added: [32](#ic3d0808623a844d5be74a512380237cd_52)] | | |
| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i22741b3d457d40eea7708eab1a3244a0_55)] [added: Data](#ic3d0808623a844d5be74a512380237cd_55)] | | | [removed: [34](#i22741b3d457d40eea7708eab1a3244a0_55)] [added: [33](#ic3d0808623a844d5be74a512380237cd_55)] | | |
| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i22741b3d457d40eea7708eab1a3244a0_58)] [added: Disclosure](#ic3d0808623a844d5be74a512380237cd_58)] | | | [removed: [34](#i22741b3d457d40eea7708eab1a3244a0_58)] [added: [33](#ic3d0808623a844d5be74a512380237cd_58)] | | |
| Item 9A. | | | [Controls and [removed: Procedures](#i22741b3d457d40eea7708eab1a3244a0_61)] [added: Procedures](#ic3d0808623a844d5be74a512380237cd_61)] | | | [removed: [34](#i22741b3d457d40eea7708eab1a3244a0_61)] [added: [33](#ic3d0808623a844d5be74a512380237cd_61)] | | |
| Item 9B. | | | [Other [removed: Information](#i22741b3d457d40eea7708eab1a3244a0_67)] [added: Information](#ic3d0808623a844d5be74a512380237cd_67)] | | | [removed: [37](#i22741b3d457d40eea7708eab1a3244a0_67)] [added: [36](#ic3d0808623a844d5be74a512380237cd_67)] | | |
| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i22741b3d457d40eea7708eab1a3244a0_1784)] [added: Inspections](#ic3d0808623a844d5be74a512380237cd_70)] | | | [removed: [37](#i22741b3d457d40eea7708eab1a3244a0_1784)] [added: [37](#ic3d0808623a844d5be74a512380237cd_70)] | | |
| [PART [removed: III](#i22741b3d457d40eea7708eab1a3244a0_70)] [added: III](#ic3d0808623a844d5be74a512380237cd_73)] | | | | | | | | |
| Item 10. | | | [Directors, Executive Officers, and Corporate [removed: Governance](#i22741b3d457d40eea7708eab1a3244a0_73)] [added: Governance](#ic3d0808623a844d5be74a512380237cd_76)] | | | [removed: [37](#i22741b3d457d40eea7708eab1a3244a0_73)] [added: [36](#ic3d0808623a844d5be74a512380237cd_76)] | | |
| Item 11. | | | [Executive [removed: Compensation](#i22741b3d457d40eea7708eab1a3244a0_76)] [added: Compensation](#ic3d0808623a844d5be74a512380237cd_79)] | | | [removed: [37](#i22741b3d457d40eea7708eab1a3244a0_76)] [added: [36](#ic3d0808623a844d5be74a512380237cd_79)] | | |
| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i22741b3d457d40eea7708eab1a3244a0_79)] [added: Matters](#ic3d0808623a844d5be74a512380237cd_82)] | | | [removed: [37](#i22741b3d457d40eea7708eab1a3244a0_79)] [added: [36](#ic3d0808623a844d5be74a512380237cd_82)] | | |
| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i22741b3d457d40eea7708eab1a3244a0_82)] [added: Independence](#ic3d0808623a844d5be74a512380237cd_85)] | | | [removed: [37](#i22741b3d457d40eea7708eab1a3244a0_82)] [added: [36](#ic3d0808623a844d5be74a512380237cd_85)] | | |
| Item 14. | | | [Principal [removed: Accounting Fees] [added: Account](#ic3d0808623a844d5be74a512380237cd_88)[ant](#ic3d0808623a844d5be74a512380237cd_88) [Fees] and [removed: Services](#i22741b3d457d40eea7708eab1a3244a0_85)] [added: Services](#ic3d0808623a844d5be74a512380237cd_88)] | | | [removed: [37](#i22741b3d457d40eea7708eab1a3244a0_85)] [added: [36](#ic3d0808623a844d5be74a512380237cd_88)] | | |
| Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#i22741b3d457d40eea7708eab1a3244a0_91)] [added: Schedules](#ic3d0808623a844d5be74a512380237cd_94)] | | | [removed: [37](#i22741b3d457d40eea7708eab1a3244a0_91)] [added: [36](#ic3d0808623a844d5be74a512380237cd_94)] | | |
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
| [PART I](#ic3d0808623a844d5be74a512380237cd_10) | | | | | | | | |
| [PART II](#ic3d0808623a844d5be74a512380237cd_31) | | | | | | | | |
| [PART IV](#ic3d0808623a844d5be74a512380237cd_91) | | | | | | | | |
| Item 16. | | | [Form 10-](#ic3d0808623a844d5be74a512380237cd_97)[K](#ic3d0808623a844d5be74a512380237cd_97) [S](#ic3d0808623a844d5be74a512380237cd_97)[ummary](#ic3d0808623a844d5be74a512380237cd_97) | | | [41](#ic3d0808623a844d5be74a512380237cd_97) | | |
| [SIGNATURES](#ic3d0808623a844d5be74a512380237cd_100) | | | | | | [42](#ic3d0808623a844d5be74a512380237cd_100) | | |
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
| [PART I](#i22741b3d457d40eea7708eab1a3244a0_10) | | | | | | | | |
| [PART II](#i22741b3d457d40eea7708eab1a3244a0_31) | | | | | | | | |
| [PART IV](#i22741b3d457d40eea7708eab1a3244a0_88) | | | | | | | | |
| Item 16. | | | [Summary](#i22741b3d457d40eea7708eab1a3244a0_94) | | | [42](#i22741b3d457d40eea7708eab1a3244a0_94) | | |
| [SIGNATURES](#i22741b3d457d40eea7708eab1a3244a0_97) | | | | | | [43](#i22741b3d457d40eea7708eab1a3244a0_97) | | |
Item 2. Properties
179 rewritten, 20 added, 11 removed, 52 unchanged
The [removed: 171] [added: 172] operating properties in which we owned interests and operated at December 31, [removed: 2021] [added: 2022] averaged 960 square feet of living area per apartment home.
For the year ended December 31, [removed: 2021,] [added: 2022,] no single operating property accounted for greater than 1.4% of our total revenues.
Our stabilized operating properties had a weighted average occupancy rate of approximately [removed: 97%] [added: 96%] and [removed: 95%] [added: 97%] for the years ended December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively, an average monthly rental [removed: revenue] [added: rate] per apartment home of [removed: $1,671] [added: $1,881] and [removed: $1,599] [added: $1,671] for the same periods, respectively and our average resident lease terms are approximately fourteen months.
At December 31, [removed: 2021, 153] [added: 2022, 154] of our operating properties had over 200 apartment homes, with the largest having 904 apartment homes.
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
The following table sets forth information with respect to our [removed: 171] [added: 172] operating properties at December 31, [removed: 2021:][added: 2022:]
| Property and Location | | | | | | Year Placed in Service | | | | | | Average Apartment Size (Sq. Ft.) | | | | | | Number of Apartments | | | | | | [removed: 2021] [added: 2022] Average Occupancy (1) | | | | | | [removed: 2021] [added: 2022] Average Monthly Rental Rate per Apartment (2) | | |
| Camden Chandler | | | | | | 2016 | | | | | | 1,146 | | | | | | 380 | | | | | | [removed: 97.6] [added: 95.8] | | % | | | | $ | [removed: 1,668] [added: 1,923] | |
| Camden Copper Square | | | | | | 2000 | | | | | | 786 | | | | | | 332 | | | | | | [removed: 96.3] [added: 94.3] | | | | | | [removed: 1,345] [added: 1,588] | | |
| Camden Foothills | | | | | | 2014 | | | | | | 1,032 | | | | | | 220 | | | | | | [removed: 97.0] [added: 96.3] | | | | | | [removed: 1,871] [added: 2,123] | | |
| Camden Legacy | | | | | | 1996 | | | | | | 1,067 | | | | | | 428 | | | | | | [removed: 96.3] [added: 95.8] | | | | | | [removed: 1,632] [added: 1,948] | | |
| Camden Montierra | | | | | | 1999 | | | | | | 1,071 | | | | | | 249 | | | | | | [removed: 97.7] [added: 96.0] | | | | | | [removed: 1,587] [added: 1,878] | | |
| Camden North End I | | | | | | 2019 | | | | | | 921 | | | | | | 441 | | | | | | [removed: 96.3] [added: 94.8] | | | | | | [removed: 1,722] [added: 1,995] | | |
| Camden North End II [removed: (3)] | | | | | | 2021 | | | | | | 885 | | | | | | 343 | | | | | | [removed: 97.2] [added: 94.6] | | | | | | [removed: 1,808] [added: 1,983] | | |
| Camden Old Town Scottsdale | | | | | | 2016 | | | | | | 892 | | | | | | 316 | | | | | | [removed: 97.8] [added: 96.3] | | | | | | [removed: 1,886] [added: 2,222] | | |
| Camden Pecos Ranch | | | | | | 2001 | | | | | | 949 | | | | | | 272 | | | | | | [removed: 97.0] [added: 94.6] | | | | | | [removed: 1,378] [added: 1,619] | | |
| Camden San Marcos | | | | | | 1995 | | | | | | 984 | | | | | | 320 | | | | | | [removed: 97.6] [added: 95.8] | | | | | | [removed: 1,506] [added: 1,767] | | |
| Camden San Paloma | | | | | | 1993/1994 | | | | | | 1,042 | | | | | | 324 | | | | | | [removed: 96.8] [added: 95.7] | | | | | | [removed: 1,543] [added: 1,873] | | |
| Camden Sotelo | | | | | | 2008/2012 | | | | | | 1,303 | | | | | | 170 | | | | | | [removed: 97.9] [added: 96.2] | | | | | | [removed: 1,694] [added: 1,985] | | |
| Camden Tempe | | | | | | 2015 | | | | | | [removed: 1,033] [added: 1,043] | | | | | | 234 | | | | | | [removed: 96.7] [added: 95.1] | | | | | | [removed: 1,698] [added: 1,979] | | |
| Camden Crown Valley | | | | | | 2001 | | | | | | 1,009 | | | | | | 380 | | | | | | [removed: 98.2] [added: 97.6] | | | | | | [removed: 2,230] [added: 2,474] | | |
| Camden Glendale | | | | | | 2015 | | | | | | 893 | | | | | | 307 | | | | | | [removed: 97.2] [added: 98.1] | | | | | | [removed: 2,426] [added: 2,624] | | |
| Camden Harbor View | | | | | | 2004 | | | | | | 981 | | | | | | 547 | | | | | | [removed: 97.5] [added: 97.1] | | | | | | [removed: 2,657] [added: 2,859] | | |
| Camden Main and Jamboree | | | | | | 2008 | | | | | | 1,011 | | | | | | 290 | | | | | | [removed: 98.0] [added: 95.6] | | | | | | [removed: 2,171] [added: 2,396] | | |
| Camden Martinique | | | | | | 1986 | | | | | | 795 | | | | | | 714 | | | | | | [removed: 97.5] [added: 97.2] | | | | | | [removed: 1,946] [added: 2,150] | | |
| Camden Sea Palms | | | | | | 1990 | | | | | | 891 | | | | | | 138 | | | | | | [removed: 98.6] [added: 98.3] | | | | | | [removed: 2,225] [added: 2,432] | | |
| The Camden | | | | | | 2016 | | | | | | 767 | | | | | | 287 | | | | | | [removed: 95.6] [added: 96.8] | | | | | | [removed: 2,921] [added: 3,132] | | |
| Camden Hillcrest [removed: (4)] [added: (3)] | | | | | | 2021 | | | | | | 1,223 | | | | | | 132 | | | | | | [removed: Lease-up] [added: 94.7] | | | | | | [removed: 4,238] [added: 3,730] | | |
| Camden Landmark | | | | | | 2006 | | | | | | 982 | | | | | | 469 | | | | | | [removed: 97.2] [added: 96.3] | | | | | | [removed: 1,833] [added: 2,047] | | |
| Camden Old Creek | | | | | | 2007 | | | | | | 1,037 | | | | | | 350 | | | | | | [removed: 98.2] [added: 98.4] | | | | | | [removed: 2,376] [added: 2,624] | | |
| Camden Sierra at Otay Ranch | | | | | | 2003 | | | | | | 962 | | | | | | 422 | | | | | | [removed: 97.1] [added: 97.5] | | | | | | [removed: 2,217] [added: 2,485] | | |
| Camden Tuscany | | | | | | 2003 | | | | | | 895 | | | | | | 160 | | | | | | [removed: 96.1] [added: 97.7] | | | | | | [removed: 2,678] [added: 2,923] | | |
| Camden Vineyards | | | | | | 2002 | | | | | | 1,053 | | | | | | 264 | | | | | | [removed: 97.4] [added: 96.8] | | | | | | [removed: 1,987] [added: 2,219] | | |
| Camden Belleview Station | | | | | | 2009 | | | | | | 888 | | | | | | 270 | | | | | | [removed: 95.4] [added: 96.2] | | | | | | [removed: 1,594] [added: 1,781] | | |
| Camden Caley | | | | | | 2000 | | | | | | 921 | | | | | | 218 | | | | | | [removed: 96.5] [added: 97.0] | | | | | | [removed: 1,593] [added: 1,773] | | |
| Camden Denver West | | | | | | 1997 | | | | | | 1,015 | | | | | | 320 | | | | | | [removed: 97.0] [added: 95.9] | | | | | | [removed: 1,910] [added: 2,130] | | |
| Camden Flatirons | | | | | | 2015 | | | | | | 960 | | | | | | 424 | | | | | | [removed: 96.6] [added: 96.2] | | | | | | [removed: 1,741] [added: 1,911] | | |
| Camden Highlands Ridge | | | | | | 1996 | | | | | | 1,149 | | | | | | 342 | | | | | | [removed: 97.7] [added: 97.0] | | | | | | [removed: 1,908] [added: 2,128] | | |
| Camden Interlocken | | | | | | 1999 | | | | | | 1,002 | | | | | | 340 | | | | | | [removed: 97.0] [added: 96.7] | | | | | | [removed: 1,763] [added: 1,960] | | |
| Camden Lincoln Station | | | | | | 2017 | | | | | | 844 | | | | | | 267 | | | | | | [removed: 96.1] [added: 96.8] | | % | | | | $ | [removed: 1,649] [added: 1,802] | |
Operating Properties
| 2018-2022 | | | 15 | | |
| 2013-2017 | | | 30 | | |
| 2008-2012 | | | 31 | | |
| 2003-2007 | | | 26 | | |
| 1998-2002 | | | 39 | | |
| Prior to 1998 | | | 31 | | |
| Camden Lakeway | | | | | | 1997 | | | | | | 929 | | | | | | 459 | | | | | | 96.5 | | | | | | 1,890 | | |
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
| Property and Location | | | | | | Year Placed in Service | | | | | | Average Apartment Size (Sq. Ft.) | | | | | | Number of Apartments | | | | | | 2022 Average Occupancy (1) | | | | | | 2022 Average Monthly Rental Rate per Apartment (2) | | |
| Camden Atlantic (5) | | | | | | 2022 | | | | | | 919 | | | | | | 269 | | | | | | Lease-up | | | | | | 2,389 | | |
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
| Property and Location | | | | | | Year Placed in Service | | | | | | Average Apartment Size (Sq. Ft.) | | | | | | Number of Apartments | | | | | | 2022 Average Occupancy (1) | | | | | | 2022 Average Monthly Rental Rate per Apartment (2) | | |
| Camden Buckhead (3) | | | | | | 2022 | | | | | | 1,087 | | | | | | 366 | | | | | | 94.2 | | | | | | 2,645 | | |
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
| Property and Location | | | | | | Year Placed in Service | | | | | | Average Apartment Size (Sq. Ft.) | | | | | | Number of Apartments | | | | | | 2022 Average Occupancy (1) | | | | | | 2022 Average Monthly Rental Rate per Apartment (2) | | |
| Camden Crest | | | | | | 2001 | | | | | | 1,012 | | | | | | 442 | | | | | | 96.5 | | | | | | 1,374 | | |
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
| Property and Location | | | | | | Year Placed in Service | | | | | | Average Apartment Size (Sq. Ft.) | | | | | | Number of Apartments | | | | | | 2022 Average Occupancy (1) | | | | | | 2022 Average Monthly Rental Rate per Apartment (2) | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating Properties (including properties held through unconsolidated joint ventures)
| 2017-2021 | | | 18 | | |
| 2012-2016 | | | 32 | | |
| 2007-2011 | | | 29 | | |
| 2002-2006 | | | 27 | | |
| 1997-2001 | | | 43 | | |
| Prior to 1997 | | | 22 | | |
| Camden Lakeway | | | | | | 1997 | | | | | | 932 | | | | | | 451 | | | | | | 95.6 | | | | | | 1,701 | | |
| Camden Largo Town Center | | | | | | 2000/2007 | | | | | | 1,027 | | | | | | 245 | | | | | | 97.0 | | | | | | 1,776 | | |
| Camden Crest | | | | | | 2001 | | | | | | 1,014 | | | | | | 438 | | | | | | 96.6 | | | | | | 1,174 | | |
*(6)Property acquired in 2021 - the average occupancy was calculated from the date the property was acquired.*
An excerpt. Shown here: 40 of 179 rewritten, all 20 added and all 11 removed. The counts are complete. For every sentence, read Item 2. Properties in the FY2022 filing and the FY2021 filing.
Item 4. Mine Safety Disclosures
1 rewritten, 0 added, 0 removed, 2 unchanged
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
Item 5. Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities
17 rewritten, 12 added, 12 removed, 6 unchanged
Our common shares are traded on the New York Stock Exchange under the symbol "CPT." As of February [removed: 10, 2022,] [added: 16, 2023,] there were approximately [removed: 297] [added: 281] shareholders of [removed: record and 88,001 beneficial owners of our common shares.][added: record.]
In the first quarter of [removed: 2022,] [added: 2023,] the Company's Board of Trust Managers declared a first quarter dividend of [removed: $0.94] [added: $1.00] per common share to our common shareholders of record as of March 31, [removed: 2022.][added: 2023.]
Future dividend payments are paid at the discretion of the Board of Trust Managers and depend on cash flows generated from operations, the Company's financial condition and capital requirements, distribution requirements under the REIT provisions of the Code and other [removed: factors] [added: factors, including the Company's past performance and future prospects,] which may be deemed relevant by our Board of Trust Managers.
Assuming similar dividend distributions for the remainder of [removed: 2022,] [added: 2023,] our annualized dividend rate for [removed: 2022] [added: 2023] would be [removed: $3.76.][added: $4.00.]
The following graph assumes the investment of $100 on December 31, [removed: 2016] [added: 2017] and quarterly reinvestment of dividends.
[removed: ][added: ]
| Index | | | | | | | | | | | | | | | | | | | | | [removed: 2017] | | | | | | 2018 | | | | | | 2019 | | | | | | 2020 | | | | | | 2021 | | | [added: | | | 2022 | | |]
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
In [removed: August 2021,] [added: May 2022,] we created an at-the-market ("ATM") share offering program through which we can, but have no obligation to, sell common shares for an aggregate offering [removed: price] [added: amount] of up to $500.0 million (the [removed: "2021] [added: "2022] ATM program"), in amounts and at times as we determine, into the existing trading market at current market prices as well as through negotiated transactions.
The proceeds from [removed: the] [added: any] sale of our common shares under the [removed: 2021] [added: 2022] ATM program are intended to be used for general corporate purposes, which may include reducing future borrowings under our [removed: $900 million] unsecured [removed: line of credit,] [added: credit facility,] the repayment of other indebtedness, the redemption or other repurchase of outstanding debt or equity securities, funding for development activities, and financing for acquisitions.
The [removed: 2021] [added: 2022] ATM program also permits the use of forward sale agreements which allows us to lock in a share price on the sale of common shares at the time the agreement is executed, but defer receiving the proceeds from the sale of the applicable shares until a later date.
[removed: We] [added: Under this scenario, we] would [added: not initially receive any proceeds from any sale of borrowed shares by the forward seller and would] expect to physically settle each forward sale agreement with the relevant forward purchaser on or prior to the maturity date of a particular forward sale agreement by issuing our common shares in return for the receipt of aggregate net cash proceeds at settlement equal to the number of common shares underlying the particular forward sale agreement multiplied by the relevant forward sale price.
[removed: We did] [added: As of the date of this filing, we have] not [removed: sell] [added: entered into] any [removed: additional shares subsequent to December 31, 2021,] [added: forward sales agreement] and [removed: we had] [added: have] common shares having an aggregate offering [removed: price] [added: amount] of up to [removed: $97.6] [added: $500.0] million remaining available for sale under [removed: the 2021 ATM program as of the date of] this [removed: filing.][added: ATM program.]
In June 2020, we created an ATM share offering program through which we could, but had no obligation to, sell common shares [removed: for] [added: having] an aggregate offering price of up to $362.7 million (the "2020 ATM program").
In August 2021, we terminated the 2020 ATM program with an aggregate offering price of approximately $0.2 million [removed: not sold.][added: remaining available for sale and, upon termination, no further common shares were available for sale.]
There were no repurchases under this [removed: program] [added: plan] for the [removed: years] [added: year] ended December 31, [removed: 2019, 2020, or 2021] [added: 2022] or through the date of this filing.
[removed: The] [added: As of December 31, 2020 and 2021, the] remaining dollar value of our common equity securities authorized to be repurchased under this program was approximately $269.5 [removed: million as of the date of this filing.][added: million, and there were no repurchases during either year.]
This number does not include the beneficial owners of our shares which are held by banks, brokers and other financial institutions.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Camden Property Trust | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 99.02 | | | | | $ | 122.99 | | | | | $ | 120.19 | | | | | $ | 220.16 | | | | | $ | 141.82 | |
| FTSE NAREIT Equity | | | | | | | | | | | | | | | | | | | | | | | | | | | 95.38 | | | | | | 120.17 | | | | | | 110.56 | | | | | | 158.36 | | | | | | 119.77 | | |
| S&P 500 | | | | | | | | | | | | | | | | | | | | | | | | | | | 95.62 | | | | | | 125.72 | | | | | | 148.85 | | | | | | 191.58 | | | | | | 156.88 | | |
| Russell 2000 | | | | | | | | | | | | | | | | | | | | | | | | | | | 88.99 | | | | | | 111.70 | | | | | | 134.00 | | | | | | 153.85 | | | | | | 122.41 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
In August 2021, we created an ATM share offering program through which we could, but had no obligation to, sell common shares for an aggregate offering price of up to $500.0 million (the "2021 ATM program").
In May 2022, we terminated the 2021 ATM program with an aggregate offering amount of approximately $71.3 million remaining available for sale and, upon termination, no further common shares were available for sale.
In October 2022, our Board of Trust Managers approved an increase to the authorization for our common equity securities by approximately $230.5 million to a total of $500.0 million.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Camden Property Trust | | | | | | | | | | | | | | | | | | | | | $ | 113.33 | | | | | $ | 112.22 | | | | | $ | 139.39 | | | | | $ | 136.21 | | | | | $ | 249.51 | |
| FTSE NAREIT Equity | | | | | | | | | | | | | | | | | | | | | 105.23 | | | | | | 100.36 | | | | | | 126.45 | | | | | | 116.34 | | | | | | 166.64 | | |
| S&P 500 | | | | | | | | | | | | | | | | | | | | | 121.83 | | | | | | 116.49 | | | | | | 153.17 | | | | | | 181.35 | | | | | | 233.41 | | |
| Russell 2000 | | | | | | | | | | | | | | | | | | | | | 114.65 | | | | | | 102.02 | | | | | | 128.06 | | | | | | 153.62 | | | | | | 176.39 | | |
Under this scenario, we would not initially receive any proceeds from any sale of borrowed shares by the forward seller.
We have not entered into any forward sale agreements under the 2021 ATM program.
During the year ended December 31, 2021, we sold an aggregate of approximately 2.6 million common shares at an average price per share of $157.57, for aggregate net consideration of approximately $400.4 million under the 2021 ATM program.
The proceeds from the sale of our common shares under the 2021 ATM program were used for general corporate purposes, which included funding for development activities and financing for acquisitions.
During the six months ended June 30, 2021, we sold an aggregate of approximately 2.9 million common shares at an average price per share of $126.64, for aggregate net consideration of approximately $358.8 million.
There were no additional shares sold under the 2020 ATM program from June 30, 2021 through the date of the termination agreements, and no further common shares were available for sale under this program.
Item 6. Reserved
1 rewritten, 0 added, 0 removed, 1 unchanged
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
Item 9A. Controls and Procedures
7 rewritten, 4 added, 2 removed, 32 unchanged
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
Management assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2021.][added: 2022.]
Based on our assessment, management concluded our internal control over financial reporting is effective as of December 31, [removed: 2021.][added: 2022.]
To the [removed: Shareholders] [added: shareholders] and [added: the] Board of Trust Managers of Camden Property Trust
We have audited the internal control over financial reporting of Camden Property Trust and subsidiaries (the “Company”) as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, [removed: 2021,] [added: 2022,] of the Company and our report dated February [removed: 17, 2022,] [added: 23, 2023,] expressed an unqualified opinion on those financial statements.
February 23, 2023
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
| February 23, 2023 | | |
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
February 17, 2022
| February 17, 2022 | | |
Item 10. Directors, Executive Officers, and Corporate Governance
1 rewritten, 0 added, 0 removed, 0 unchanged
Information with respect to this Item 10 is incorporated by reference from our Proxy Statement, which we expect to file on or about March 24, [removed: 2022] [added: 2023] in connection with the Annual Meeting of Shareholders to be held on or about May 12, [removed: 2022.][added: 2023.]
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 0 unchanged
Information with respect to this Item 11 is incorporated by reference from our Proxy Statement, which we expect to file on or about March 24, [removed: 2022] [added: 2023] in connection with the Annual Meeting of Shareholders to be held on or about May 12, [removed: 2022.][added: 2023.]
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters
1 rewritten, 0 added, 0 removed, 0 unchanged
Information with respect to this Item 12 is incorporated by reference from our Proxy Statement, which we expect to file on or about March 24, [removed: 2022] [added: 2023] in connection with the Annual Meeting of Shareholders to be held on or about May 12, [removed: 2022.][added: 2023.]
Item 13. Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
Information with respect to this Item 13 is incorporated by reference from our Proxy Statement, which we expect to file on or about March 24, [removed: 2022] [added: 2023] in connection with the Annual Meeting of Shareholders to be held on or about May 12, [removed: 2022.][added: 2023.]
Item 14. Principal Accountant Fees and Services
1 rewritten, 0 added, 0 removed, 1 unchanged
Information with respect to this Item 14 is incorporated by reference from our Proxy Statement, which we expect to file on or about March 24, [removed: 2022] [added: 2023] in connection with the Annual Meeting of Shareholders to be held on or about May 12, [removed: 2022.][added: 2023.]
Item 15. Exhibits and Financial Statement Schedules
64 rewritten, 6 added, 4 removed, 136 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#i22741b3d457d40eea7708eab1a3244a0_100)] [added: Firm](#ic3d0808623a844d5be74a512380237cd_103)] | | | PCAOB ID No. | | | 34 | | | F-1 | | |
| [Consolidated Balance Sheets as of December 31, [removed: 2021] [added: 2022] and [removed: 2020](#i22741b3d457d40eea7708eab1a3244a0_103)] [added: 2021](#ic3d0808623a844d5be74a512380237cd_106)] | | | | | | | | | F-3 | | |
| [Consolidated Statements of Income and Comprehensive Income for the Years Ended December 31, [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i22741b3d457d40eea7708eab1a3244a0_109)] [added: 2020](#ic3d0808623a844d5be74a512380237cd_112)] | | | | | | | | | F-4 | | |
| [Consolidated Statements of Equity for the Years Ended December 31, [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i22741b3d457d40eea7708eab1a3244a0_112)] [added: 2020](#ic3d0808623a844d5be74a512380237cd_115)] | | | | | | | | | F-6 | | |
| [Consolidated Statements of Cash Flows for the Years Ended December 31, [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i22741b3d457d40eea7708eab1a3244a0_118)] [added: 2020](#ic3d0808623a844d5be74a512380237cd_121)] | | | | | | | | | F-8 | | |
| [Notes to Consolidated Financial [removed: Statements](#i22741b3d457d40eea7708eab1a3244a0_121)] [added: Statements](#ic3d0808623a844d5be74a512380237cd_124)] | | | | | | | | | F-10 | | |
| [Schedule III – Real Estate and Accumulated [removed: Depreciation](#i22741b3d457d40eea7708eab1a3244a0_202)] [added: Depreciation](#ic3d0808623a844d5be74a512380237cd_199)] | | | | | | | | | S-1 | | |
| [Schedule IV – Mortgage Loans on Real [removed: Estate](#i22741b3d457d40eea7708eab1a3244a0_208)] [added: Estate](#ic3d0808623a844d5be74a512380237cd_205)] | | | | | | | | | S-8 | | |
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
| [removed: [4.7](http://www.sec.gov/Archives/edgar/data/906345/000119312512495135/d450447dex44.htm)] [added: [4.7](http://www.sec.gov/Archives/edgar/data/906345/000095012311056349/d82770exv4w5.htm)] | | | | | | Form of Camden Property Trust [removed: 2.95%] [added: 4.875%] Note due [removed: 2022] [added: 2023] | | | | | | Exhibit [removed: 4.4] [added: 4.5] to Form 8-K filed on [removed: December 7, 2012] [added: June 3, 2011] | | |
| [removed: [4.8](http://www.sec.gov/Archives/edgar/data/906345/000095012311056349/d82770exv4w5.htm)] [added: [4.11](http://www.sec.gov/Archives/edgar/data/906345/000119312519174375/d724903dex45.htm)] | | | | | | Form of Camden Property Trust [removed: 4.875%] [added: 3.150%] Note due [removed: 2023] [added: 2029] | | | | | | Exhibit 4.5 to Form 8-K filed on June [removed: 3, 2011] [added: 17, 2019] | | |
| [removed: [4.9](http://www.sec.gov/Archives/edgar/data/906345/000119312513458752/d637796dex41.htm)] [added: [4.8](http://www.sec.gov/Archives/edgar/data/906345/000119312513458752/d637796dex41.htm)] | | | | | | Form of Camden Property Trust 4.250% Note due 2024 | | | | | | Exhibit 4.1 to Form 8-K filed on December 2, 2013 | | |
| [removed: [4.10](http://www.sec.gov/Archives/edgar/data/906345/000090634514000020/exhibit41.htm)] [added: [4.9](http://www.sec.gov/Archives/edgar/data/906345/000090634514000020/exhibit41.htm)] | | | | | | Form of Camden Property Trust 3.50% Note due 2024 | | | | | | Exhibit 4.1 to Form 8-K filed on September 12, 2014 | | |
| [removed: [4.11](http://www.sec.gov/Archives/edgar/data/906345/000119312518293179/d614979dex45.htm)] [added: [4.10](http://www.sec.gov/Archives/edgar/data/906345/000119312518293179/d614979dex45.htm)] | | | | | | Form of Camden Property Trust 4.100% Note due 2028 | | | | | | Exhibit 4.5 to Form 8-K filed on October 4, 2018 | | |
| [removed: [4.12](http://www.sec.gov/Archives/edgar/data/906345/000119312519174375/d724903dex45.htm)] [added: [4.12](http://www.sec.gov/Archives/edgar/data/906345/000119312519263579/d815416dex45.htm)] | | | | | | Form of Camden Property Trust [removed: 3.150%] [added: 3.350%] Note due [removed: 2029] [added: 2049] | | | | | | Exhibit 4.5 to Form 8-K filed on [removed: June 17,] [added: October 7,] 2019 | | |
| [removed: [4.13](http://www.sec.gov/Archives/edgar/data/906345/000119312519263579/d815416dex45.htm)] [added: [4.13](http://www.sec.gov/Archives/edgar/data/906345/000119312520113116/d890028dex45.htm)] | | | | | | Form of Camden Property Trust [removed: 3.350%] [added: 2.800%] Note due [removed: 2049] [added: 2030] | | | | | | Exhibit 4.5 to Form 8-K filed on [removed: October 7, 2019] [added: April 21, 2020] | | |
| [removed: [4.14](http://www.sec.gov/Archives/edgar/data/906345/000119312520113116/d890028dex45.htm)] [added: [4.14](http://www.sec.gov/Archives/edgar/data/906345/000119312520113116/d890028dex46.htm)] | | | | | | Form of Camden Property Trust 2.800% Note due 2030 | | | | | | Exhibit [removed: 4.5] [added: 4.6] to Form 8-K filed on April 21, 2020 | | |
| [removed: [4.16](http://www.sec.gov/Archives/edgar/data/906345/000090634520000016/cpt12312019ex414.htm)] [added: [4.15](http://www.sec.gov/Archives/edgar/data/906345/000090634520000016/cpt12312019ex414.htm)] | | | | | | Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 | | | | | | Exhibit 4.14 to Form 10-K/A filed on March 6, 2020 | | |
| [removed: [10.7](http://www.sec.gov/Archives/edgar/data/906345/000136231008006595/c76715exv99w1.htm)] [added: [10.7](http://www.sec.gov/Archives/edgar/data/906345/000136231007003207/c71698exv99w5.htm)] | | | | | | Second Amended and Restated [removed: Employment Agreement, dated November 3, 2008, between] Camden Property Trust [removed: and H. Malcolm Stewart] [added: Key Employee Share Option Plan (KEYSOP™), effective as of January 1, 2008] | | | | | | Exhibit [removed: 99.1] [added: 99.5] to Form 8-K filed on November [removed: 4, 2008] [added: 30, 2007] | | |
| [removed: [10.8](http://www.sec.gov/Archives/edgar/data/906345/000136231007003207/c71698exv99w5.htm)] [added: [10.8](http://www.sec.gov/Archives/edgar/data/906345/000136231008007970/c78096exv99w1.htm)] | | | | | | [added: Amendment No. 1 to] Second Amended and Restated Camden Property Trust Key Employee Share Option [removed: Plan (KEYSOP™),] [added: Plan,] effective as of January 1, 2008 | | | | | | Exhibit [removed: 99.5] [added: 99.1] to Form 8-K filed on [removed: November 30, 2007] [added: December 8, 2008] | | |
| [removed: [10.9](http://www.sec.gov/Archives/edgar/data/906345/000136231008007970/c78096exv99w1.htm)] [added: [10.26](http://www.sec.gov/Archives/edgar/data/906345/000136231008003914/c74094exv99w1.htm)] | | | | | | Amendment [removed: No. 1] to [removed: Second] Amended and Restated [added: 2002 Share Incentive Plan of] Camden Property [removed: Trust Key Employee Share Option Plan,] [added: Trust,] effective as of January 1, 2008 | | | | | | Exhibit 99.1 to Form 8-K filed on [removed: December 8,] [added: July 29,] 2008 | | |
| [removed: [10.10](http://www.sec.gov/Archives/edgar/data/906345/000090634504000036/cpt03exh_10.htm)] [added: [10.9](http://www.sec.gov/Archives/edgar/data/906345/000090634504000036/cpt03exh_10.htm)] | | | | | | Form of Amended and Restated Master Exchange Agreement between Camden Property Trust and certain key employees | | | | | | Exhibit 10.7 to Form 10-K for the year ended December 31, 2003 | | |
| [removed: [10.11](http://www.sec.gov/Archives/edgar/data/906345/000090634504000036/cpt03exh_10.htm)] [added: [10.10](http://www.sec.gov/Archives/edgar/data/906345/000090634504000036/cpt03exh_10.htm)] | | | | | | Form of Amended and Restated Master Exchange Agreement between Camden Property Trust and certain trust managers | | | | | | Exhibit 10.8 to Form 10-K for the year ended December 31, 2003 | | |
| [removed: [10.12](http://www.sec.gov/Archives/edgar/data/906345/000090634504000036/cpt03exh_10.htm)] [added: [10.11](http://www.sec.gov/Archives/edgar/data/906345/000090634504000036/cpt03exh_10.htm)] | | | | | | Form of Amended and Restated Master Exchange Agreement between Camden Property Trust and certain key employees | | | | | | Exhibit 10.9 to Form 10-K for the year ended December 31, 2003 | | |
| [removed: [10.13](http://www.sec.gov/Archives/edgar/data/906345/000090634504000036/cpt03exh_10.htm)] [added: [10.12](http://www.sec.gov/Archives/edgar/data/906345/000090634504000036/cpt03exh_10.htm)] | | | | | | Form of Master Exchange Agreement between Camden Property Trust and certain trust managers | | | | | | Exhibit 10.10 to Form 10-K for the year ended December 31, 2003 | | |
| [removed: [10.14](http://www.sec.gov/Archives/edgar/data/906345/000095012310070420/c03726exv10w1.htm)] [added: [10.13](http://www.sec.gov/Archives/edgar/data/906345/000095012310070420/c03726exv10w1.htm)] | | | | | | Form of Amendment No. 1 to Amended and Restated Master Exchange Agreement (Trust Managers) effective November 27, 2007 | | | | | | Exhibit 10.1 to Form 10-Q filed on July 30, 2010 | | |
| [removed: [10.15](http://www.sec.gov/Archives/edgar/data/906345/000095012310070420/c03726exv10w2.htm)] [added: [10.14](http://www.sec.gov/Archives/edgar/data/906345/000095012310070420/c03726exv10w2.htm)] | | | | | | Form of Amendment No. 1 to Amended and Restated Master Exchange Agreement (Key Employees) effective November 27, 2007 | | | | | | Exhibit 10.2 to Form 10-Q filed on July 30, 2010 | | |
| [removed: [10.16](http://www.sec.gov/Archives/edgar/data/906345/0000890566-97-000333.txt)] [added: [10.15](http://www.sec.gov/Archives/edgar/data/906345/0000890566-97-000333.txt)] | | | | | | Form of Third Amended and Restated Agreement of Limited Partnership of Camden Operating, L.P. | | | | | | Exhibit 10.1 to Form S-4 filed on February 26, 1997 (Registration No. 333-22411) | | |
| [removed: [10.17](http://www.sec.gov/Archives/edgar/data/906345/0000906345-99-000009.txt)] [added: [10.16](http://www.sec.gov/Archives/edgar/data/906345/0000906345-99-000009.txt)] | | | | | | First Amendment to Third Amended and Restated Agreement of Limited Partnership of Camden Operating, L.P., dated as of February 23, 1999 | | | | | | Exhibit 99.2 to Form 8-K filed on March 10, 1999 | | |
| [removed: [10.18](http://www.sec.gov/Archives/edgar/data/906345/000090634500000004/0000906345-00-000004.txt)] [added: [10.17](http://www.sec.gov/Archives/edgar/data/906345/000090634500000004/0000906345-00-000004.txt)] | | | | | | Form of Second Amendment to Third Amended and Restated Agreement of Limited Partnership of Camden Operating, L.P., dated as of August 13, 1999 | | | | | | Exhibit 10.15 to Form 10-K for the year ended December 31, 1999 | | |
| [removed: [10.19](http://www.sec.gov/Archives/edgar/data/906345/000090634500000004/0000906345-00-000004.txt)] [added: [10.18](http://www.sec.gov/Archives/edgar/data/906345/000090634500000004/0000906345-00-000004.txt)] | | | | | | Form of Third Amendment to Third Amended and Restated Agreement of Limited Partnership of Camden Operating, L.P., dated as of September 7, 1999 | | | | | | Exhibit 10.16 to Form 10-K for the year ended December 31, 1999 | | |
| [removed: [10.20](http://www.sec.gov/Archives/edgar/data/906345/000090634500000004/0000906345-00-000004.txt)] [added: [10.19](http://www.sec.gov/Archives/edgar/data/906345/000090634500000004/0000906345-00-000004.txt)] | | | | | | Form of Fourth Amendment to Third Amended and Restated Agreement of Limited Partnership of Camden Operating, L.P., dated as of January 7, 2000 | | | | | | Exhibit 10.17 to Form 10-K for the year ended December 31, 1999 | | |
| [removed: [10.21](http://www.sec.gov/Archives/edgar/data/906345/000090634504000036/cpt03exh_10.htm)] [added: [10.20](http://www.sec.gov/Archives/edgar/data/906345/000090634504000036/cpt03exh_10.htm)] | | | | | | Form of Amendment to Third Amended and Restated Agreement of Limited Partnership of Camden Operating, L.P., dated as of December 1, 2003 | | | | | | Exhibit 10.19 to Form 10-K for the year ended December 31, 2003 | | |
| [removed: [10.22](http://www.sec.gov/Archives/edgar/data/906345/000090634500000004/0000906345-00-000004.txt)] [added: [10.21](http://www.sec.gov/Archives/edgar/data/906345/000090634500000004/0000906345-00-000004.txt)] | | | | | | Amended and Restated 1993 Share Incentive Plan of Camden Property Trust | | | | | | Exhibit 10.18 to Form 10-K for the year ended December 31, 1999 | | |
| [removed: [10.23](http://www.sec.gov/Archives/edgar/data/906345/000090634514000015/cpt-6302014xex101.htm)] [added: [10.22](http://www.sec.gov/Archives/edgar/data/906345/000090634514000015/cpt-6302014xex101.htm)] | | | | | | Amended and Restated Camden Property Trust 1999 Employee Share Purchase Plan | | | | | | Exhibit 10.1 to Form 10-Q for the quarter ended June 30, 2014 | | |
| [removed: [10.24](http://www.sec.gov/Archives/edgar/data/906345/000090634502000005/exib10-1.htm)] [added: [10.23](http://www.sec.gov/Archives/edgar/data/906345/000090634502000005/exib10-1.htm)] | | | | | | Amended and Restated 2002 Share Incentive Plan of Camden Property Trust | | | | | | Exhibit 10.1 to Form 10-Q for the quarter ended March 31, 2002 | | |
| [removed: [10.25](http://www.sec.gov/Archives/edgar/data/906345/000090634518000022/ex992-2018espp.htm)] [added: [10.24](http://www.sec.gov/Archives/edgar/data/906345/000090634518000022/ex992-2018espp.htm)] | | | | | | Camden Property Trust 2018 Employee Share Purchase Plan | | | | | | Exhibit 99.2 to Form 8-K filed on May 17, 2018 | | |
| [removed: [10.26](http://www.sec.gov/Archives/edgar/data/906345/000110465906031086/a06-11214_1ex99d1.htm)] [added: [10.25](http://www.sec.gov/Archives/edgar/data/906345/000110465906031086/a06-11214_1ex99d1.htm)] | | | | | | Amendment to Amended and Restated 2002 Share Incentive Plan of Camden Property Trust | | | | | | Exhibit 99.1 to Form 8-K filed on May 4, 2006 | | |
| [removed: [10.27](http://www.sec.gov/Archives/edgar/data/906345/000136231008003914/c74094exv99w1.htm)] [added: [10.27](http://www.sec.gov/Archives/edgar/data/906345/000095012311049367/c17156exv99w1.htm)] | | | | | | [removed: Amendment to Amended and Restated 2002 Share Incentive Plan of] Camden Property [removed: Trust,] [added: Trust 2011 Share Incentive Plan,] effective as of [removed: January 1, 2008] [added: May 11, 2011] | | | | | | Exhibit 99.1 to Form 8-K filed on [removed: July 29, 2008] [added: May 12, 2011] | | |
| [removed: [10.28](http://www.sec.gov/Archives/edgar/data/906345/000095012311049367/c17156exv99w1.htm)] [added: [10.31](http://www.sec.gov/Archives/edgar/data/906345/000090634518000022/ex991-2018shareincentivepl.htm)] | | | | | | Camden Property Trust [removed: 2011] [added: 2018] Share Incentive Plan, effective as of May [removed: 11, 2011] [added: 17, 2018] | | | | | | Exhibit 99.1 to Form 8-K filed on May [removed: 12, 2011] [added: 17, 2018] | | |
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
| [10.42](http://www.sec.gov/Archives/edgar/data/906345/000090634522000013/exhibit21trs_camdenipaf1.htm) | | | | | | Interest Purchase Agreement, dated as of March 17, 2022, among Teacher Retirement System of Texas, Camden Property Trust and Camden Multifamily Value Add Fund GP LLC relating to Camden Multifamily Value Add Fund, L.P. (incorporated by reference to Exhibit 2.1 to the Company's current Report on Form 8-K filed on March 18, 2022 (File No. 1-12110)) | | | | | | Exhibit 2.1 to Form 8-K filed on March 18, 2022 | | |
| [10.43](http://www.sec.gov/Archives/edgar/data/906345/000090634522000013/exhibit22trs_camdenipaf2.htm) | | | | | | Interest Purchase Agreement, dated as of March 17, 2022, among Teacher Retirement System of Texas, Camden Property Trust and Camden Multifamily Value Add Fund GP LLC relating to Camden Multifamily Co-Investment Fund, L.P. (incorporated by reference to Exhibit 2.2 to the Company's current Report on Form 8-K filed on March 18, 2022 (File No. 1-12110)) | | | | | | Exhibit 2.2 to Form 8-K filed on March 18, 2022 | | |
[Table of Contents](#ic3d0808623a844d5be74a512380237cd_7)
| | | | | | | | | | | | | | | |
| [4.15](http://www.sec.gov/Archives/edgar/data/906345/000119312520113116/d890028dex46.htm) | | | | | | Form of Camden Property Trust 2.800% Note due 2030 | | | | | | Exhibit 4.6 to Form 8-K filed on April 21, 2020 | | |
| [10.33](http://www.sec.gov/Archives/edgar/data/906345/000090634502000005/exib10-2.htm) | | | | | | Camden Property Trust Short Term Incentive Plan | | | | | | Exhibit 10.2 to Form 10-Q for the quarter ended March 31, 2002 | | |
| [10.43](http://www.sec.gov/Archives/edgar/data/906345/000119312522003635/d242689dex991.htm) | | | | | | Separation Agreement, dated as of December 31, 2021, between Camden Property Trust and H. Malcolm Stewart | | | | | | Exhibit 99.1 to Form 8-K filed on January 6, 2022 | | |
An excerpt. Shown here: 40 of 64 rewritten, all 6 added and all 4 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2022 filing and the FY2021 filing.
Item 16. Form 10-K Summary
350 rewritten, 328 added, 237 removed, 675 unchanged
[Table of [removed: Contents](#i22741b3d457d40eea7708eab1a3244a0_7)][added: Contents](#ic3d0808623a844d5be74a512380237cd_7)]
| February [removed: 17, 2022] [added: 23, 2023] | | | | | | | | | | | | CAMDEN PROPERTY TRUST | | | | | | | | |
| /s/ Richard J. Campo | | | | | | Chairman of the Board of Trust | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| /s/ D. Keith Oden | | | | | | Executive Vice Chairman of the Board of Trust | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| /s/ Alexander J. Jessett | | | | | | Executive Vice President - Chief Financial [removed: Officer,] [added: Officer] | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| /s/ Michael P. Gallagher | | | | | | Senior Vice President - Chief Accounting | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| Javier E. Benito | | | | | | Trust Manager | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| Heather J. Brunner | | | | | | Trust Manager | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| Mark D. Gibson | | | | | | Trust Manager | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| Scott S. Ingraham | | | | | | Trust Manager | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| Renu Khator | | | | | | Trust Manager | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| Frances Aldrich Sevilla-Sacasa | | | | | | Trust Manager | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| Steven A. Webster | | | | | | Trust Manager | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
| Kelvin R. Westbrook | | | | | | Trust Manager | | | | | | February [removed: 17, 2022] [added: 23, 2023] | | |
We have audited the accompanying consolidated balance sheets of Camden Property Trust and subsidiaries (the "Company") as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] the related consolidated statements of income and comprehensive income, equity, and cash flows, for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] and the related notes and the schedules listed in the Index at Item 15 (collectively referred to as the "financial statements").
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February [removed: 17, 2022,] [added: 23, 2023,] expressed an unqualified opinion on the Company's internal control over financial reporting.
[removed: Critical] [added: *Critical] Audit [removed: Matter][added: Matter Description*]
The critical audit [removed: matter] [added: matters] communicated below [removed: is a matter] [added: are matters] arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) [removed: relates] [added: relate] to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matter] [added: matters] below, providing a separate opinion on the critical audit [removed: matter] [added: matters] or on the accounts or disclosures to which [removed: it relates.][added: they relate.]
Asset Impairment - Determination of Impairment Indicators of Properties Under Development, Including Land - Refer to Note 2 to the financial [removed: statements][added: statements.]
The Company makes [removed: significant] assumptions regarding expected market conditions, including [added: estimates of the] project start date, projected construction costs, as well as estimates of demand for multifamily communities, market rents, economic conditions, and occupancies, to evaluate properties under [removed: development]
[added: development] for possible indicators of impairment.
As of December 31, [removed: 2021,] [added: 2022,] the Company’s properties under development had an aggregate book value of [removed: $474.7] [added: $525.0] million, and no impairment loss has been recognized for the year ended December 31, [removed: 2021.][added: 2022.]
Our audit procedures related to the evaluation of [removed: property] [added: properties] under development for possible indicators of impairment included the following, among others:
[removed: ◦Performed a retrospective review of completed development properties to determine if] [added: ◦Compared] management’s projected costs, construction completion date, and stabilized net operating income [removed: during] [added: for recently completed] development [removed: were comparable] [added: properties] to actual [removed: results ultimately realized.][added: results.]
| *(in thousands, except per share amounts)* | | | [added: 2022 | | | | | |] 2021 | | | | | | 2020 | | |
| Land | | | $ | [removed: 1,349,594] [added: 1,716,273] | | | | | $ | [removed: 1,225,214] [added: 1,349,594] | |
| Buildings and improvements | | | [removed: 8,624,734] [added: 10,674,619] | | | | | | [removed: 7,763,748] [added: 8,624,734] | | |
| Accumulated depreciation | | | [removed: (3,358,027)] [added: (3,848,111)] | | | | | | [removed: (3,034,186)] [added: (3,358,027)] | | |
| Net operating real estate assets | | | $ | [removed: 6,616,301] [added: 8,542,781] | | | | | $ | [removed: 5,954,776] [added: 6,616,301] | |
| Properties under development, including land | | | [removed: 474,739] [added: 524,981] | | | | | | [removed: 564,215] [added: 474,739] | | |
| Investments in joint ventures | | | [removed: 13,730] [added: —] | | | | | | [removed: 18,994] [added: 13,730] | | |
| Total real estate assets | | | $ | [removed: 7,104,770] [added: 9,067,762] | | | | | $ | [removed: 6,537,985] [added: 7,104,770] | |
| Accounts receivable – affiliates | | | [removed: 18,664] [added: 13,364] | | | | | | [removed: 20,158] [added: 18,664] | | |
| Other assets, net | | | [removed: 234,370] [added: 229,371] | | | | | | [removed: 216,276] [added: 234,370] | | |
| Cash and cash equivalents | | | [added: $ | 10,687 | | | | | $ |] 613,391 | | | | | [added: $] | 420,441 | | [removed: |]
| Restricted cash | | | [added: 6,751 | | | | | |] 5,589 | | | | | | 4,092 | | |
| Total assets | | | $ | [removed: 7,976,784] [added: 9,327,935] | | | | | $ | [removed: 7,198,952] [added: 7,976,784] | |
| Unsecured | | | $ | [removed: 3,170,367] [added: 3,165,924] | | | | | $ | [removed: 3,166,625] [added: 3,170,367] | |
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Critical Audit Matters
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Acquisitions – Gain on Acquisition of Unconsolidated Joint Venture Interests - Refer to Notes 2 and 7 to the financial statements
On April 1, 2022, the Company purchased the remaining 68.7% ownership interests in two unconsolidated discretionary investment funds (collectively, the “Funds”).
The Company accounted for this transaction as an asset acquisition and remeasured its previously held ownership interests in the Funds to fair value at the acquisition date and recognized a gain on acquisition of unconsolidated joint venture interests of $474.1 million (“gain on acquisition”).
To determine the fair value of the previously held ownership interests, the Company determined fair value by applying methods similar to those used by independent appraisers of income-producing property.
Given the Company’s evaluation of gain on acquisition requires management to make judgments related to the assumptions described above, performing audit procedures to evaluate whether management appropriately determined the fair value of the previously held ownership interests required a high degree of auditor judgment, an increased extent of auditor effort, and the use of professionals with specialized skill and knowledge.
*How the Critical Audit Matter Was Addressed in the Audit*
Our audit procedures related to the fair value of the Company’s ownership interests in the Funds and gain on acquisition of unconsolidated joint venture interests included the following, among others:
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- We tested the effectiveness of controls over management’s process of reviewing the gain on acquisition calculation, including controls over management’s estimates of fair value.
- We read the relevant contracts to understand the underlying terms of the transaction.
- With the assistance of our fair value specialists, for a sample of real estate assets acquired in the transaction, we evaluated the reasonableness of the valuation methodology, current market data, and significant market assumptions used by management, such as price per unit.
- We evaluated the appropriateness of the accounting treatment to remeasure the previously held ownership interests at fair value.
- We compared assumptions utilized by management, such as implied capitalization rates and interest rates, to third party market reports.
- We independently calculated the gain on acquisition and compared our calculation to management’s calculation.
February 23, 2023
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| | | | $ | 12,390,892 | | | | | $ | 9,974,328 | |
| Secured | | | 514,989 | | | | | | — | | |
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| Gain on acquisition of unconsolidated joint venture interests | | | 474,146 | | | | | | — | | | | | | — | | |
| Less income allocated to non-controlling interests | | | (7,895) | | | | | | (8,469) | | | | | | (4,668) | | |
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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Equity, December 31, 2021 | | | $ | 1,126 | | | | | $ | 5,363,530 | | | | | $ | (829,453) | | | | | $ | (333,974) | | | | | $ | (3,739) | | | | | $ | 68,765 | | | | | $ | 4,266,255 | | | | |
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| Net income | | | | | | | | | | | | | | | 653,613 | | | | | | | | | | | | | | | | | | 7,895 | | | | | | 661,508 | | |
| Common shares issued (3,059 shares) | | | 30 | | | | | | 516,728 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 516,758 | | |
| Net share awards | | | | | | | | | 15,999 | | | | | | | | | | | | 4,763 | | | | | | | | | | | | | | | | | | 20,762 | | |
| Cash distributions declared to equity holders ($3.76 per share) | | | | | | | | | | | | | | | (405,692) | | | | | | | | | | | | | | | | | | (6,039) | | | | | | (411,731) | | |
| Other | | | | | | | | | (419) | | | | | | | | | | | | (27) | | | | | | | | | | | | | | | | | | (446) | | |
| Equity, December 31, 2022 | | | $ | 1,156 | | | | | $ | 5,897,454 | | | | | $ | (581,532) | | | | | $ | (328,684) | | | | | $ | (1,774) | | | | | $ | 70,301 | | | | | $ | 5,056,921 | |
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| Net income | | | $ | 661,508 | | | | | $ | 312,376 | | | | | $ | 128,579 | |
| Depreciation and amortization | | | 577,020 | | | | | | 420,692 | | | | | | 367,162 | | |
| Gain on acquisition of unconsolidated joint venture interests | | | (474,146) | | | | | | — | | | | | | — | | |
| Acquisition of operating properties, including joint venture interests, net of cash acquired | | | (1,066,051) | | | | | | (629,959) | | | | | | — | | |
| | | | | | | | | | | | | | | |
| * | | | | | | | | | | | | | | |
| William F. Paulsen | | | | | | Trust Manager | | | | | | February 17, 2022 | | |
Changes in these assumptions could have a significant impact on concluding whether impairment indicators exist, which would require a recoverability test to be performed for the properties under development.
February 17, 2022
| | | | | | | | | | | | |
| | | | $ | 9,974,328 | | | | | $ | 8,988,962 | |
| Unrealized loss on cash flow hedging activities | | | — | | | | | | — | | | | | | (12,998) | | |
| Equity, December 31, 2018 | | | $ | 1,031 | | | | | $ | 4,154,763 | | | | | $ | (495,496) | | | | | $ | (355,804) | | | | | $ | 6,929 | | | | | $ | 73,681 | | | | | $ | 3,385,104 | | | | |
| Net income | | | | | | | | | | | | | | | 219,623 | | | | | | | | | | | | | | | | | | 4,647 | | | | | | 224,270 | | | | | |
| Common shares issued (3,599 shares) | | | 36 | | | | | | 353,177 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 353,213 | | | | | |
| Net share awards | | | | | | | | | 13,609 | | | | | | | | | | | | 6,590 | | | | | | | | | | | | | | | | | | 20,199 | | | | | |
| Change in classification of deferred compensation plan | | | | | | | | | 43,311 | | | | | | 9,363 | | | | | | | | | | | | | | | | | | | | | | | | 52,674 | | | | | |
| Cash distributions declared to equity holders ($3.20 per share) | | | | | | | | | | | | | | | (317,657) | | | | | | | | | | | | | | | | | | (5,607) | | | | | | (323,264) | | | | | |
| Other | | | 2 | | | | | | 29 | | | | | | | | | | | | | | | | | | | | | | | | 622 | | | | | | 653 | | | | | |
| Equity, December 31, 2020 | | | $ | 1,069 | | | | | $ | 4,581,710 | | | | | $ | (791,079) | | | | | $ | (341,412) | | | | | $ | (5,383) | | | | | $ | 71,682 | | | | | $ | 3,516,587 | |
| Receipts for settlement of forward interest rate swaps | | | — | | | | | | — | | | | | | (20,430) | | |
| Acquisition of operating properties | | | (629,959) | | | | | | — | | | | | | (436,305) | | |
During the year ended December 31, 2019, the weighted average amortization period for both in-place leases and net above and below-market leases were approximately six months.
Properties sold by our unconsolidated entities which do not meet the above criteria of discontinued operations are not included in discontinued operations and related gains or losses are reported as a component of equity in income of joint ventures.
As a result, most of our future contributions of nonfinancial assets to our joint ventures, if any, will result in the recognition of a full gain or loss as if we sold 100% of the nonfinancial asset.
Long-lived assets such as the land, real estate assets, and in-place leases acquired with an operating property are measured in the form of cash received unless otherwise noted.
lessees and certain lessor costs paid directly by the lessee.
During the year ended December 31, 2020, the coronavirus pandemic-related concessions provided to our residents/tenants were primarily related to changes in timing of rent payments and had no significant changes to the total payment or term.
In accordance with the Financial Standards Board ("FASB") question and answer document issued in April 2020, we elected to account for these concessions as a deferred payment and continued to recognize property revenue on the existing straight-line basis over the remaining applicable lease term.
We recognize any changes in payment through lease receivables, which is recorded in other assets, net, in our condensed consolidated balance sheets, and any identified uncollectible amounts related to deferred amounts are presented as an adjustment to property revenue.
There were no pandemic-related concessions provided to our residents/tenants during the year ended December 31, 2021.
| 2022 | | | 773.5 | | |
| 2023 | | | 31.4 | | |
| 2024 | | | 3.8 | | |
| 2025 | | | 3.2 | | |
| 2026 | | | 2.9 | | |
| Total | | | $ | 823.2 | |
States and no multifamily apartment community comprises more than 10% of consolidated revenues.
Under this scenario, we would not initially receive any proceeds from any sale of borrowed shares by the forward seller.
We have not entered into any forward sale agreements under the 2021 ATM program.
The proceeds from the sale of our common shares under the 2021 ATM program were used for general corporate purposes, which included funding for development activities and financing for acquisitions.
filing.
No material benefits related to NOLs were recognized in our 2020 or 2021 consolidated financial statements.
In 2019, we acquired one operating property comprised of 186 apartment homes in Raleigh, North Carolina for approximately $75.1 million, one operating property comprised of 552 apartment homes in Houston, Texas for approximately $147.2 million, one operating property comprised of 326 apartment homes located in Austin, Texas for approximately $120.4 million, and one operating property comprised of 316 apartment homes located in Scottsdale, Arizona for approximately $97.1 million.
An excerpt. Shown here: 40 of 350 rewritten, 40 of 328 added and 40 of 237 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary in the FY2022 filing and the FY2021 filing.