Item 1. Condensed Consolidated Financial Statements

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Item 1. Condensed Consolidated Financial Statements

(ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands, except share amounts)


	September 30, 2025		December 31, 2024
ASSETS
Real estate investments:
Rental properties:
Land and land improvements	$	3,325,394	$	3,246,789
Buildings and improvements	14,745,049		14,342,729
	18,070,443		17,589,518
Less: accumulated depreciation	(6,381,123)		(6,150,618)
	11,689,320		11,438,900
Real estate under development	139,161		52,682
Co-investments	808,238		935,014

	12,636,719		12,426,596
Cash and cash equivalents-unrestricted	65,959		66,795
Cash and cash equivalents-restricted	9,284		9,051
Marketable securities	84,116		69,794
Notes and other receivables, net of allowance for credit losses of $0.6 million and $0.5 million as of September 30, 2025 and December 31, 2024, respectively	221,628		206,706
Operating lease right-of-use assets	51,682		51,556
Prepaid expenses and other assets	80,853		96,861
Total assets	$	13,150,241	$	12,927,359
LIABILITIES AND EQUITY
Unsecured debt, net	$	5,621,505	$	5,473,788
Mortgage notes payable, net	795,404		989,884
Lines of credit and commercial paper	245,000		137,945
Accounts payable and accrued liabilities	250,745		212,747
Construction payable	33,484		14,347
Dividends payable	173,770		165,443
Distributions in excess of investments in co-investments	95,893		79,273

Operating lease liabilities	52,405		52,473
Other liabilities	50,762		50,220
Total liabilities	7,318,968		7,176,120
Commitments and contingencies (Note 11)
Redeemable noncontrolling interest	29,746		30,849
Equity:
Common stock; $0.0001 par value, 670,000,000 shares authorized; 64,404,022 and 64,280,466 shares issued and outstanding, respectively	6		6
Additional paid-in capital	6,686,589		6,668,047
Distributions in excess of accumulated earnings	(1,063,135)		(1,155,662)
Accumulated other comprehensive income, net	7,856		24,655
Total stockholders’ equity	5,631,316		5,537,046
Noncontrolling interest	170,211		183,344
Total equity	5,801,527		5,720,390
Total liabilities and equity	$	13,150,241	$	12,927,359

See accompanying notes to the unaudited condensed consolidated financial statements.

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ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Income and Comprehensive Income

(Unaudited)

(In thousands, except share and per share amounts)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Revenues:
Rental and other property	$	470,942	$	448,135	$	1,400,641	$	1,312,132
Management and other fees from affiliates	2,361		2,563		7,078		7,849
	473,303		450,698		1,407,719		1,319,981
Expenses:
Property operating, excluding real estate taxes	91,413		85,836		263,834		244,636
Real estate taxes	52,023		48,956		153,652		143,188
Corporate-level property management expenses	12,216		11,610		36,768		34,331
Depreciation and amortization	151,489		146,439		454,277		431,785
General and administrative	18,058		29,067		51,507		67,374
Expensed acquisition and investment related costs	25		—		25		68

	325,224		321,908		960,063		921,382
Gain on sale of real estate and land	62,320		—		299,524		—
Earnings from operations	210,399		128,790		747,180		398,599
Interest expense	(64,660)		(59,232)		(192,654)		(174,285)
Total return swap income	1,329		807		3,600		2,232
Interest and other income	5,900		11,449		16,997		78,292
Equity income from co-investments	17,798		11,649		39,984		33,667
Tax benefit on unconsolidated technology co-investments	1,958		441		2,353		1,199
Loss on early retirement of debt	—		—		(762)		—
Gain on remeasurement of co-investment	—		31,583		330		169,909
Net income	172,724		125,487		617,028		509,613
Net income attributable to noncontrolling interest	(8,103)		(7,063)		(27,935)		(25,544)
Net income available to common stockholders	$	164,621	$	118,424	$	589,093	$	484,069
Comprehensive income	$	168,771	$	104,054	$	599,641	$	493,688
Comprehensive income attributable to noncontrolling interest	(7,969)		(6,333)		(27,347)		(25,001)
Comprehensive income attributable to controlling interest	$	160,802	$	97,721	$	572,294	$	468,687
Per share data:
Basic:
Net income available to common stockholders	$	2.56	$	1.84	$	9.15	$	7.54
Weighted average number of shares outstanding during the period	64,404,008		64,227,662		64,368,625		64,214,258
Diluted:
Net income available to common stockholders	$	2.56	$	1.84	$	9.15	$	7.54
Weighted average number of shares outstanding during the period	64,418,240		64,271,459		64,392,244		64,234,358

See accompanying notes to the unaudited condensed consolidated financial statements.

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ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Equity for the three and nine months ended September 30, 2025 and 2024

(Unaudited)

(In thousands, except per share amounts)


	Common stock		Additional paid-in capital		Distributions in excess of accumulated earnings		Accumulated other comprehensive income, net		Noncontrolling interest		Total
Three Months Ended September 30, 2025		Shares	Amount
Balances at June 30, 2025		64,404	$	6	$	6,685,714	$	(1,062,146)	$	11,675	$	170,665	$	5,805,914
Net income		—	—		—		164,621		—		8,103		172,724
Reversal of unrealized gains upon the sale of marketable debt securities		—	—		—		—		(16)		(1)		(17)
Change in fair value of derivatives and amortization of swap settlements		—	—		—		—		(3,913)		(137)		(4,050)
Change in fair value of marketable debt securities, net		—	—		—		—		110		4		114
Issuance of common stock under:
Stock option and restricted stock plans, net		—	—		(41)		—		—		—		(41)
Sale of common stock, net		—	—		(179)		—		—		—		(179)
Equity based compensation costs		—	—		2,519		—		—		88		2,607


Changes in the redemption value of redeemable noncontrolling interest		—	—		3,016		—		—		160		3,176

Distributions to noncontrolling interest		—	—		—		—		—		(8,192)		(8,192)
Redemptions of noncontrolling interest		—	—		(4,440)		—		—		(479)		(4,919)
Common stock dividends ($2.57 per share)		—	—		—		(165,610)		—		—		(165,610)
Balances at September 30, 2025		64,404	$	6	$	6,686,589	$	(1,063,135)	$	7,856	$	170,211	$	5,801,527

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	Common stock		Additional paid-in capital		Distributions in excess of accumulated earnings		Accumulated other comprehensive income, net		Noncontrolling Interest		Total
Nine Months Ended September 30, 2025		Shares	Amount
Balances at December 31, 2024		64,280	$	6	$	6,668,047	$	(1,155,662)	$	24,655	$	183,344	$	5,720,390
Net income		—	—		—		589,093		—		27,935		617,028
Reversal of unrealized gains upon the sale of marketable debt securities		—	—		—		—		(16)		(1)		(17)

Change in fair value of derivatives and amortization of swap settlements		—	—		—		—		(16,977)		(594)		(17,571)
Change in fair value of marketable debt securities, net		—	—		—		—		194		7		201
Issuance of common stock under:
Stock option and restricted stock plans, net		49	—		8,370		—		—		—		8,370
Sale of common stock, net		—	—		(280)		—		—		—		(280)
Equity based compensation costs		—	—		6,783		—		—		238		7,021

Changes in the redemption value of redeemable noncontrolling interest		—	—		1,314		—		—		(211)		1,103

Distributions to noncontrolling interest		—	—		—		—		—		(24,677)		(24,677)
Redemptions of noncontrolling interest		75	—		2,355		—		—		(15,830)		(13,475)
Common stock dividends ($7.71 per share)		—	—		—		(496,566)		—		—		(496,566)
Balances at September 30, 2025		64,404	$	6	$	6,686,589	$	(1,063,135)	$	7,856	$	170,211	$	5,801,527

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	Common stock		Additional paid-in capital		Distributions in excess of accumulated earnings		Accumulated other comprehensive income, net		Noncontrolling Interest		Total
Three Months Ended September 30, 2024		Shares	Amount
Balances at June 30, 2024		64,210	$	6	$	6,659,313	$	(1,216,557)	$	38,877	$	172,861	$	5,654,500
Net income		—	—		—		118,424		—		7,063		125,487
Change in fair value of derivatives and amortization of swap settlements		—	—		—		—		(20,703)		(730)		(21,433)
Issuance of common stock under:
Stock option and restricted stock plans, net		51	—		11,351		—		—		—		11,351
Sale of common stock, net		—	—		(467)		—		—		—		(467)
Equity based compensation costs		—	—		1,923		—		—		68		1,991

Changes in the redemption value of redeemable noncontrolling interest		—	—		(813)		—		—		204		(609)
Changes in noncontrolling interest from acquisition		—	—		—		—		—		24,930		24,930
Distributions to noncontrolling interest		—	—		—		—		—		(9,118)		(9,118)
Redemptions of noncontrolling interest		6	—		(43)		—		—		(754)		(797)
Common stock dividends ($2.45 per share)		—	—		—		(157,475)		—		—		(157,475)
Balances at September 30, 2024		64,267	$	6	$	6,671,264	$	(1,255,608)	$	18,174	$	194,524	$	5,628,360

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	Common stock		Additional paid-in capital		Distributions in excess of accumulated earnings		Accumulated other comprehensive income, net		Noncontrolling Interest		Total
Nine Months Ended September 30, 2024		Shares	Amount
Balances at December 31, 2023		64,203	$	6	$	6,656,720	$	(1,267,536)	$	33,556	$	171,232	$	5,593,978
Net income		—	—		—		484,069		—		25,544		509,613
Change in fair value of derivatives and amortization of swap settlements		—	—		—		—		(15,382)		(543)		(15,925)
Issuance of common stock under:
Stock option and restricted stock plans, net		58	—		12,313		—		—		—		12,313
Sale of common stock, net		—	—		(580)		—		—		—		(580)
Equity based compensation costs		—	—		5,539		—		—		195		5,734

Changes in the redemption value of redeemable noncontrolling interest		—	—		(2,436)		—		—		143		(2,293)
Changes in noncontrolling interest from acquisition		—	—		—		—		—		24,930		24,930
Distributions to noncontrolling interest		—	—		—		—		—		(26,193)		(26,193)
Redemptions of noncontrolling interest		6	—		(292)		—		—		(784)		(1,076)
Common stock dividends ($7.35 per share)		—	—		—		(472,141)		—		—		(472,141)
Balances at September 30, 2024		64,267	$	6	$	6,671,264	$	(1,255,608)	$	18,174	$	194,524	$	5,628,360

See accompanying notes to the unaudited condensed consolidated financial statements.

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ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)


	Nine Months Ended September 30,
	2025		2024
Cash flows from operating activities:
Net income	$	617,028	$	509,613
Adjustments to reconcile net income to net cash provided by operating activities:
Straight-lined rents	3,089		581
Depreciation and amortization	454,277		431,785

Amortization of discount and debt financing costs, net	4,609		5,988
Realized and unrealized gains on marketable securities, net	(4,059)		(10,645)

Provision for credit losses	61		(116)

Company's share of gain on the sales of co-investments	(5,189)		—
Equity income from co-investments	(34,795)		(33,667)
Operating distributions from co-investments	64,125		35,096
Accrued interest from notes and other receivables	(7,949)		(10,805)

Gain on the sale of real estate and land	(299,524)		—



Equity-based compensation	6,664		5,350
Loss on early retirement of debt	762		—
Gain on remeasurement of co-investment	(330)		(169,909)
Changes in operating assets and liabilities:
Prepaid expenses, receivables, operating lease right-of-use assets, and other assets	3,171		23,171
Accounts payable, accrued liabilities, and operating lease liabilities	40,595		65,274
Other liabilities	(2,314)		(1,735)
Net cash provided by operating activities	840,221		849,981
Cash flows from investing activities:
Additions to real estate:
Acquisitions of real estate and acquisition related capital expenditures, net of cash acquired	(686,681)		(695,432)
Redevelopment	(57,226)		(41,198)
Development acquisitions of and additions to real estate under development	(44,124)		(2,666)
Capital expenditures on rental properties	(100,810)		(97,535)

Investments in notes receivable	(81,481)		(58,633)
Collections of notes and other receivables	3,096		26,600
Proceeds from insurance for property losses	2,581		1,700
Proceeds from dispositions of real estate	509,946		—
Contributions to co-investments	(31,024)		(4,977)

Changes in refundable deposits	8,000		(1,250)
Purchases of marketable securities	(10,488)		(428)
Sales and maturities of marketable securities	408		23,623
Non-operating distributions from co-investments	114,014		6,500
Net cash used in investing activities	(373,789)		(843,696)
Cash flows from financing activities:
Proceeds from unsecured debt and mortgage notes	751,416		554,875
Payments on unsecured debt and mortgage notes	(797,348)		(402,315)
Proceeds from lines of credit and commercial paper	5,037,741		1,052,729
Repayments of lines of credit and commercial paper	(4,930,686)		(1,044,844)

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	Nine Months Ended September 30,
	2025		2024
Additions to deferred charges	(9,160)		(8,521)
Payments related to debt prepayment penalties	(697)		—
Net costs from issuance of common stock	(280)		(580)

Net proceeds from stock options exercised	8,930		12,313
Payments related to tax withholding for share-based compensation	(560)		—

Distributions to noncontrolling interest	(24,402)		(25,445)
Redemption of noncontrolling interest	(13,475)		(1,076)
Redemption of redeemable noncontrolling interest	—		(521)
Common stock dividends paid	(488,514)		(462,971)
Net cash used in financing activities	(467,035)		(326,356)
Net decrease in unrestricted and restricted cash and cash equivalents	(603)		(320,071)
Unrestricted and restricted cash and cash equivalents at beginning of period	75,846		400,334
Unrestricted and restricted cash and cash equivalents at end of period	$	75,243	$	80,263

Supplemental disclosure of cash flow information:
Cash paid for interest (net of $2.5 million and $0.2 million capitalized in 2025 and 2024, respectively)	$	186,656	$	164,389
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	4,807	$	5,221
Supplemental disclosure of noncash investing and financing activities:
Issuance of Operating Partnership units for contributed properties	$	—	$	24,930


Redemption of preferred equity investments upon acquisition of co-investments	$	—	$	44,670







Reclassifications (from) to redeemable noncontrolling interest (to) from additional paid in capital and noncontrolling interest	$	(1,103)	$	2,293

Leased assets obtained in exchange for new operating lease liabilities	$	2,727	$	—

See accompanying notes to the unaudited condensed consolidated financial statements.

Table of Contents

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands, except unit amounts)


	September 30, 2025		December 31, 2024
ASSETS
Real estate investments:
Rental properties:
Land and land improvements	$	3,325,394	$	3,246,789
Buildings and improvements	14,745,049		14,342,729
	18,070,443		17,589,518
Less: accumulated depreciation	(6,381,123)		(6,150,618)
	11,689,320		11,438,900
Real estate under development	139,161		52,682
Co-investments	808,238		935,014

	12,636,719		12,426,596
Cash and cash equivalents-unrestricted	65,959		66,795
Cash and cash equivalents-restricted	9,284		9,051
Marketable securities	84,116		69,794
Notes and other receivables, net of allowance for credit losses of $0.6 million and $0.5 million as of September 30, 2025 and December 31, 2024, respectively	221,628		206,706
Operating lease right-of-use assets	51,682		51,556
Prepaid expenses and other assets	80,853		96,861
Total assets	$	13,150,241	$	12,927,359
LIABILITIES AND CAPITAL
Unsecured debt, net	$	5,621,505	$	5,473,788
Mortgage notes payable, net	795,404		989,884
Lines of credit and commercial paper	245,000		137,945
Accounts payable and accrued liabilities	250,745		212,747
Construction payable	33,484		14,347
Distributions payable	173,770		165,443
Distributions in excess of investments in co-investments	95,893		79,273

Operating lease liabilities	52,405		52,473
Other liabilities	50,762		50,220
Total liabilities	7,318,968		7,176,120
Commitments and contingencies (Note 11)
Redeemable noncontrolling interest	29,746		30,849

Capital:
General Partner:
Common equity (64,404,022 and 64,280,466 units issued and outstanding, respectively)	5,623,460		5,512,391
	5,623,460		5,512,391
Limited Partners:
Common equity (2,256,414 and 2,331,251 units issued and outstanding, respectively)	64,740		73,418
Accumulated other comprehensive income, net	12,042		29,429
Total partners’ capital	5,700,242		5,615,238
Noncontrolling interest	101,285		105,152
Total capital	5,801,527		5,720,390
Total liabilities and capital	$	13,150,241	$	12,927,359

See accompanying notes to the unaudited condensed consolidated financial statements.

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ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Condensed Consolidated Statements of Income and Comprehensive Income

(Unaudited)

(In thousands, except unit and per unit amounts)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Revenues:
Rental and other property	$	470,942	$	448,135	$	1,400,641	$	1,312,132
Management and other fees from affiliates	2,361		2,563		7,078		7,849
	473,303		450,698		1,407,719		1,319,981
Expenses:
Property operating, excluding real estate taxes	91,413		85,836		263,834		244,636
Real estate taxes	52,023		48,956		153,652		143,188
Corporate-level property management expenses	12,216		11,610		36,768		34,331
Depreciation and amortization	151,489		146,439		454,277		431,785
General and administrative	18,058		29,067		51,507		67,374
Expensed acquisition and investment related costs	25		—		25		68

	325,224		321,908		960,063		921,382
Gain on sale of real estate and land	62,320		—		299,524		—
Earnings from operations	210,399		128,790		747,180		398,599
Interest expense	(64,660)		(59,232)		(192,654)		(174,285)
Total return swap income	1,329		807		3,600		2,232
Interest and other income	5,900		11,449		16,997		78,292
Equity income from co-investments	17,798		11,649		39,984		33,667
Tax benefit on unconsolidated technology co-investments	1,958		441		2,353		1,199
Loss on early retirement of debt	—		—		(762)		—
Gain on remeasurement of co-investment	—		31,583		330		169,909
Net income	172,724		125,487		617,028		509,613
Net income attributable to noncontrolling interest	(2,336)		(2,857)		(7,108)		(8,469)
Net income available to common unitholders	$	170,388	$	122,630	$	609,920	$	501,144
Comprehensive income	$	168,771	$	104,054	$	599,641	$	493,688
Comprehensive income attributable to noncontrolling interest	(2,336)		(2,857)		(7,108)		(8,469)
Comprehensive income attributable to controlling interest	$	166,435	$	101,197	$	592,533	$	485,219
Per unit data:
Basic:
Net income available to common unitholders	$	2.56	$	1.84	$	9.15	$	7.54
Weighted average number of common units outstanding during the period	66,660,423		66,508,041		66,643,952		66,480,312
Diluted:
Net income available to common unitholders	$	2.56	$	1.84	$	9.15	$	7.54
Weighted average number of common units outstanding during the period	66,674,655		66,551,838		66,667,571		66,500,412

See accompanying notes to the unaudited condensed consolidated financial statements.

Table of Contents

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Condensed Consolidated Statements of Capital for the three and nine months ended September 30, 2025 and 2024

(Unaudited)

(In thousands, except per unit amounts)


	General Partner				Limited Partners				Accumulated other comprehensive income, net		Noncontrolling interest		Total
	Common Equity				Common Equity
Three Months Ended September 30, 2025	Units	Amount		Units		Amount
Balances at June 30, 2025	64,404	$	5,623,574		2,256		$	64,809	$	15,995	$	101,536	$	5,805,914
Net income	—	164,621			—		5,767		—		2,336		172,724
Reversal of unrealized gains upon the sale of marketable debt securities	—	—			—		—		(17)		—		(17)

Change in fair value of derivatives and amortization of swap settlements	—	—			—		—		(4,050)		—		(4,050)
Change in fair value of marketable debt securities, net	—	—			—		—		114		—		114
Issuance of common units under:
General partner’s stock based compensation, net	—	(41)			—		—		—		—		(41)
Sale of common stock by general partner, net	—	(179)			—		—		—		—		(179)
Equity based compensation costs	—	2,519			—		88		—		—		2,607

Changes in the redemption value of redeemable noncontrolling interest	—	3,016			—		(124)		—		284		3,176

Distributions to noncontrolling interest	—	—			—		—		—		(2,392)		(2,392)
Redemptions	—	(4,440)			—		—		—		(479)		(4,919)
Distributions declared ($2.57 per unit)	—	(165,610)			—		(5,800)		—		—		(171,410)
Balances at September 30, 2025	64,404	$	5,623,460		2,256		$	64,740	$	12,042	$	101,285	$	5,801,527

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	General Partner			Limited Partners			Accumulated other comprehensive income, net		Noncontrolling interest		Total
	Common Equity			Common Equity
Nine Months Ended September 30, 2025	Units	Amount		Units	Amount
Balances at December 31, 2024	64,280	$	5,512,391	2,331	$	73,418	$	29,429	$	105,152	$	5,720,390
Net income	—	589,093		—	20,827		—		7,108		617,028
Reversal of unrealized gains upon the sale of marketable debt securities	—	—		—	—		(17)		—		(17)

Change in fair value of derivatives and amortization of swap settlements	—	—		—	—		(17,571)		—		(17,571)
Change in fair value of marketable debt securities, net	—	—		—	—		201		—		201
Issuance of common units under:
General partner's stock based compensation, net	49	8,370		—	—		—		—		8,370
Sale of common stock by general partner, net	—	(280)		—	—		—		—		(280)
Equity based compensation costs	—	6,783		—	238		—		—		7,021


Changes in the redemption value of redeemable noncontrolling Interest	—	1,314		—	(434)		—		223		1,103

Distributions to noncontrolling interest	—	—		—	—		—		(7,209)		(7,209)
Redemptions	75	2,355		(75)	(11,841)		—		(3,989)		(13,475)
Distributions declared ($7.71 per unit)	—	(496,566)		—	(17,468)		—		—		(514,034)
Balances at September 30, 2025	64,404	$	5,623,460	2,256	$	64,740	$	12,042	$	101,285	$	5,801,527

Table of Contents


	General Partner				Limited Partners				Accumulated other comprehensive income, net		Noncontrolling interest		Total
	Common Equity				Common Equity
Three Months Ended September 30, 2024	Units	Amount		Units		Amount
Balances at June 30, 2024	64,210	$	5,442,762		2,259		$	46,819	$	44,154	$	120,765	$	5,654,500
Net income	—	118,424			—		4,206		—		2,857		125,487
Change in fair value of derivatives and amortization of swap settlements	—	—			—		—		(21,433)		—		(21,433)
Issuance of common units under:
General partner's stock based compensation, net	51	11,351			—		—		—		—		11,351
Sale of common stock by general partner, net	—	(467)			—		—		—		—		(467)
Equity based compensation costs	—	1,923			—		68		—		—		1,991

Changes in the redemption value of redeemable noncontrolling interest	—	(813)			—		123		—		81		(609)
Changes in noncontrolling interest from acquisition	—	—			82		24,930		—		—		24,930
Distributions to noncontrolling interest	—	—			—		—		—		(3,404)		(3,404)
Redemptions	6	(43)			(9)		(676)		—		(78)		(797)
Distributions declared ($2.45 per unit)	—	(157,475)			—		(5,714)		—		—		(163,189)
Balances at September 30, 2024	64,267	$	5,415,662		2,332		$	69,756	$	22,721	$	120,221	$	5,628,360

Table of Contents


	General Partner			Limited Partners			Accumulated other comprehensive income, net		Noncontrolling interest		Total
	Common Equity			Common Equity
Nine Months Ended September 30, 2024	Units	Amount		Units	Amount
Balances at December 31, 2023	64,203	$	5,389,190	2,259	$	44,991	$	38,646	$	121,151	$	5,593,978
Net income	—	484,069		—	17,075		—		8,469		509,613
Change in fair value of derivatives and amortization of swap settlements	—	—		—	—		(15,925)		—		(15,925)
Issuance of common units under:
General partner's stock based compensation, net	58	12,313		—	—		—		—		12,313
Sale of common stock by general partner, net	—	(580)		—	—		—		—		(580)
Equity based compensation costs	—	5,539		—	195		—		—		5,734
Changes in the redemption value of redeemable noncontrolling interest	—	(2,436)		—	25		—		118		(2,293)
Changes in noncontrolling interest from acquisition	—	—		82	24,930		—		—		24,930

Distributions to noncontrolling interest	—	—		—	—		—		(9,409)		(9,409)
Redemptions	6	(292)		(9)	(676)		—		(108)		(1,076)
Distributions declared ($7.35 per unit)	—	(472,141)		—	(16,784)		—		—		(488,925)
Balances at September 30, 2024	64,267	$	5,415,662	2,332	$	69,756	$	22,721	$	120,221	$	5,628,360

See accompanying notes to the unaudited condensed consolidated financial statements.

Table of Contents

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)


	Nine Months Ended September 30,
	2025		2024
Cash flows from operating activities:
Net income	$	617,028	$	509,613
Adjustments to reconcile net income to net cash provided by operating activities:
Straight-lined rents	3,089		581
Depreciation and amortization	454,277		431,785

Amortization of discount and debt financing costs, net	4,609		5,988
Realized and unrealized gains on marketable securities, net	(4,059)		(10,645)

Provision for credit losses	61		(116)

Company’s share of gain on the sales of co-investment	(5,189)		—
Equity income from co-investments	(34,795)		(33,667)
Operating distributions from co-investments	64,125		35,096
Accrued interest from notes and other receivables	(7,949)		(10,805)

Gain on the sale of real estate and land	(299,524)		—



Equity-based compensation	6,664		5,350
Loss on early retirement of debt	762		—
Gain on remeasurement of co-investment	(330)		(169,909)
Changes in operating assets and liabilities:
Prepaid expenses, receivables, operating lease right-of-use assets, and other assets	3,171		23,171
Accounts payable, accrued liabilities, and operating lease liabilities	40,595		65,274
Other liabilities	(2,314)		(1,735)
Net cash provided by operating activities	840,221		849,981
Cash flows from investing activities:
Additions to real estate:
Acquisitions of real estate and acquisition related capital expenditures, net of cash acquired	(686,681)		(695,432)
Redevelopment	(57,226)		(41,198)
Development acquisitions of and additions to real estate under development	(44,124)		(2,666)
Capital expenditures on rental properties	(100,810)		(97,535)

Investments in notes receivable	(81,481)		(58,633)
Collections of notes and other receivables	3,096		26,600
Proceeds from insurance for property losses	2,581		1,700
Proceeds from dispositions of real estate	509,946		—
Contributions to co-investments	(31,024)		(4,977)
Changes in refundable deposits	8,000		(1,250)
Purchases of marketable securities	(10,488)		(428)
Sales and maturities of marketable securities	408		23,623
Non-operating distributions from co-investments	114,014		6,500
Net cash used in investing activities	(373,789)		(843,696)
Cash flows from financing activities:
Proceeds from unsecured debt and mortgage notes	751,416		554,875
Payments on unsecured debt and mortgage notes	(797,348)		(402,315)
Proceeds from lines of credit and commercial paper	5,037,741		1,052,729
Repayments of lines of credit and commercial paper	(4,930,686)		(1,044,844)


Additions to deferred charges	(9,160)		(8,521)

Table of Contents


	Nine Months Ended September 30,
	2025		2024
Payments related to debt prepayment penalties	(697)		—
Net costs from issuance of common units	(280)		(580)

Net proceeds from stock options exercised	8,930		12,313
Payments related to tax withholding for share-based compensation	(560)		—

Distributions to noncontrolling interest	(7,157)		(6,739)
Redemption of noncontrolling interests	(13,475)		(1,076)
Redemption of redeemable noncontrolling interests	—		(521)
Common units distributions paid	(505,759)		(481,677)
Net cash used in financing activities	(467,035)		(326,356)
Net decrease in unrestricted and restricted cash and cash equivalents	(603)		(320,071)
Unrestricted and restricted cash and cash equivalents at beginning of period	75,846		400,334
Unrestricted and restricted cash and cash equivalents at end of period	$	75,243	$	80,263

Supplemental disclosure of cash flow information:
Cash paid for interest (net of $2.5 million and $0.2 million capitalized in 2025 and 2024, respectively)	$	186,656	$	164,389
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	4,807	$	5,221
Supplemental disclosure of noncash investing and financing activities:
Issuance of Operating Partnership units for contributed properties	$	—	$	24,930


Redemption of preferred equity investments upon acquisition of co-investments	$	—	$	44,670







Reclassifications (from) to redeemable noncontrolling interest (to) from general and limited partner capital and noncontrolling interest	$	(1,103)	$	2,293

Leased assets obtained in exchange for new operating lease liabilities	$	2,727	$	—

See accompanying notes to the unaudited condensed consolidated financial statements.

Table of Contents

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

(1) Organization and Basis of Presentation

The accompanying unaudited condensed consolidated financial statements present the accounts of Essex Property Trust, Inc. (“Essex” or the “Company”), which include the accounts of the Company and Essex Portfolio, L.P. and its subsidiaries (the “Operating Partnership,” which holds the operating assets of the Company), prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q. In the opinion of management, all adjustments necessary for a fair presentation of the financial position, results of operations, and cash flows for the periods presented have been included and are normal and recurring in nature. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s annual report on Form 10-K for the year ended December 31, 2024. Unless otherwise indicated, the notes to condensed consolidated financial statements apply to both the Company and the Operating Partnership.

All significant intercompany accounts and transactions have been eliminated in the unaudited condensed consolidated financial statements. Certain reclassifications have been made to conform to the current year's presentation.

The unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2025 and 2024 include the accounts of the Company and the Operating Partnership. Essex is the sole general partner of the Operating Partnership, with a 96.6% and 96.5% general partnership interest as of September 30, 2025 and December 31, 2024, respectively. Total Operating Partnership limited partnership units (“OP Units,” and the holders of such OP Units, “Unitholders”) outstanding were 2,256,414 and 2,331,251 as of September 30, 2025 and December 31, 2024, respectively, and the redemption value of the units, based on the closing price of the Company’s common stock totaled approximately $604.0 million and $665.4 million as of September 30, 2025 and December 31, 2024, respectively. The Company has reserved shares of common stock for such conversions.

As of September 30, 2025, the Company owned or had ownership interests in 257 operating apartment home communities, comprising 62,451 apartment homes, excluding the Company’s ownership interests in preferred equity co-investments, loan investments, two operating commercial buildings, and a development pipeline consisting of one consolidated project. The operating apartment home communities are located in Southern California (primarily Los Angeles, Orange, San Diego, and Ventura counties), Northern California (the San Francisco Bay Area) and the Seattle metropolitan area.

Recent Accounting Pronouncements

In September 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2025-06 “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software”. ASU 2025-06 eliminates project stages and requires capitalizing software costs to begin when (1) management has authorized and committed to funding the software project and (2) it is probable that the project will be completed and the software will be used to perform the function intended. When evaluating if a project is probable to be completed, significant development uncertainty must be assessed. In addition, disclosures for property, plant and equipment will be required for all capitalized software costs. ASU 2025-06 will be effective for the Company beginning January 1, 2028 and early adoption is permitted. Upon adoption, the new standard may be applied prospectively, retrospectively or using a modified transition approach. The Company is currently evaluating the impact of ASU 2025-06 on its consolidated results of operations or financial position.

In July 2025, the FASB issued ASU No. 2025-05, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets”. ASU 2025-05 provides for a practical expedient that allows an entity to assume that conditions as of the balance sheet date will remain unchanged over the remaining life of the asset when estimating expected credit losses for current accounts receivable and current contract assets arising from revenue transactions from contracts with customers. ASU 2025-05 will be effective for the Company beginning January 1, 2026, with early adoption permitted, and is required to be applied prospectively. The Company is currently evaluating the impact of ASU 2025-05 on its consolidated results of operations or financial position.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

In November 2024, the FASB issued ASU No. 2024-03 “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”, and in January 2025, the FASB issued ASU No. 2025-01 “Income Statement —Reporting Comprehensive Income —Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date”. ASU 2024-03 requires disaggregated information for specified categories of expenses to be presented in the notes to the financial statements. ASU 2024-03, as clarified by ASU 2025-01, will be effective for the Company for annual periods beginning January 1, 2027 and interim periods beginning January 1, 2028. Early adoption is permitted. The new standards may be applied either prospectively, to financial statements issued after the effective date, or retrospectively, to all prior periods presented. The Company is currently evaluating the impact of these standards on its consolidated results of operations and financial position.

Accounting Pronouncements Adopted in the Current Year

In August 2023, the FASB issued ASU No. 2023-05 “Business Combinations—Joint Venture Formations (Subtopic 805-60)” under which an entity that qualifies as a joint venture is required to apply a new basis of accounting upon the formation of the joint venture. The amendments in ASU 2023-05 require that a joint venture must initially measure its assets and liabilities at fair value on the formation date. ASU 2023-05 is effective for all joint ventures that are formed on or after January 1, 2025 and early adoption is permitted. The Company adopted ASU No. 2023-05 as of January 1, 2025. This adoption did not have a material impact on the Company’s consolidated results of operations or financial position.

Revenues and Gains on Sale of Real Estate and Land

Revenues from tenants renting or leasing apartment homes are recorded when due from tenants and are recognized monthly as they are earned which generally approximates a straight-line basis, else, adjustments are made to conform to a straight-line basis. Apartment homes are rented under short-term leases (generally, lease terms of 9 to 12 months). Revenues from tenants leasing commercial space are recorded on a straight-line basis over the life of the respective lease. See Note 3, Revenues, for additional information regarding such revenues.

The Company also generates other property-related revenue associated with the leasing of apartment homes, including storage income, pet rent, and other miscellaneous revenue. Similar to rental income, such revenues are recorded when due from tenants and recognized monthly as they are earned.

Apart from rental and other property-related revenue, revenues from contracts with customers are recognized as control of the promised services is passed to the customer. For customer contracts related to management and other fees from affiliates (which includes asset management and property management), the transaction price and amount of revenue to be recognized is determined each quarter based on the management fee calculated and earned for that month or quarter. The contract will contain a description of the service and the fee percentage for management services. Payments from such services are one month or one quarter in arrears of the service performed.

The Company recognizes any gains on sales of real estate when it transfers control of a property and when it is probable that the Company will collect substantially all of the related consideration.

Marketable Securities

The Company reports its equity securities and available-for-sale debt securities at fair value, based on quoted market prices (Level 1 for the equity securities and Level 2 for the available for sale debt securities, as defined by the FASB standard for fair value measurements). As of both September 30, 2025 and December 31, 2024, less than $0.1 million of equity securities presented within common stock, preferred stock, and stock funds in the tables below represented investments measured at fair value, using net asset value as a practical expedient, and were not categorized in the fair value hierarchy.

Any unrealized gain or loss in debt securities classified as available for sale is recorded as other comprehensive income. Any realized and unrealized gains and losses in equity securities, realized gains in debt securities, and interest income are included in interest and other income in the condensed consolidated statements of income and comprehensive income. There were no other-than-temporary impairment charges for the three and nine months ended September 30, 2025 and 2024.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

As of September 30, 2025 and December 31, 2024, equity securities and available for sale debt securities consisted primarily of investment funds-debt securities, common stock, preferred stock and stock funds, U.S. treasury and agency securities, corporate debt securities and municipal debt securities.

As of September 30, 2025 and December 31, 2024, marketable securities consisted of the following ($ in thousands):


	September 30, 2025
	Amortized Cost		Gross Unrealized Gain		Carrying Value
Equity securities:
Investment funds - debt securities	$	2,677	$	6	$	2,683
Common stock, preferred stock and stock funds	48,738		22,494		71,232

Available for sale debt securities:

U.S. treasury and agency securities	5,002		77		5,079
Corporate debt securities	4,708		99		4,807
Municipal debt securities	307		8		315
Total - Marketable securities	$	61,432	$	22,684	$	84,116


	December 31, 2024
	Amortized Cost		Gross Unrealized Gain (Loss)		Carrying Value
Equity securities:
Investment funds - debt securities	$	2,645	$	(67)	$	2,578
Common stock, preferred stock and stock funds	49,195		18,021		67,216

Total - Marketable securities	$	51,840	$	17,954	$	69,794

Variable Interest Entities

In accordance with accounting standards for consolidation of variable interest entities (“VIEs”), the Company consolidated the Operating Partnership, 18 DownREIT entities (comprising ten communities), and four co-investments as of September 30, 2025. As of December 31, 2024, the Company consolidated the Operating Partnership, 18 DownREIT entities (comprising nine communities) and five co-investments. The Company consolidates these entities because it is the primary beneficiary. The Company has no assets or liabilities other than its investment in the Operating Partnership. The consolidated total assets and liabilities related to the above consolidated co-investments and DownREIT entities, net of intercompany eliminations, were $952.8 million and $246.3 million, respectively, as of September 30, 2025 and $893.0 million and $319.1 million, respectively, as of December 31, 2024. Noncontrolling interests in these entities was $101.2 million and $105.1 million as of September 30, 2025 and December 31, 2024, respectively. The Company’s financial risk in each VIE is limited to its equity investment in the VIE. As of September 30, 2025 and December 31, 2024, the Company did not have any VIEs of which it was not the primary beneficiary.

Equity-based Compensation

The cost of share- and unit-based compensation awards is measured at the grant date based on the estimated fair value of the awards. The estimated fair value of stock options and restricted stock granted by the Company are being amortized over the vesting period. The estimated grant date fair values of the long term incentive plan units (discussed in Note 14, Equity Based Compensation Plans, in the Company’s annual report on Form 10-K for the year ended December 31, 2024) are being amortized over the expected service periods.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

Fair Value of Financial Instruments

Management estimates that the carrying amounts of the outstanding balances under its lines of credit, commercial paper and notes and other receivables approximate fair value as of September 30, 2025 and December 31, 2024, because interest rates, yields, and other terms for these instruments are consistent with interest rates, yields, and other terms currently available for similar instruments. Management has estimated that the fair value of the Company’s fixed rate debt with a carrying value of $5.6 billion and $5.8 billion as of September 30, 2025 and December 31, 2024, respectively, was approximately $5.4 billion and $5.5 billion, respectively. Management has estimated that the fair value of the Company’s $1.1 billion and $752.3 million of variable rate debt at September 30, 2025 and December 31, 2024, respectively, was approximately $1.0 billion and $749.4 million, respectively, based on the terms of existing mortgage notes payable, unsecured debt, and lines of credit compared to those available in the marketplace. Management estimated that the carrying amounts of cash and cash equivalents, restricted cash, accounts payable and accrued liabilities, construction payables, other liabilities and dividends payable approximate fair value as of September 30, 2025 and December 31, 2024 due to the short-term maturity of these instruments. Marketable securities are carried at fair value as of September 30, 2025 and December 31, 2024.

Capitalization of Costs

The Company’s capitalized costs related to development and redevelopment projects were comprised primarily of interest and employee compensation and totaled $6.5 million and $4.6 million during the three months ended September 30, 2025 and 2024, respectively, and $18.8 million and $14.8 million for the nine months ended September 30, 2025 and 2024, respectively. The Company amortizes the capitalized costs over the useful life of the development.

Co-investments

The Company owns investments in joint ventures in which it has significant influence, but its ownership interest does not meet the criteria for consolidation in accordance with U.S. GAAP. Therefore, the Company accounts for co-investments using the equity method of accounting. Under the equity method of accounting, the investment is carried at the cost of assets contributed, plus the Company’s equity in earnings, less distributions received and the Company’s share of losses. The significant accounting policies of the Company’s co-investment entities are consistent with those of the Company in all material respects.

Upon the acquisition of a controlling interest of a co-investment, the co-investment entity is consolidated and a gain or loss is recognized upon the remeasurement of co-investments in the condensed consolidated statements of income and comprehensive income equal to the amount by which the fair value of the co-investment interest, using Level 2 inputs, exceeds the Company’s carrying value of the co-investment. A majority of the co-investments, excluding most preferred equity investments, compensate the Company for its asset management services and some of these investments may provide promote income if certain financial return benchmarks are achieved. Asset management fees are recognized when earned, and promote fees are recognized when the earnings events have occurred and the amount is determinable and collectible. Any promote fees are reflected in equity income from co-investments.

The Company evaluates its investments in co-investments for impairment and records a loss if the carrying value is greater than the fair value of the investment and the impairment is other-than-temporary.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

Changes in Accumulated Other Comprehensive Income, Net by Component

Essex Property Trust, Inc.

($ in thousands):


	Change in fair value of derivatives and amortization of swap settlements		Unrealized gain on available for sale debt securities		Total
Balance at December 31, 2024	$	24,655	$	—	$	24,655

Other comprehensive (loss) income before reclassification	(20,813)		194		(20,619)
Amounts reclassified from accumulated other comprehensive income	3,836		(16)		3,820
Other comprehensive (loss) income	(16,977)		178		(16,799)
Balance at September 30, 2025	$	7,678	$	178	$	7,856

Essex Portfolio, L.P.

($ in thousands):


	Change in fair value of derivatives and amortization of swap settlements		Unrealized gain on available for sale debt securities		Total
Balance at December 31, 2024	$	29,429	$	—	$	29,429

Other comprehensive (loss) income before reclassification	(21,542)		201		(21,341)
Amounts reclassified from accumulated other comprehensive income	3,971		(17)		3,954
Other comprehensive (loss) income	(17,571)		184		(17,387)
Balance at September 30, 2025	$	11,858	$	184	$	12,042

Amounts reclassified from accumulated other comprehensive income, net in connection with derivatives are recorded in interest expense in the condensed consolidated statements of income and comprehensive income. Realized gains and losses on available for sale debt securities are included in interest and other income on the condensed consolidated statements of income and comprehensive income.

Redeemable Noncontrolling Interest

The carrying value of redeemable noncontrolling interests in the accompanying condensed consolidated balance sheets was $29.7 million and $30.8 million as of September 30, 2025 and December 31, 2024, respectively. The limited partners may redeem their noncontrolling interests for cash in certain circumstances.

The changes in the redemption value of redeemable noncontrolling interests for the nine months ended September 30, 2025 was as follows ($ in thousands):


Balance at December 31, 2024	$	30,849
Reclassification due to change in redemption value and other	(1,103)


Balance at September 30, 2025	$	29,746

Cash, Cash Equivalents and Restricted Cash

Highly liquid investments generally with original maturities of three months or less when purchased are classified as cash equivalents. Restricted cash balances relate primarily to reserve requirements for capital replacement at certain communities in connection with the Company’s mortgage debt.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same such amounts shown in the condensed consolidated statements of cash flows ($ in thousands):


	September 30, 2025		December 31, 2024		September 30, 2024		December 31, 2023
Cash and cash equivalents - unrestricted	$	65,959	$	66,795	$	71,288	$	391,749
Cash and cash equivalents - restricted	9,284		9,051		8,975		8,585
Total unrestricted and restricted cash and cash equivalents shown in the condensed consolidated statements of cash flows	$	75,243	$	75,846	$	80,263	$	400,334

Gain Contingencies

Contingencies, commonly resulting from legal settlements, will periodically arise that may result in a gain. Gain contingencies are typically not recognized in the financial statements until all uncertainties related to the contingency have been resolved. In the case of legal settlements, the Company determines that all uncertainties have been resolved when cash or other consideration has been received by the Company. There were no material gains from legal settlements during the three and nine months ended September 30, 2025 and the three months ended September 30, 2024. During the nine months ended September 30, 2024, the Company settled two lawsuits related to construction defects at two communities and received cash recoveries of $42.5 million. The Company determined that all uncertainties were resolved upon receipt of cash and recorded a gain within interest and other income on the condensed consolidated statements of income and comprehensive income.

Accounting Estimates

The preparation of condensed consolidated financial statements, in accordance with U.S. GAAP, requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. On an on-going basis, the Company evaluates its estimates, including those related to acquiring, developing and assessing the carrying values of its real estate portfolio, its investments in and advances to joint ventures and affiliates, its notes receivables, and its qualification as a real estate investment trust (“REIT”). The Company bases its estimates on historical experience, current market conditions, and on various other assumptions that are believed to be reasonable under the circumstances. Actual results may vary from those estimates and those estimates could be different under different assumptions or conditions.

(2) Significant Transactions During the Nine Months Ended September 30, 2025

Significant Transactions

Acquisition of Real Estate Interests

The table below summarizes acquisition activity for the nine months ended September 30, 2025 ($ in millions):


Property Name	Location	Date	Apartment Homes	Contract Price at Pro Rata Share
The Plaza	CA	Jan-25	307	$	161.4
One Hundred Grand	CA	Feb-25	166	105.3		(1)
ROEN Menlo Park	CA	Feb-25	146	78.8
Revere Campbell	CA	May-25	168	118.0		(1)
The Parc at Pruneyard	CA	May-25	252	122.5
ViO	CA	Sep-25	234	100.0

Total acquisitions			1,273	$	686.0

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

(1) One Hundred Grand and Revere Campbell replaced Highridge, an apartment home community owned by DownREIT entities that are consolidated by the Company, within the DownREIT structures of those entities pursuant to the like-kind exchange rules under Section 1031 of the Internal Revenue Code of 1986, as amended (“Section 1031 Exchange”).

Disposition of Real Estate Interests

The table below summarizes disposition activity for the nine months ended September 30, 2025 ($ in millions):


Property Name	Location	Date	Apartment Homes	Sale Price at Pro Rata Share
Highridge	CA	Feb-25	255	$	127.0	(1)
Essex Skyline	CA	Apr-25	350	239.6		(2)
The Grand	CA	Jul-25	243	97.5		(3)
Fourth & U	CA	Sep-25	171	52.3		(4)
Total dispositions			1,019	$	516.4

(1) Highridge, an apartment home community owned by DownREIT entities that are consolidated by the Company, was replaced by One Hundred Grand and Revere Campbell within the DownREIT structures of those entities pursuant to a Section 1031 Exchange. The Company recognized a $111.0 million gain on sale of real estate and land in the condensed consolidated statements of income and comprehensive income. In conjunction with the sale, $69.6 million in debt associated with the property was paid off and the Company recorded a $0.8 million loss on early extinguishment of debt.

(2) The Company recognized a $126.2 million gain on sale in the condensed consolidated statements of income and comprehensive income.

(3) The Company recognized a $47.8 million gain on sale in the condensed consolidated statements of income and comprehensive income.

(4) The Company recognized a $14.5 million gain on sale in the condensed consolidated statements of income and comprehensive income.

Preferred Equity Investments

In July 2025, the Company formed a new joint venture, Wesco VII, LLC (“Wesco VII”), with the State of Wisconsin Investment Board, for the purpose of investing in multifamily real estate projects. Each partner has an initial equity commitment of $50.0 million and holds a 50% ownership interest. The investment is recorded to co-investments in the condensed consolidated balance sheets. Wesco VII subsequently funded a preferred equity investment of $42.6 million in a 480-unit apartment home community development located in California. The investment has an initial preferred return of 13.5% subject to adjustment upon the occurrence of specified events and mandatory redemption in July 2030.

In the third quarter of 2025, the Company received cash proceeds of $71.4 million, including an early redemption fee of $0.1 million, for the full redemption of three preferred equity investments and partial redemption of one preferred equity investment in joint ventures that hold properties in California and Washington.

In the second quarter of 2025, the Company received cash of $14.1 million for the full redemption of a preferred equity investment in a joint venture that holds property located in Washington.

In the first quarter of 2025, the Company received cash of $9.9 million for the full redemption of a preferred equity investment in a joint venture that holds property located in California.

In the fourth quarter of 2024, the Company repaid a $72.0 million senior mortgage associated with a $22.7 million preferred equity investment in Artizan, a 241-unit stabilized apartment home community located in Oakland, CA, and subsequently issued a default notice to the third-party sponsor in January 2025, assumed full managerial control and consolidated the property based on a valuation of $95.0 million. The Company recorded $0.3 million as a gain on remeasurement of co-investment in the condensed consolidated statements of income and comprehensive income.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

Notes Receivable

In August 2025, the Company funded an $81.2 million related party bridge loan to Wesco I, LLC ("Wesco I"), a co-investment, in connection with the payoff of a mortgage related to one of Wesco I’s properties located in Southern California. The note receivable accrues interest at 5.50% and is scheduled to mature in December 2025.

Senior Unsecured Debt

In July 2025, the Operating Partnership amended its $1.2 billion unsecured line of credit, increasing the borrowing capacity to $1.5 billion (“New Credit Facility”). The underlying interest rate on the New Credit Facility is Secured Overnight Financing Rate (“SOFR”) plus 0.775% which is based on a tiered rate structure tied to the Company’s long-term unsecured credit ratings. The New Credit Facility is scheduled to mature in January 2030, with two six-month extensions exercisable at the option of the Company. The Company may also elect to increase the facility by up to an additional $1.0 billion, to an aggregate size of $2.5 billion, if the lenders permit.

In May 2025, the Operating Partnership established a commercial paper program (the “Commercial Paper Program”) to issue unsecured commercial paper notes with varying maturities up to 397 days from the date of issue (the “Notes”). Amounts available under the Commercial Paper Program may be borrowed, repaid and re-borrowed from time to time, with the maximum aggregate face or principal amount outstanding at any one time not exceeding $750.0 million. The Company’s unsecured line of credit facilities serve as a liquidity backstop and any issuances under the Commercial Paper Program reduce the available borrowing capacity. The Notes rank equally in right of payment with all other senior unsecured senior obligations of the Operating Partnership and are unconditionally guaranteed by the Company.

In May 2025, the Operating Partnership obtained a $300.0 million unsecured term loan priced at SOFR plus 0.850%. The loan is scheduled to mature in May 2028, with two one-year extension options, exercisable at the option of the Company. The loan includes a twelve-month delayed draw feature. The Company may elect to increase this facility by up to an additional $300.0 million, to an aggregate size of $600.0 million, if the lenders permit. As of September 30, 2025, the Company had borrowed $250.0 million under the term loan facility. The Company has entered into floating-to-fixed interest rate swaps to fix the interest rate for $247.5 million of the term loan facility to an all-in rate of 4.1%.

In February 2025, the Operating Partnership issued $400.0 million of senior unsecured notes due on April 1, 2035 with a coupon rate of 5.375% per annum (the “2035 Notes”), which are payable on April 1 and October 1 of each year, beginning on October 1, 2025. The 2035 Notes were offered to investors at a price of 99.604% of the principal amount. The 2035 Notes are general unsecured senior obligations of the Operating Partnership, rank equally in right of payment with all other senior unsecured indebtedness of the Operating Partnership and are unconditionally guaranteed by Essex. In April 2025, the Company repaid its $500.0 million unsecured notes at maturity.

(3) Revenues

Disaggregated Revenue

The following table presents the Company’s revenues disaggregated by revenue source for the periods presented ($ in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Rental income	$	463,892	$	440,649	$	1,380,438	$	1,290,026
Other property	7,050		7,486		20,203		22,106
Management and other fees from affiliates	2,361		2,563		7,078		7,849
Total revenues	$	473,303	$	450,698	$	1,407,719	$	1,319,981

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

The following table presents the Company’s rental and other property revenues disaggregated by geographic operating segment for the periods presented ($ in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Southern California	$	190,626	$	181,673	$	568,992	$	530,051
Northern California	193,208		168,838		563,915		490,824
Seattle Metro	79,240		74,576		234,751		220,271
Other real estate assets (1)	7,868		23,048		32,983		70,986
Total rental and other property revenues	$	470,942	$	448,135	$	1,400,641	$	1,312,132

(1) Other real estate assets consist of revenues generated from retail space, commercial properties, held for sale properties, disposition properties and straight-line rent adjustments for concessions. Executive management does not evaluate such operating performance geographically.

The following table presents the Company’s rental and other property revenues disaggregated by current property category status for the periods presented ($ in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Same-property (1)	$	412,710	$	401,761	$	1,228,141	$	1,190,884
Acquisitions (2)	44,001		16,964		120,555		31,386


Non-residential/other, net (3)	13,916		29,637		51,851		90,663
Straight-line rent concessions (4)	315		(227)		94		(801)
Total rental and other property revenues	$	470,942	$	448,135	$	1,400,641	$	1,312,132

(1)Same-property includes properties that have comparable stabilized results as of January 1, 2024 and are consolidated by the Company for the nine months ended September 30, 2025 and 2024. A community is considered to have reached stabilized operations once it achieves an initial occupancy of 90%.

(2)Acquisitions include properties acquired which did not have comparable stabilized results as of January 1, 2024.

(3)Non-residential/other, net consists of revenues generated from retail space, commercial properties, held for sale properties, disposition properties, student housing, properties undergoing significant construction activities that do not meet our redevelopment criteria, and two communities located in the California counties of Santa Barbara and Santa Cruz, which the Company does not consider its core markets.

(4)Represents straight-line concessions for residential operating communities. Same-property revenues reflect concessions on a cash basis. Total rental and other property revenues reflect concessions on a straight-line basis in accordance with U.S. GAAP.

Deferred Revenues and Remaining Performance Obligations

When cash payments are received or due in advance of the Company’s performance of contracts with customers, deferred revenue is recorded. The total deferred revenue balance related to such contracts was $0.2 million and $0.3 million as of September 30, 2025 and December 31, 2024, respectively, and was included in accounts payable and accrued liabilities within the accompanying condensed consolidated balance sheets. The amount of revenue recognized for the nine months ended September 30, 2025 that was included in the December 31, 2024 deferred revenue balance was less than $0.1 million, which was included in rental and other property revenue within the condensed consolidated statements of income and comprehensive income.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account in the revenue recognition accounting standard. As of September 30, 2025, the Company had $0.2 million of remaining performance obligations. The Company expects to recognize approximately 12% of these remaining performance obligations in 2025 and the remaining 88% through 2027.

(4) Co-investments

The Company has joint ventures which are accounted for under the equity method. The co-investments’ accounting policies are similar to the Company’s accounting policies. The co-investments typically own, operate, and develop apartment home communities. Additionally, the Company has invested in five unconsolidated technology co-investments and, as of September 30, 2025, the co-investment balance of these investments was $71.8 million, and the aggregate commitment was $86.0 million. As of December 31, 2024, the Company had five unconsolidated technology co-investments and the co-investment balance of these investments was $57.3 million and the aggregate commitment was $86.0 million.

In September 2025, Wesco V, LLC, a joint venture in which the Company owns a 50.0% interest, sold one of its apartment home communities named 8th & Republican for a total contract price of $94.9 million. The Company recorded a $5.2 million gain from the sale as equity income from co-investments within the condensed consolidated statements of income and comprehensive income.

The carrying values of the Company’s co-investments as of September 30, 2025 and December 31, 2024 were as follows ($ in thousands, except in parenthetical):


	Weighted Average Company Ownership Percentage (1)	September 30, 2025		December 31, 2024
Ownership interest in:
Wesco I, Wesco III, Wesco IV, Wesco V and Wesco VI (2)	54%	$	78,700	$	147,232
BEX IV and 500 Folsom	50%	138,170		146,142
Other (2)(3)	53%	94,500		86,089
Total operating and other co-investments, net		311,370		379,463

Total preferred equity co-investments (4) (includes related party investments of $51.6 million and $48.1 million as of September 30, 2025 and December 31, 2024, respectively. See Note 6, Related Party Transactions, for further discussion)		400,975		476,278
Total co-investments, net		$	712,345	$	855,741

(1)Weighted average company ownership percentages are as of September 30, 2025.

(2)As of September 30, 2025 and December 31, 2024, the Company’s investments in Wesco I, Wesco III, Wesco IV, and Expo were classified as a liability of $95.9 million and $79.3 million, respectively, due to distributions received in excess of the Company’s investment.

(3)The weighted average company ownership percentage excludes the Company’s investments in unconsolidated technology co-investments.

(4)Including one preferred equity investment held with Wesco VII, LLC.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

The combined summarized financial information of co-investments was as follows ($ in thousands):


	September 30, 2025		December 31, 2024
Combined balance sheets: (1)
Rental properties and real estate under development	$	3,522,699	$	4,094,826
Other assets	188,891		277,420
Total assets	$	3,711,590	$	4,372,246
Debt	$	2,668,457	$	3,001,303
Other liabilities	231,788		235,111
Equity	811,345		1,135,832
Total liabilities and equity	$	3,711,590	$	4,372,246


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Combined statements of income: (1)
Property revenues	$	84,580	$	98,665	$	255,455	$	303,593
Property operating expenses	(32,008)		(35,276)		(95,864)		(114,193)
Net operating income	52,572		63,389		159,591		189,400
Gain on sale of real estate	10,378		—		10,378		—
Interest expense	(26,565)		(37,985)		(82,003)		(114,771)
General and administrative	(4,431)		(1,449)		(12,995)		(16,137)
Depreciation and amortization	(35,052)		(41,817)		(107,863)		(131,419)
Net loss	$	(3,098)	$	(17,862)	$	(32,892)	$	(72,927)
Company’s share of net income (2)	$	17,798	$	11,649	$	39,984	$	33,667

(1)Includes preferred equity investments held by the Company and excludes investments in unconsolidated technology co-investments.

(2)Includes the Company’s share of equity income from joint ventures and preferred equity investments, gain on sales of co-investments, co-investment promote income, and income from early redemption of preferred equity investments. Includes related party income of $1.3 million and $1.2 million for the three months ended September 30, 2025 and 2024, respectively, and $3.8 million and $3.4 million for the nine months ended September 30, 2025 and 2024, respectively.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

(5) Notes and Other Receivables

Notes and other receivables consisted of the following as of September 30, 2025 and December 31, 2024 ($ in thousands):


	September 30, 2025		December 31, 2024
Note receivable, secured, bearing interest at 9.00%, due October 2026 (Originated October 2021)	$	64,193	$	60,538
Note receivable, secured, bearing interest at 12.00%, due January 2025 (Originated August 2022)	—		3,167
Note receivable, secured, bearing interest at 11.25%, due October 2027 (Originated October 2022)	42,692		39,187
Related party note receivable, secured, bearing interest at 5.50%, due December 2025 (Originated August 2025) (1)	81,572		—
Receivable from preferred equity investment sponsor (2)	—		72,002
Other receivables from affiliates	6,507		5,646
Straight-line rent receivables (3)	9,044		9,235
Other receivables	18,210		17,460
Allowance for credit losses	(590)		(529)
Total notes and other receivables	$	221,628	$	206,706

(1)See Note 6, Related Party Transactions, for additional details.

(2)In the fourth quarter of 2024, the Company repaid a $72.0 million senior mortgage associated with a preferred equity investment in Artizan, a 241-unit stabilized apartment home community located in Oakland, CA, and subsequently issued a default notice to the third-party sponsor in January 2025, assumed full managerial control and consolidated the property. Refer to Note 2, Significant Transactions During the Nine Months ended September 30, 2025, for additional details.

(3)These amounts are receivables from lease concessions recorded on a straight-line basis for the Company’s operating properties.

The following table presents the activity in the allowance for credit losses for notes receivable, secured, for the periods presented ($ in thousands):


	Three Months Ended September 30,
	2025						2024
	Mezzanine Loans		Bridge Loans		Total		Mezzanine Loans		Bridge Loans		Total
Balance at beginning of period	$	540	$	—	$	540	$	740	$	—	$	740
Provision for credit losses	9		41		50		(175)		27		(148)
Balance at end of period	$	549	$	41	$	590	$	565	$	27	$	592

	Nine Months Ended September 30,
	2025						2024
	Mezzanine Loans		Bridge Loans		Total		Mezzanine Loans		Bridge Loans		Total
Balance at beginning of period	$	529	$	—	$	529	$	687	$	—	$	687
Provision for credit losses	20		41		61		(122)		27		(95)
Balance at end of period	$	549	$	41	$	590	$	565	$	27	$	592

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

(6) Related Party Transactions

The Company charges certain fees relating to its co-investments for asset management, property management, development and redevelopment services. These fees from affiliates totaled $2.4 million and $2.8 million during the three months ended September 30, 2025 and 2024, respectively, and $7.2 million and $8.4 million for the nine months ended September 30, 2025 and 2024, respectively. All of these fees are net of intercompany amounts eliminated by the Company. The Company netted development and redevelopment fees of less than $0.1 million for the three months ended September 30, 2025 and $0.2 million for three months ended September 30, 2024, and $0.1 million and $0.5 million for the nine months ended September 30, 2025 and 2024, respectively, against general and administrative expenses .

The Company’s Chairman and founder, Mr. George M. Marcus, is the Chairman of the Marcus & Millichap Company (“MMC”), which is a parent company of a diversified group of real estate service, investment, and development firms. Mr. Marcus is also the Chairman of and owns a controlling interest in Marcus & Millichap, Inc. (“MMI”), a national brokerage firm listed on the New York Stock Exchange. For the three and nine months ended September 30, 2025 and 2024, the Company did not pay brokerage commissions related to real estate transactions to MMI and its affiliates.

In August 2025, the Company funded an $81.2 million related party bridge loan to Wesco I in connection with the payoff of a mortgage related to one of Wesco I’s properties located in Southern California. The note receivable accrues interest at 5.50% and is scheduled to mature in December 2025.

In April 2024, the Company funded a $53.6 million related party bridge loan to BEX II in connection with the payoff of a mortgage associated with one of BEX II’s properties located in Southern California. The note receivable accrued interest at SOFR plus 1.50% and was scheduled to mature in September 2024. In September 2024, the maturity date of the loan was extended to October 2024 and settled following the purchase of the BEX II portfolio in October 2024.

In August 2022, the Company funded an $11.2 million preferred equity investment in an entity whose sponsor includes an affiliate of MMC. The entity owns three multifamily communities located in Azusa, CA. The investment accrues interest based on a 9.5% preferred return and is scheduled to mature in August 2027.

In October 2018, the Company funded an $18.6 million preferred equity investment in an entity whose sponsor is an affiliate of MMC. The entity wholly owns a 268-unit apartment home community development located in Burlingame, CA. The investment initially accrued interest based on a 12.0% preferred return which was reduced to 9.0% upon completion and lease-up of the project. In April 2023, the investment’s maturity date was extended from April 2024 to May 2026 with the investment accruing interest based on an 11.0% preferred return. In April 2023, the Company received cash of $11.2 million for the partial redemption of this preferred equity investment.

In May 2018, the Company made a commitment to fund a $26.5 million preferred equity investment in an entity whose sponsors include an affiliate of MMC. The entity wholly owns a 400-unit apartment home community located in Ventura, CA. The investment accrued interest based on a 10.25% initial preferred return. The investment was scheduled to mature in May 2023. In November 2021, the Company received cash of $18.3 million for the partial redemption of this preferred equity investment resulting in a remaining total commitment of $13.0 million, and the maturity was extended to December 2028. As of September 30, 2025, $11.0 million of this commitment was funded and the Company accrues interest based on a 9.0% preferred return. The remaining unfunded commitment of $2.0 million expired in November 2024.

The Company has provided short-term loans to affiliates. As of September 30, 2025 and December 31, 2024, $88.1 million and $5.6 million, respectively, of short-term loans remained outstanding due from joint venture affiliates and is classified within notes and other receivables in the accompanying condensed consolidated balance sheets.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

(7) Debt

Essex does not have indebtedness as debt is incurred by the Operating Partnership. Essex guarantees the Operating Partnership’s unsecured debt including the revolving credit facilities for the full term of the facilities.

Debt consisted of the following for the periods presented ($ in thousands):


	September 30, 2025			December 31, 2024			Weighted Average Maturity In Years as of September 30, 2025

Term loan - variable rate, net (1)	$	547,545		$	298,571		3.2
Bonds public offering - fixed rate, net (2)	5,073,960			5,175,217			7.1
Unsecured debt, net (3)	5,621,505			5,473,788
Lines of credit (4)	—			137,945
Commercial paper (5)	245,000			—
Mortgage notes payable, net (6)	795,404			989,884			8.1
Total debt, net	$	6,661,909		$	6,601,617
Weighted average interest rate on fixed rate unsecured bonds public offering	3.6		%	3.4		%
Weighted average interest rate on variable rate term loan	4.1		%	4.2		%
Weighted average interest rate on lines of credit	5.2		%	5.7		%
Weighted average interest rate on commercial paper	4.3		%	N/A
Weighted average interest rate on mortgage notes payable	4.2		%	4.2		%

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

(1)In May 2025, the Operating Partnership obtained a new $300.0 million unsecured term loan priced at SOFR plus 0.850% which is based on a tiered rate structure tied to the Company’s long-term unsecured credit rating with a one-year delayed draw feature. The Company may elect to increase this facility by up to an additional $300.0 million, to an aggregate size of $600.0 million, if the lenders permit. This term loan is scheduled to mature in May 2028, with two one-year extension options, exercisable at the option of the Company. As of September 30, 2025, the Company had drawn $250.0 million on the new term loan facility. The Company has entered into floating-to-fixed interest rate swaps to fix the interest rate for $247.5 million of the new term loan facility to an all-in rate of 4.1%. In October 2025, the Company executed an amendment of its existing $300.0 million unsecured term loan to extend the maturity date from October 2027 to January 2031, inclusive of extension options exercisable at the Company’s option. The interest rate was reduced by 0.10% to SOFR plus 0.85% and is swapped to an all-in fixed rate of 4.1% through October 2026.

(2)In February 2025, the Operating Partnership issued $400.0 million of senior unsecured notes due on April 1, 2035 with a coupon rate of 5.375% per annum, which are payable on April 1 and October 1 of each year, beginning on October 1, 2025. The 2035 Notes were offered to investors at a price of 99.604% of the principal amount. In April 2025, the Company used these proceeds to repay its $500.0 million senior unsecured notes at maturity.

(3)Unsecured debt, net, consists of fixed rate public bond offerings and a variable rate term loan which includes unamortized discounts, net of premiums of $0.7 million and unamortized premiums, net of discounts of $0.1 million, and unamortized debt issuance costs of $27.8 million and $26.3 million, as of September 30, 2025 and December 31, 2024, respectively.

(4)Lines of credit, related to the Company’s two lines of unsecured credit aggregating $1.58 billion and $1.28 billion as of September 30, 2025 and December 31, 2024, respectively, excluded unamortized debt issuance costs of $7.4 million and $6.2 million, respectively. These debt issuance costs are included in prepaid expenses and other assets in the condensed consolidated balance sheets. As of September 30, 2025, the Company’s $1.5 billion credit facility had an interest rate at Secured Overnight Financing Rate (“SOFR”) plus 0.775%, which is based on a tiered rate structure tied to the Company’s long-term unsecured credit ratings. As of September 30, 2025, the Company’s $75.0 million working capital unsecured line of credit had an interest rate of SOFR plus 0.775%, which is based on a tiered rate structure tied to the Company’s long-term unsecured credit ratings and a scheduled maturity date of July 2026.

(5)The Company has a commercial paper program under which it can issue unsecured short-term notes, which are backstopped by, and reduce the borrowing capacity of, the Company’s unsecured line of credit facilities. The Company can issue up to $750.0 million of commercial paper for up to 397 days from the date of issue. The commercial paper balance excludes unamortized debt issuance of $0.4 million as of September 30, 2025, and are included in prepaid expenses and other assets in the condensed consolidated balance sheets.

(6)Includes total unamortized discounts, net of premiums of approximately $0.3 million and $0.2 million, reduced by unamortized debt issuance costs of $2.7 million and $2.6 million, as of September 30, 2025 and December 31, 2024, respectively.

The aggregate scheduled principal payments of the Company’s outstanding debt, excluding lines of credit and commercial paper, as of September 30, 2025 were as follows ($ in thousands):


2025	$	11,263
2026	549,405
2027	734,397
2028	518,332
2029	501,456
Thereafter	4,133,481
Total	$	6,448,334

(8) Segment Information

The Company’s segment disclosures present the measure used by the chief operating decision maker (“CODM”) for purposes of assessing each segment’s performance. The Company’s CODM is a group comprised of its Chief Executive Officer, Chief Financial Officer, Chief Administrative Officer, and Chief Investment Officer, who use net operating income (“NOI”) to assess the performance of the business for the Company’s reportable operating segments. NOI represents total property revenues less direct property operating expenses.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

The CODM evaluates the Company’s operating performance geographically. The Company defines its reportable operating segments as the three geographical regions in which its communities are located: Southern California, Northern California and Seattle Metro.

Excluded from segment revenues and NOI are management and other fees from affiliates and interest and other income (loss). Other real estate assets revenues, property operating expenses, including real estate taxes, and NOI included in the following schedule also consist of revenues generated from retail space, commercial properties, held for sale properties, disposition properties and straight-line adjustments for concessions. Executive management does not evaluate such operating performance geographically. Other non-segment assets include items such as real estate under development, co-investments, real estate held for sale, cash and cash equivalents, marketable securities, notes and other receivables, and prepaid expenses and other assets.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

The revenues and NOI for each of the reportable operating segments are summarized as follows for the three and nine months ended September 30, 2025 and 2024 ($ in thousands):


	Three Months Ended September 30,
	2025						2024
	Rental and other property revenue		Property operating expenses, including real estate taxes		Net operating income		Rental and other property revenue		Property operating expenses, including real estate taxes		Net operating income
Southern California	$	190,626	$	57,828	$	132,798	$	181,673	$	53,584	$	128,089
Northern California	193,208		61,158		132,050		168,838		52,230		116,608
Seattle Metro	79,240		23,333		55,907		74,576		22,597		51,979
Other real estate assets	7,868		1,117		6,751		23,048		6,381		16,667
Total	$	470,942	$	143,436	$	327,506	$	448,135	$	134,792	$	313,343

Total net operating income					327,506						313,343
Management and other fees from affiliates					2,361						2,563
Corporate-level property management expenses					(12,216)						(11,610)
Depreciation and amortization					(151,489)						(146,439)
General and administrative					(18,058)						(29,067)
Expensed acquisition and investment related costs					(25)						—

Gain on sale of real estate and land					62,320						—
Interest expense					(64,660)						(59,232)
Total return swap income					1,329						807
Interest and other income					5,900						11,449
Equity income from co-investments					17,798						11,649
Tax benefit on unconsolidated technology co-investments					1,958						441

Gain on remeasurement of co-investment					—						31,583
Net income					$	172,724					$	125,487

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)


	Nine Months Ended September 30,
	2025						2024
	Rental and other property revenue		Property operating expenses, including real estate taxes		Net operating income		Rental and other property revenue		Property operating expenses, including real estate taxes		Net operating income
Southern California	$	568,992	$	167,422	$	401,570	$	530,051	$	154,727	$	375,324
Northern California	563,915		175,499		388,416		490,824		148,956		341,868
Seattle Metro	234,751		67,691		167,060		220,271		65,619		154,652
Other real estate assets	32,983		6,874		26,109		70,986		18,522		52,464
Total	$	1,400,641	$	417,486	$	983,155	$	1,312,132	$	387,824	$	924,308

Total net operating income					983,155						924,308
Management and other fees from affiliates					7,078						7,849
Corporate-level property management expenses					(36,768)						(34,331)
Depreciation and amortization					(454,277)						(431,785)
General and administrative					(51,507)						(67,374)
Expensed acquisition and investment related costs					(25)						(68)

Gain on sale of real estate and land					299,524						—
Interest expense					(192,654)						(174,285)
Total return swap income					3,600						2,232
Interest and other income					16,997						78,292
Equity income from co-investments					39,984						33,667
Tax benefit on unconsolidated technology co-investments					2,353						1,199
Loss on early retirement of debt					(762)						—
Gain on remeasurement of co-investment					330						169,909
Net income					$	617,028					$	509,613

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

Total assets for each of the reportable operating segments are summarized as follows as of September 30, 2025 and December 31, 2024 ($ in thousands):


	September 30, 2025		December 31, 2024
Assets:
Southern California	$	4,061,622	$	4,162,462
Northern California	6,038,112		5,414,689
Seattle Metro	1,426,094		1,460,865
Other real estate assets (1)	163,492		400,884
Net reportable operating segments - real estate assets	11,689,320		11,438,900
Real estate under development	139,161		52,682
Co-investments	808,238		935,014

Cash and cash equivalents, including restricted cash	75,243		75,846
Marketable securities	84,116		69,794
Notes and other receivables	221,628		206,706
Operating lease right-of-use assets	51,682		51,556
Prepaid expenses and other assets	80,853		96,861
Total assets	$	13,150,241	$	12,927,359

(1)Includes retail space, commercial properties, held for sale properties and disposition properties.

(9) Net Income Per Common Share and Net Income Per Common Unit

Essex Property Trust, Inc.

Basic and diluted income per share was calculated as follows for the periods presented ($ in thousands, except per share amounts):


	Three Months Ended September 30,
	2025					2024
	Income		Weighted- average Common Shares	Per Common Share Amount		Income		Weighted- average Common Shares	Per Common Share Amount
Basic:
Net income available to common stockholders	$	164,621	64,404,008	$	2.56	$	118,424	64,227,662	$	1.84
Effect of Dilutive Securities:
Stock options	—		14,232			—		43,797


Diluted:
Net income available to common stockholders	$	164,621	64,418,240	$	2.56	$	118,424	64,271,459	$	1.84

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)


	Nine Months Ended September 30,
	2025					2024
	Income		Weighted- average Common Shares	Per Common Share Amount		Income		Weighted- average Common Shares	Per Common Share Amount
Basic:
Net income available to common stockholders	$	589,093	64,368,625	$	9.15	$	484,069	64,214,258	$	7.54
Effect of Dilutive Securities:
Stock options	—		23,619			—		20,100


Diluted:
Net income available to common stockholders	$	589,093	64,392,244	$	9.15	$	484,069	64,234,358	$	7.54

The table above excludes from the calculations of diluted earnings per share weighted average convertible OP Units of 2,256,415 and 2,280,379, which include vested 2014 Long-Term Incentive Plan Units and 2015 Long-Term Incentive Plan Units, for the three months ended September 30, 2025 and 2024, respectively, and 2,275,327 and 2,266,054 for the nine months ended September 30, 2025 and 2024, respectively, because they were anti-dilutive. The related income allocated to these convertible OP Units aggregated $5.8 million and $4.2 million for the three months ended September 30, 2025 and 2024, respectively, and $20.8 million and $17.1 million for the nine months ended September 30, 2025 and 2024, respectively.

Stock options of 250,512 and 197,474 for the three months ended September 30, 2025 and 2024, respectively, and 253,903 and 327,048 for the nine months ended September 30, 2025 and 2024, respectively, were excluded from the calculation of diluted earnings per share because the assumed proceeds per share of such options plus the average unearned compensation were greater than the average market price of the common stock for the periods ended and, therefore, were anti-dilutive.

Essex Portfolio, L.P.

Basic and diluted income per unit was calculated as follows for the periods presented ($ in thousands, except per unit amounts):


	Three Months Ended September 30,
	2025					2024
	Income		Weighted- average Common Units	Per Common Unit Amount		Income		Weighted- average Common Units	Per Common Unit Amount
Basic:
Net income available to common unitholders	$	170,388	66,660,423	$	2.56	$	122,630	66,508,041	$	1.84
Effect of Dilutive Securities:
Stock options	—		14,232			—		43,797


Diluted:
Net income available to common unitholders	$	170,388	66,674,655	$	2.56	$	122,630	66,551,838	$	1.84

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)


	Nine Months Ended September 30,
	2025					2024
	Income		Weighted- average Common Units	Per Common Unit Amount		Income		Weighted- average Common Units	Per Common Unit Amount
Basic:
Net income available to common unitholders	$	609,920	66,643,952	$	9.15	$	501,144	66,480,312	$	7.54
Effect of Dilutive Securities:
Stock options	—		23,619			—		20,100


Diluted:
Net income available to common unitholders	$	609,920	66,667,571	$	9.15	$	501,144	66,500,412	$	7.54

Stock options of 250,512 and 197,474 for the three months ended September 30, 2025 and 2024, respectively, and 253,903 and 327,048 for the nine months ended September 30, 2025 and 2024, respectively, were excluded from the calculation of diluted earnings per unit because the assumed proceeds per unit of these options plus the average unearned compensation were greater than the average market price of the common unit for the periods ended and, therefore, were anti-dilutive.

(10) Derivative Instruments and Hedging Activities

As of September 30, 2025, the Company had five interest rate swap contracts and one forward starting interest rate swap contract with an aggregate notional amount of $547.5 million. The Company has $547.5 million in notional amount that effectively fixed the interest rate on the Company’s $550.0 million unsecured term loan at 4.1%. In June 2025, the Company entered into a $50.0 million forward starting interest rate swap that effectively fixes $50.0 million of the term loan at an all-in rate of 4.1% to be drawn at a future date. These derivatives qualify for hedge accounting.

As of September 30, 2025 and December 31, 2024, the aggregate carrying value of the interest rate swap contracts was an asset of $1.8 million and $5.5 million, respectively, within prepaid expenses and other assets in the condensed consolidated balance sheets.

As of September 30, 2025, the aggregate carrying value of the forward starting interest rate swap contract was a liability of less than $0.1 million within other liabilities in the condensed consolidated balance sheets.

(11) Commitments and Contingencies

The Company is subject to various lawsuits in the normal course of its business operations. Such lawsuits have not had a material adverse effect on the Company’s financial condition, results of operations or cash flows. While no assurances can be given, the Company does not believe there is any pending or threatened litigation against the Company that, individually or in the aggregate, would reasonably be expected to have a material adverse effect on the Company.

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

September 30, 2025 and 2024

(Unaudited)

A number of purported class actions were filed against RealPage, Inc., a seller of revenue management software, and various lessors of multifamily housing which utilize this software, including the Company. The complaints allege collusion among defendants to artificially increase rents of multifamily residential real estate above competitive levels. The Company is vigorously defending against these lawsuits. The Company is unable to predict the outcome or estimate the amount of loss, if any, that may result from such matters. The Company is also subject to various other legal and/or regulatory proceedings arising in the normal course of its business operations. The Company believes that, with respect to such matters that it is currently a party to, the ultimate disposition of any such matter will not result in a material adverse effect on the Company’s financial condition, results of operations or cash flows. To the extent that such a matter arises or is identified in the future and the Company believes it will have a material impact on the condensed consolidated financial statements, the Company will disclose the estimated range of possible outcomes associated with it, and, if an outcome is probable, accrue an appropriate liability for that matter. The Company will consider whether any such matter results in an impairment of value on the affected property and, if so, impairment will be recognized.

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