Regency Centers (REG) 10-K risk factor changes: FY2025 vs FY2024
The 2025-12-31 10-K against the 2024-12-31 one, compared heading by heading and sentence by sentence.
Item 1A70 rewritten36 added54 removed269 unchanged
All filing items1,911 rewritten692 added551 removed2,352 unchanged
Summary
counted, not written
- Item 1A lists 43 risk factor headings: 3 new, 4 reworded and 36 unchanged since FY2024. 6 headings from FY2024 no longer appear.
- Sentence by sentence, 692 added, 551 removed, 1,911 rewritten and 2,352 unchanged across 17 items that differ.
New Item 1A headings (3)
- Risk Factors Related to the Current Economic and Geopolitical Environment.
- Macroeconomic, political, and geopolitical conditions and governmental policies may adversely impact consumer confidence and spending and the businesses of our tenants and could, in turn, adversely impact our business.
- Changes in interest rates may adversely impact our cost to borrow, real estate valuation, stock price, and ability to raise capital through issuance of debt and equity.Interest rates
Removed Item 1A headings (6)
- Interest rates in the current economic environment may adversely impact our cost to borrow, real estate valuation, and stock price.
- Economic challenges and policy changes may adversely impact our tenants and our business.
- Current geopolitical challenges could impact the U.S. economy and consumer spending and our results of operations and financial condition.
- Economic and market conditions may adversely affect the retail industry and consequently reduce our revenues and cash flow, and increase our operating expenses.
- Increases in interest rates would cause our borrowing costs to rise and negatively impact our results of operations.
- Certain non-U.S. stockholders may be subject to U.S. federal income tax on gain recognized on a disposition of our common stock if the Parent Company does not qualify as a "domestically controlled" REIT.
Reworded Item 1A headings (4)
- Shifts in retail trends, sales, and delivery methods between brick and mortar stores, e-commerce, home delivery, and curbside
[removed: pick-up][added: pick-up, as well as autonomous delivery systems,] may adversely impact our revenues, results of operations, and cash flows. - Compliance with the Americans with Disabilities Act and other building, fire, and safety regulations may have
[removed: a material negative][added: an adverse] effect on us. - An increased [added: and differing] focus on metrics and reporting related to environmental, social and governance ("ESG") factors by
[removed: investors][added: investors, lenders] and other stakeholders may impose additional costs and expose us to new risks. - The use of technology based on
[removed: artificial intelligence][added: AI] presents risks relating to confidentiality, creation of inaccurate and flawed outputs and emerging regulatory risk, any or all of which may adversely affect our business and results of operations.
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
21 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
70 rewritten, 36 added, 54 removed, 269 unchanged
If any of the events described in the following risk factors actually occur, our business, financial condition [removed: and/ or] [added: and/or] operating results, as well as the market price of our securities, could be materially adversely affected.
Risk Factors Related to the Current Economic and Geopolitical [removed: Environments][added: Environment.]
[removed: Interest rates] [added: Changes] in [removed: the current economic environment] [added: interest rates] may adversely impact our cost to borrow, real estate valuation, [removed: and] stock [removed: price.][added: price, and ability to raise capital through issuance of debt and equity.]
[removed: Additionally, high] [added: Prolonged periods of elevated or volatile] interest rates [added: may] adversely impact our cost of borrowing.
[removed: Prolonged periods of high interest rates may also negatively impact the valuation of our real estate asset portfolio and] [added: This] could result in a decline [removed: of] [added: in] our stock price and market capitalization, which may adversely impact our ability to raise equity capital on [removed: favorable] [added: acceptable] terms through sales of our common shares, including through our At the Market ("ATM") [removed: program.][added: program, which we have historically used from time to time to refinance debt, fund acquisition, development and redevelopment investments, and for general corporate purposes.]
Further, we may experience higher costs for tenant buildouts, as costs of materials and labor may increase and supply and availability of [added: either or] both may become more limited.
[added: In addition, geopolitical conflicts, including the war involving Russia and Ukraine, conflicts and instability in the Middle East and Venezuela, geopolitical conflicts in other regions, and economic or political tensions with trading partners including China (including any slowing of its economy), could adversely impact the businesses of our tenants and, hence, our business,] It is unclear whether and when these geopolitical challenges and uncertainties will be mitigated or resolved, and what [removed: effects] [added: effect] they may have on global political and economic conditions over the long term.
Although the vast majority of our lease income is derived from contractual rent payments, the ability of certain of our tenants to meet their lease obligations could be negatively impacted by the disruptions and uncertainties of a [removed: pandemic, such as COVID-19,] [added: pandemic] or other public health crises.
Shifts in retail trends, sales, and delivery methods between brick and mortar stores, e-commerce, home delivery, and curbside [removed: pick-up] [added: pick-up, as well as autonomous delivery systems,] may adversely impact our revenues, results of operations, and cash flows.
Retailers with brick and mortar stores face the risk of the impact of e-commerce and changes in customer buying habits, including shopping from [removed: home and] [added: home,] the delivery or curbside pick-up of items ordered [removed: online.][added: online, and various experimental retail experiences.]
For example, our grocer tenants are incorporating e-commerce concepts through [added: third-party delivery platforms,] home delivery and curbside pick-up, which could reduce foot traffic at our centers.
These alternative delivery [removed: methods are] [added: methods, formats and shift in shopping preferences could be] more likely to impact foot traffic at our centers in certain higher-income markets [added: where consumers are willing to pay premiums for such services.]
[removed: This shift] [added: Any or all of these trends, technological changes and offering of different retail options and experiences] may adversely impact our percent leased and rental rates, which would impact our results of operations and cash flows.
Our real estate properties located in California, Florida and the New York-Newark-Jersey City core-based statistical area accounted for [removed: 23.4% 20.5%,] [added: 24.8% 19.7%,] and [removed: 12.3%] [added: 12.6%] of our annualized base rent ("ABR"), respectively.
"Anchor Tenants" (tenants occupying [removed: 10,000 square feet or more)] [added: Anchor Spaces)] operate large stores in our shopping centers, pay a significant portion of the total rent at a property and contribute to the attraction and success of other tenants by drawing shoppers to the property.
experiences a downturn in its [removed: business;][added: business or profitability;]
Due to their desirability as tenants, sought-after [removed: anchors] [added: Anchor Tenants] often exercise considerable leverage in lease negotiations and may obtain favorable provisions relative to other tenants.
For example, some [removed: anchors] [added: Anchor Tenants] have the right to vacate their space and may prevent us from re-tenanting by continuing to comply and pay rent in accordance with their lease agreement.
Vacated [removed: "Anchor Space" (spaces 10,000 square feet or more),] [added: Anchor Space,] including space that may be owned by the [removed: anchor] [added: Anchor Tenant] (as discussed below), can reduce rental revenues generated by the shopping center in other spaces because of the loss of the departed anchor's customer drawing power.
At December 31, [removed: 2024,] [added: 2025,] tenants with [removed: less] [added: fewer] than three locations ("Local Tenants") represent approximately [removed: 22%] [added: 21%] of annualized base rent.
These Local Tenants may be more vulnerable to unfavorable economic conditions and changing customer buying habits and retail trends than larger tenants, and may have more limited resources and access to capital than [removed: other] [added: national or regional] tenants.
As such, in the event of a downturn in economic [removed: conditions] [added: conditions, governmental policy changes] or adversely changing retail habits and trends, they may suffer disproportionately greater impacts and be at greater risk of lease default than other tenants.
In addition, any unsecured claim we hold against a bankrupt tenant for unpaid rent may be [added: paid only to the extent that funds are available and only in the same percentage as is paid to all other holders of unsecured claims.]
As a result, it is likely that we would recover substantially less than the full value of any unsecured claims we [removed: hold.][added: hold (and at times in the past that has been the case).]
Additionally, we [added: have incurred, and in the future] may [removed: incur] [added: incur,] significant expense to recover our claim and to re-lease the vacated space.
[removed: In the event that a tenant with a significant number of leases in our shopping centers files for bankruptcy] and rejects its leases, we [added: have in the past experienced, and] may experience [added: in the future,] a significant reduction in our revenues and may not be able to collect all pre-petition amounts owed by the bankrupt tenant.
Compliance with the Americans with Disabilities Act and other building, fire, and safety regulations may have [removed: a material negative] [added: an adverse] effect on us.
All of our properties are required to comply with the Americans with Disabilities Act [removed: ("ADA"),] [added: (the "ADA"),] which generally requires that buildings be made accessible to people with disabilities.
Compliance with [added: the] ADA requirements [added: has in the past, and] may [added: in the future] require removal of access barriers, and noncompliance may result in imposition of fines by the U.S. government or an award of damages to private litigants, or both.
At December 31, [removed: 2024, 18.9%] [added: 2025, 20.2%] of the GLA of our portfolio is located in the state of California, including a number of properties in the San Francisco Bay and Los Angeles areas.
Additionally, [removed: 22.1%] [added: 21.5%] and [removed: 7.9%] [added: 7.8%] of the GLA of our portfolio is located in the states of Florida and Texas, respectively.
In addition to the potential physical, operational and financial impacts to our business, we also cannot reliably predict how the federal government and the state and local governments in the areas in which we operate will [removed: legislatively] respond to the risks associated with climate change.
Certain states in which we own and operate shopping centers, [removed: including] [added: such as the State of] California, [removed: Massachusetts and New York,] have passed legislation that [added: requires reporting on climate related financial-risk and greenhouse gas ("GHG") emissions, or] may require, for example, overall reductions by the state of [removed: greenhouse gas ("GHG")] [added: GHG] emissions (which may, in turn, result in future legal obligations on business operators like [removed: us), and certification and disclosure of estimated direct and indirect GHG emissions by individual companies.][added: us).]
Additional state and federal [removed: laws and] [added: laws,] rules [removed: with respect to climate][added: and legal challenges]
[added: with respect to climate] change may be enacted [added: or brought] in the [removed: future] [added: future,] and the extent and scope of their requirements and impact on companies like Regency are unknown.
In addition, we face the risk of the impacts of current, proposed and future [removed: legislative and] [added: legislative,] regulatory [added: and other governmental policy-related] requirements in response to the perceived risks of climate [removed: change.][added: change, as well as the expectations of investors, lenders and other stakeholders as to disclosures and responses relating to climate-related matters.]
At this time, there can be no assurance that we can anticipate all potential material impacts of climate change, or that climate change [added: and our responses to it] will not have a material and adverse effect on the value of our properties and our operational and financial performance in the future.
An increased [added: and differing] focus on metrics and reporting related to environmental, social and governance ("ESG") factors by [removed: investors] [added: investors, lenders] and other stakeholders may impose additional costs and expose us to new risks.
[removed: Investors] [added: Many investors, lenders] and other stakeholders [removed: have become more] [added: are] focused on understanding how companies [added: report on and] address a variety of ESG factors, including institutional investors who hold a significant amount of the equity [added: and debt] of the Company.
As they evaluate investment decisions, many investors look not only at company disclosures but also to ESG rating systems [added: and frameworks] that have been developed by third parties [added: (such as TCFD and GRESB)] to allow ESG comparisons between companies.
Macroeconomic, political, and geopolitical conditions and governmental policies may adversely impact consumer confidence and spending and the businesses of our tenants and could, in turn, adversely impact our business.
Our business, and the businesses of our tenants, are significantly influenced by overall economic conditions and consumer spending in the United States.
A variety of macroeconomic, political, and geopolitical factors, driven in some cases by governmental policy decisions, individually or in the aggregate, could adversely affect the operating environment for retailers and service providers, including increasing the potential for a recession.
These factors include federal budgetary and spending policies, actions taken by the Board of Governors of the Federal Reserve System (the "U.S. Federal Reserve"), inflationary pressures, changes in interest rates, energy price changes, labor availability and shortages (including those influenced by governmental immigration policies), supply chain disruptions, tightening credit markets, decreases in consumer confidence and discretionary spending, increases in unemployment and broader uncertainty in the macroeconomic outlook and capital markets.
Geopolitical events and United States governmental policies relating thereto could also impact our business and the businesses of our tenants.
These include, without limitation, changes in trade and tariff policies (as well as potential trade disputes and retaliatory actions by other countries), entry into and termination of treaties and trade agreements, and economic sanctions.
The individual or aggregate impact of any or all of these events, conditions and policy decisions may reduce consumer spending, increase our tenants’ operating costs, reduce demand for their products or services, impact their access to labor or credit, and impair their ability to meet their lease obligations.
In turn, this could negatively affect the overall market for retail space, resulting in decreased demand for space in our centers, which could result in reduced leasing activity, downward pressure on rents that we are able to charge to new or renewing tenants and higher vacancy levels, such that future rent collection and recovery of operating expenses could be adversely impacted and uncollectible rent income could increase.
All of this, individually or in the aggregate, could adversely impact our results of operations, cash flows, and the financial condition of the Company.
The U.S. Federal Reserve has changed its benchmark federal funds rate at different times since 2021.
Currently, the federal funds rate remains elevated as compared with the 2010-2020 period.
The federal funds rate has historically been adjusted by the U.S. Federal Reserve to address its perception of economic conditions, including inflation and the jobs market.
Although the U.S. Federal Reserve has more recently reduced the federal funds rate, the future direction, magnitude, and pace of interest rate changes as always remain uncertain.
In addition to our exposure to variable-rate debt, we have approximately $348.3 million and $752.1 million of consolidated fixed rate debt maturing in 2026 and 2027 that we expect to refinance, in whole or part, by accessing the public and/or private debt markets.
If interest rates are elevated or volatile at the time these obligations are refinanced, the cost of issuing new debt could be materially higher than our maturing debt, which would increase our overall cost of capital and adversely affect our liquidity, results of operations, and cash flows.
Prolonged periods of high interest rates may also negatively impact the capitalization rates applied by investors when analyzing the valuation of our real estate asset portfolio.
Autonomous delivery systems, drone deliveries, and robotic fulfillment centers could also reduce the need for strategically located retail space.
In addition, while our grocery tenants span a range of different formats, traditional grocers have seen, and may continue to see, loss of business to non-traditional grocers (such as Walmart, and Target), "discount grocers" (such as Aldi and Dollar General) and "specialty grocers" (such as Whole Foods, Trader Joe's and Fresh Market), which may also impact foot traffic at some of our centers.
In the event that a tenant with a significant number of leases in our shopping centers files for bankruptcy
For example, in recent years we have seen material increases in the cost of insurance for our properties.
In addition, anti-climate change advocates, as well as certain state attorneys general, have also commenced investigations and brought legal challenges relating to corporate climate initiatives and commitments.
Also, through one or more executive orders issued by the president and policy implementation by executive branch agencies, the federal government has implemented policy changes intended to de-emphasize climate change and initiatives relating to its mitigation.
While many of our investments relating to GHG emission reduction, energy efficient lighting, building systems upgrades, clean energy installations, water usage reduction and other similar initiatives provide favorable returns and contribute to the resilience of our assets and sustainability of our business, compliance with numerous, potentially fragmented current and future laws and regulations related to perceived risks of climate change has required us to make additional investments and incur additional costs, as well as to implement new or additional processes and controls to facilitate better disclosure and meet compliance and disclosure obligations, and we expect this to continue into the future.
We may also face scrutiny by anti-ESG stakeholders for having such goals or targets, or for our participation in ESG rating or other systems.
Moreover, we expect investor, lender and other stakeholder pressure to comply with these voluntary disclosure frameworks to continue, irrespective of climate-related policy decisions by the federal government.
We have experienced cyberattacks and cybersecurity incidents in the past (although none had material adverse impacts on our business or results of operations) and expect to face similar ongoing threats in the future.
Remote and hybrid working arrangements at our company (and at many third-party providers) may also increase cybersecurity risks due to the challenges associated with managing remote computing assets and security vulnerabilities that are present in many non-corporate and home networks.
Additionally, any integration of AI in our or any service providers’ operations, products or services may pose new or unknown cybersecurity risks and challenges.
There can be no assurance that our cybersecurity risk management program and processes, including our policies, controls and procedures, will be fully implemented, complied with or effective in protecting our systems and information.
Despite the above risks and challenges associated with the use of AI, in the retail industry AI is increasingly being adopted for personalized marketing, inventory management, customer service, pricing optimization, and supply chain management.
The costs of implementing new technologies, including AI-driven property management tools, smart building systems, and data analytics platforms, may be substantial.The effectiveness of these tools are being evaluated in an ongoing mannter.
Advanced analytics and AI may enable retailers to optimize their store footprints, potentially leading to reduced space requirements and location closures.
Moreover, generative AI and virtual shopping experiences may further shift consumer behavior away from physical stores.
AI-powered tools may enable more efficient e-commerce operations, potentially impacting some of the competitive advantages of physical retail locations.
Because the use and regulation of AI technologies continue to evolve, additional risks may emerge over time.
the Middle District of Florida, Jacksonville Division (or, if such court does not have jurisdiction, a state court located within the State of Florida, County of Duval).
The Board of Governors of the Federal Reserve System ("the U.S. Federal Reserve") rapidly increased its benchmark interest rate from 2021 through 2023 in response to sustained elevated inflation, which has since moderated.
Higher interest rates may negatively impact consumer spending, our tenants' businesses, and/or future demand for space in our shopping centers.
Our exposure to high interest rates in the short term includes our variable-rate debt, which consist of borrowings under our unsecured senior line of credit and variable rate-based secured notes
payable.
Increases in interest rates could increase our financing costs over time, either through near-term borrowings on our floating-rate line of credit or refinancing of our existing borrowings that may incur high interest expense related to the issuance of new debt.
Although the extent of any prolonged periods of high interest rates remains unknown at this time, negative impacts to our cost of capital may also adversely affect our future business plans and growth, at least in the near term.
Economic challenges and policy changes may adversely impact our tenants and our business.
The success of our tenants in operating their businesses and their corresponding ability to pay us rent continue to be significantly impacted by many current economic challenges, which impact their cost of doing business, including, but not limited to, inflation, labor shortages, supply chain constraints, the potential impact of tariffs, decreasing consumer confidence and discretionary spending, increasing energy prices, and volatile interest rates.
Changes in immigration policies or restrictions, as well as shifts in labor availability due to immigration trends, may further contribute to labor shortages, impacting our tenants' operations and profitability.
Additionally, macroeconomic and geopolitical risks create challenges that may exacerbate current market conditions in the United States, including the potential for a recession.
These economic challenges could adversely impact our volume of leasing activity, which could include tenant move outs and/or higher levels of uncollectible lease income, as well as negatively affect the business and financial results of our tenants.
The aggregate impacts of these current economic challenges may also negatively affect the overall market for retail space, resulting in decreased demand for space in our centers.
This, in turn, could result in pricing pressure on rent that we are able to charge to new or renewing tenants, such that future rent spreads could be adversely impacted.
Current geopolitical challenges could impact the U.S. economy and consumer spending and our results of operations and financial condition.
The success of our business, and the businesses of our tenants, largely depends on consumer spending.
While we currently own no shopping centers or other assets outside of the U.S. nor have meaningful direct international supply chain exposure, geopolitical challenges and their potential impact on the global macroeconomic environment, including the war involving Russia and Ukraine, Middle East conflicts, instability and wars, and the economic and other possible conflicts involving China (including any slowing of its economy), could impact aspects of the U.S. economy and, therefore, consumer spending.
In addition, these geopolitical challenges could impact other areas of the U.S. economy, which could impact our business and the businesses of our tenants through rising inflation and interest rates (and, hence, reduced availability and/or increased costs of borrowing), increased energy prices, labor shortages, supply chain constraints and, potentially, a U.S. economic recession.
However, a substantial delay in or lack of resolution of any of these challenges could have an adverse impact on the U.S. economy and consumer spending and, therefore, an adverse effect on our results of operations and the financial condition of the Company.
Economic and market conditions may adversely affect the retail industry and consequently reduce our revenues and cash flow, and increase our operating expenses.
Our properties are leased primarily to retail tenants from whom we derive most of our revenue in the form of base rent, expense recoveries and other income.
Therefore, our performance and operating results are directly linked to the economic and market conditions occurring in the retail industry.
We are subject to the risks that, upon expiration, leases for space in our properties are not renewed by existing tenants, vacant space is not leased to new tenants, and/or tenants demand modified lease terms, including reduced rents.
payment for costs of renovations, or other monetary concessions.
The economic and market conditions potentially affecting the retail industry and our properties specifically include the following:
changes in national, regional and local economic conditions;
changes in population and migration patterns to/from the markets in which we operate;
deterioration in the competitiveness and creditworthiness of our retail tenants;
increased competition from the use of e-commerce by retailers and consumers as well as other concepts that could impact more traditional retail;
labor challenges and supply delays and shortages due to a variety of macroeconomic factors, including disruptions to global supply chains as a result of wars and geopolitical events, including those involving Russia and Ukraine and Middle East conflicts, as well as the slowing of China's economy, tariffs, pandemics, and/or inflationary pressures;
tenant bankruptcies and subsequent rejections of our leases;
reductions in consumer spending and retail sales, including inflationary impacts on consumer behavior;
reduced tenant demand for retail space;
oversupply of retail space;
reduced consumer demand for certain retail categories;
consolidation within the retail sector;
increased operating costs attendant to owning and operating retail shopping centers;
perceptions by retailers and shoppers of the safety, convenience and attractiveness of our properties; and
other factors which could alter shopping habits or otherwise deter customers from visiting our shopping centers, such as actual or anticipated criminal activity, including civil unrest, acts of terrorism, or other types of violent crimes.
To the extent that any or a combination of these conditions occur, they are likely to impact the retail industry, our retail tenants, the emergence of new tenants, the demand for retail space, market rents and rent growth, capital expenditures, the percent leased levels of our properties, the value of our properties, our ability to sell, acquire or develop properties, our operating results and our cash flows.
where consumers are willing to pay premiums for such services.
An excerpt. Shown here: 40 of 70 rewritten, all 36 added and 40 of 54 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2025 filing and the FY2024 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
284 rewritten, 134 added, 124 removed, 193 unchanged
During the year ended December 31, [removed: 2024,] [added: 2025,] we had Net income attributable to common shareholders of [removed: $386.7] [added: $513.8] million as compared to [removed: $359.5] [added: $386.7] million during the year ended December 31, [removed: 2023 with the increase primarily related to the 2023 acquisition of UBP.][added: 2024.]
During the year ended December 31, [removed: 2024:][added: 2025:]
Our Pro-rata same property NOI, excluding termination fees, grew [removed: 3.1%,] [added: 5.3%, as compared to the year ended December 31, 2024,] primarily attributable to improvements in base rent [added: and recoveries] from increases in year over year occupancy rates, contractual rent steps in existing leases, and positive rent spreads on [added: comparable] new and renewal leases.
We executed [removed: 2,032] [added: 1,899] new and renewal leasing transactions representing [removed: 9.9] [added: 7.4] million Pro-rata SF with positive rent spreads of [removed: 9.5%] [added: 10.8%] during [removed: 2024,] [added: 2025,] compared to [removed: 1,839 such] [added: 2,032 leasing] transactions representing [removed: 6.9] [added: 9.9] million Pro-rata SF with positive rent spreads of [removed: 10.0%] [added: 9.5%] in [removed: 2023.][added: 2024.]
At December 31, [removed: 2024,] [added: 2025,] our total property portfolio was [removed: 96.3%] [added: 96.1%] leased while our same property portfolio was [removed: 96.7%] [added: 96.5%] leased, compared to [removed: 95.1%] [added: 96.3%] and [removed: 95.7%,] [added: 96.6%,] respectively, at December 31, [removed: 2023.][added: 2024.]
We continued our development and redevelopment of [removed: high quality] [added: high-quality] shopping centers:
Estimated Pro-rata project costs of our current in process development and redevelopment projects totaled [removed: $497.3] [added: $597.4] million compared to [removed: $468.1] [added: $497.3] million at December 31, [removed: 2023.][added: 2024.]
Development and redevelopment projects completed during [removed: 2024] [added: 2025] represented [removed: $236.6] [added: $212.4] million of estimated net project costs, with an average stabilized yield of [removed: 8.0%.][added: 10.1%.]
We [removed: engaged in successful capital markets transactions and related activity that enabled us to maintain] [added: maintained] liquidity and [removed: the] financial flexibility to cost effectively fund investment opportunities and debt maturities:
[removed: We] [added: In February 2025, the Company] received a credit rating upgrade to [removed: A3] [added: A-] with a stable [removed: outlook] [added: outlook,] from [removed: Moody's Investors Service, and] S&P Global [removed: upgraded our outlook to 'Positive' and affirmed the Company's BBB+ credit rating.][added: Ratings.]
[removed: We have $101.6] [added: As of December 31, 2025, we had $441.8] million of [removed: secured] loans maturing during the next 12 months, including Regency's [removed: pro-rata] share of maturities within our unconsolidated real estate partnerships, which we intend to refinance or [removed: pay-off] [added: pay off] as they mature.
At December 31, [removed: 2024,] [added: 2025,] we had $1.4 billion available on the Line, which expires on March 23, 2028 unless we exercise the available options to extend the [removed: maturity] [added: expiration] for [added: the first of] two additional [added: consecutive] six-month periods, in which case the term will be extended in accordance with any such option exercise.
| | | December 31, [removed: 2024] [added: 2025] | | | | December 31, [removed: 2023] [added: 2024] | | |
| Percent Leased – All properties | | | [removed: 96.3] [added: 96.1] | % | | | [removed: 95.1] [added: 96.3] | % |
| Anchor Space (spaces ≥ 10,000 SF) | | | [removed: 98.4] [added: 98.0] | % | | | [removed: 96.7] [added: 98.4] | % |
| Shop Space (spaces < 10,000 SF) | | | [removed: 93.0] [added: 93.2] | % | | | [removed: 92.4] [added: 93.0] | % |
| | | Year [removed: Ended] [added: ended] December [removed: 31, 2023 | | | | | | | |] [added: 31,] | | | | | | | | | | |
The weighted-average base rent PSF on signed Shop Space leases during [removed: 2024] [added: 2025] was [removed: $38.92] [added: $41.67] PSF, which is higher than the weighted average annual base rent PSF of all Shop Space leases due to expire during the next 12 months of [removed: $35.98] [added: $37.85] PSF.
New and renewal rent spreads, compared to prior rents on these same spaces leased, were positive at [removed: 9.5%] [added: 10.8%] for the 12 months ended December 31, [removed: 2024,] [added: 2025,] compared to [removed: 10.0%] [added: 9.5%] for the 12 months ended December 31, [removed: 2023.][added: 2024.]
| Publix | | | 67 | | | | [removed: 6.0] [added: 5.8] | % | | | 2.9 | % |
| Albertsons Companies, Inc. [removed: (2)] | | | 52 | | | | [removed: 4.3] [added: 4.1] | % | | | [removed: 2.8] [added: 2.7] | % |
| TJX Companies, Inc. | | | [removed: 74] [added: 76] | | | | 3.6 | % | | | 2.7 | % |
| Amazon/Whole Foods | | | 39 | | | | [removed: 2.7] [added: 2.6] | % | | | [removed: 2.6] [added: 2.5] | % |
Includes Regency's [removed: Pro-rata] share of unconsolidated properties and excludes those owned by anchors.
The [removed: potential for a recession and the severity and duration] [added: impacts] of [removed: any] [added: these policies and conditions, which could included an] economic downturn [added: or recession,] could negatively impact our [removed: existing] tenants and their ability to continue to meet their lease obligations.
As of December 31, [removed: 2024,] [added: 2025,] the tenants who are currently in bankruptcy and [removed: which] continue to occupy space in our shopping centers represent an aggregate of [removed: 0.7%] [added: 0.69%] of our Pro-rata annual base rent with no single tenant exceeding 0.5% of Pro-rata annual base rent.
For a discussion and analysis of the year ended December 31, [removed: 2023,] [added: 2024,] compared to the same period in [removed: 2022,] [added: 2023,] see "Part II, Item 7.
*Management's Discussion and Analysis of Financial Condition and Results of Operations*" of our Annual Report on Form 10-K for the year ended December 31, [removed: 2023,] [added: 2024,] filed with the SEC on February [removed: 16, 2024.][added: 14, 2025.]
*Comparison of the years ended December 31, [removed: 2024] [added: 2025] and* [removed: *2023:*][added: *2024:*]
[removed: The changes] [added: Changes] in revenues are summarized in the following table:
| (in thousands) | | [removed: 2024] [added: 2025] | | | | [removed: 2023] [added: 2024] | | | | Change | | |
| Base rent | | $ | [removed: 986,916] [added: 1,049,767] | | | | [removed: 897,451] [added: 986,916] | | | | [removed: 89,465] [added: 62,851] | |
| Recoveries from tenants | | | [removed: 345,145] [added: 376,248] | | | | [removed: 311,775] [added: 345,145] | | | | [removed: 33,370] [added: 31,103] | |
| Percentage rent | | | [removed: 13,777] [added: 13,916] | | | | [removed: 12,963] [added: 13,777] | | | | [removed: 814] [added: 139] | |
| Uncollectible lease income | | | [removed: (3,324] [added: (2,793] | ) | | | [removed: (549] [added: (3,324] | ) | | | [removed: (2,775] [added: 531] | [removed: )] |
| Other lease income | | | [removed: 23,722] [added: 25,364] | | | | [removed: 20,685] [added: 23,722] | | | | [removed: 3,037] [added: 1,642] | |
| Straight-line rent | | | [removed: 20,300] [added: 24,495] | | | | [removed: 10,788] [added: 20,300] | | | | [removed: 9,512] [added: 4,195] | |
| Above/below market rent amortization, net | | | [removed: 24,843] [added: 24,428] | | | | [removed: 30,826] [added: 24,843] | | | | [removed: (5,983] [added: (415] | ) |
| Other property income | | | [removed: 14,651] [added: 13,741] | | | | [removed: 11,573] [added: 14,651] | | | | [removed: 3,078] [added: (910] | [added: )] |
| Management, transaction, and other fees | | | [removed: 27,874 | | | | 26,954] [added: 28,358] | | | | [removed: 920] [added: 27,874] | |
The increase was primarily attributable to a $72.2 million gain recognized from a partial distribution-in-kind transaction and a $45.2 million increase in base rent from same properties, reflecting improved operating performance.
The Company maintains an A3 rating with a stable outlook from Moody’s Investors Service.
In May 2025, the Company issued $400 million of senior unsecured notes due 2032, at a par value of 99.279% and a coupon of 5.0% (the "2025 Notes").
In July 2025, as consideration for the acquisition of five operating properties, the Operating Partnership issued 2,773,087 Common Units, and assumed $150 million of secured mortgage debt with a weighted average interest rate of 4.2% and an average remaining term of approximately 12 years.
The Company settled forward sales agreements entered into during 2024 under its At-the-Market ("ATM") program as follows:
In August 2025, the Company issued 673,172 shares of common stock and received $49.2 million of net proceeds.
In October 2025, the Company issued an additional 666,205 shares of common stock and received $49.1 million of net proceeds.
Upon completion of these settlements, the Company had fully settled all forward sales agreements entered into during 2024.
In October 2025, the Company received a property distribution from its Regency-GRI real estate investment partnership.
The distribution involved 11 of the 66 properties within the partnership, and the Company received five of these properties, which had an aggregate fair value of $113.9 million.
In addition, the Company assumed an existing fixed rate mortgage loan on one property of $10 million, maturing January 2026 with an interest rate of 3.95%.
The remaining six properties were distributed to the Company's partner.
The Company repaid the assumed mortgage loan in full in December 2025.
In November 2025, the Company repaid $250 million of fixed-rate unsecured debt upon maturity.
Of this amount, $88.0 million was repaid at maturity on February 2, 2026.
| | | Year Ended December 31, 2025 | | | | | | | | | | | | | | | | | | |
| New | | | 34 | | | | 1,030 | | | $ | 17.46 | | | $ | 28.67 | | | $ | 4.65 | |
| Renewal | | | 102 | | | | 3,050 | | | | 15.14 | | | | 0.65 | | | | 0.41 | |
| Total Anchor Space Leases | | | 136 | | | | 4,080 | | | $ | 15.73 | | | $ | 7.72 | | | $ | 1.48 | |
| New | | | 586 | | | | 1,155 | | | $ | 43.16 | | | $ | 51.12 | | | $ | 17.37 | |
| Renewal | | | 1,177 | | | | 2,214 | | | | 40.89 | | | | 1.45 | | | | 1.30 | |
| Total Shop Space Leases | | | 1,763 | | | | 3,369 | | | $ | 41.67 | | | $ | 18.48 | | | $ | 6.81 | |
| Total Leases | | | 1,899 | | | | 7,449 | | | $ | 27.46 | | | $ | 12.58 | | | $ | 3.89 | |
| | | December 31, 2025 | | | | | | | | | | |
| Kroger Co. | | | 51 | | | | 5.9 | % | | | 2.5 | % |
We recognize that current domestic and global economic policies and conditions such as tariffs, trade deal activity, inflation, labor cost and availability, energy prices, interest rate volatility, supply chain disruptions, access to and cost of credit, and tax and regulatory changes, have introduced additional business uncertainty to some of our tenants.
These economic policies and conditions could place further financial strain on our tenants by impacting sales, raising costs and compressing margins.
| Total lease income | | $ | 1,511,425 | | | | 1,411,379 | | | | 100,046 | |
| Total revenues | | $ | 1,553,524 | | | | 1,453,904 | | | | 99,620 | |
$5.5 million increase related to our acquisitions of the remaining ownership interests in and resulting consolidation of properties previously held in unconsolidated real estate partnerships;
$2.0 million increase related to our acquisitions of the remaining ownership interests in and resulting consolidation of properties previously held in unconsolidated real estate partnerships; partially offset by
$3.9 million increase related to acquisitions of the remaining ownership interests in and resulting consolidation of properties previously held in unconsolidated real estate partnerships; partially offset by
$1.4 million increase related to our acquisitions of the remaining ownership interests in and resulting consolidation of properties previously held in unconsolidated real estate partnerships; partially offset by
$1.0 million decrease due to disposition of operating properties.
$1.0 million increase related to our acquisitions of the remaining ownership interests in and resulting consolidation of properties previously held in unconsolidated real estate partnerships; partially offset by
$8.5 million decrease due to higher overhead capitalization resulting from increased development, redevelopment and leasing activity; and
Other operating expenses decreased by $2.0 million, mainly due to the $7.7 million of transition costs recognized in 2024 related to the UBP acquisition, partially offset by $5.7 million increase in environmental reserve costs, development pursuit costs, and other fees.
| (in thousands) | | 2025 | | | | 2024 | | | | Change | | |
$21.3 million increase in Interest on notes payable primarily due to new net public debt issuances in 2025 at higher rates as compared to 2024; and
$1.9 million decrease in Interest income primarily due to lower interest rates in 2025 as compared to 2024 as well as lower average balances in interest bearing accounts and shorter durations of short term investment vehicles; partially offset by
On January 8, 2024, we priced a public offering of $400 million of senior unsecured notes due in 2034, with a coupon of 5.25% .
We used a portion of the net proceeds to reduce the outstanding balance on the Line and invested the remaining net proceeds in certificates of deposit and short-term U.S. Treasury mutual funds until required for general corporate purposes including the repayment of outstanding debt, as further described below.
All such investments matured within the year.
On June 17, 2024, we repaid $250 million of maturing senior unsecured notes.
On August 12, 2024, we priced a public offering of $325 million of senior unsecured notes due in 2035, with a coupon of 5.1%.
We used the net proceeds from this offering to reduce the outstanding balance on the Line.
During November and December 2024, we entered into forward sale agreements with respect to 1,339,377 shares that were purchased in several tranches at a weighted average offering price of $74.66 per share before any underwriting discount and offering expenses.
These shares are pledged under forward sale agreements and must be settled within one year of their trade dates, which vary by agreement and are expected to result in net proceeds of approximately $100 million.
Proceeds from the issuance of shares are expected to be used to fund acquisitions of operating properties, to fund developments and redevelopments, and for general corporate purposes.
No shares have been settled through December 31, 2024.
Our percent leased increased primarily due to favorable leasing activity in both our Anchor and Shop Space categories during 2024.
| New | | | 41 | | | | 859 | | | $ | 20.37 | | | $ | 45.96 | | | $ | 5.38 | |
| Renewal | | | 110 | | | | 2,916 | | | | 18.06 | | | | 0.39 | | | | 0.10 | |
| Total Anchor Space Leases | | | 151 | | | | 3,775 | | | $ | 18.58 | | | $ | 10.77 | | | $ | 1.30 | |
| New | | | 583 | | | | 1,179 | | | $ | 38.25 | | | $ | 41.71 | | | $ | 13.28 | |
| Renewal | | | 1,105 | | | | 1,952 | | | | 37.55 | | | | 1.73 | | | | 0.73 | |
| Total Shop Space Leases | | | 1,688 | | | | 3,131 | | | $ | 37.82 | | | $ | 16.79 | | | $ | 5.45 | |
| Total Leases | | | 1,839 | | | | 6,906 | | | $ | 27.30 | | | $ | 13.50 | | | $ | 3.19 | |
| | | December 31, 2024 | | | | | | | | | | |
| Kroger Co. (2) | | | 52 | | | | 6.0 | % | | | 2.6 | % |
(2)
In October 2022, Kroger Co. and Albertsons Companies, Inc. announced a proposed merger, and in September 2023, an agreement for a separate transaction was announced to divest certain assets of each company to a third party, C&S Wholesale Grocers.
The proposed merger was terminated in the fourth quarter of 2024 after adverse court rulings that enjoined the transaction primarily due to antitrust issues.
The results of operations for the year ended December 31, 2024, include a full year of results from our acquisition of UBP on August 18, 2023 as compared to a partial year in 2023.
| Total lease income | | $ | 1,411,379 | | | | 1,283,939 | | | | 127,440 | |
| Total revenues | | $ | 1,453,904 | | | | 1,322,466 | | | | 131,438 | |
$63.0 million increase resulting from the acquisition of UBP;
$23.5 million increase from the acquisition of UBP;
$2.8 million change in Uncollectible lease income primarily driven by elevated collections in 2023 of previously reserved amounts, which reduced our adjustment in the comparative period.
$5.1 million increase driven by acquisition of UBP; partially offset by
$2.1 million decrease mainly due to lease termination fee income recognized in the comparative period.
$4.3 million due to timing and degree of contractual rent steps and new lease commencements within same properties;
$3.4 million increase from the acquisition of UBP, and
$6.0 million decrease in Above and below market rent, net primarily due to:
$8.9 million decrease from same properties mainly driven by accelerated below market rent amortization from an early tenant move-out in 2023; partially offset by
$2.9 million increase from the acquisition of UBP and other operating properties.
Other property income increased by $3.1 million primarily due to business interruption insurance proceeds received in 2024.
$33.4 million increase from the acquisition of UBP;
$18.1 million increase from the acquisition of UBP; and
$14.9 million increase from acquisition of UBP; and
An excerpt. Shown here: 40 of 284 rewritten, 40 of 134 added and 40 of 124 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2025 filing and the FY2024 filing.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk
884 rewritten, 449 added, 309 removed, 1,193 unchanged
Under the Line, as further described in note [removed: 9] [added: 8] to the Consolidated Financial Statements, we have a variable interest rate that, as of December 31, [removed: 2024,] [added: 2025,] was based upon an annual rate of Secured Overnight Financing Rate ("SOFR") plus a 0.10% market adjustment ("Adjusted SOFR") plus an applicable margin of [removed: 0.715%.][added: 0.685%.]
SOFR rates charged on our Line change [removed: monthly,] [added: daily,] and the applicable margin on the Line [removed: was] [added: is] dependent upon maintaining specific credit ratings or leverage targets, as well as meeting specific sustainability target thresholds.
To achieve these objectives, we borrow primarily at fixed interest rates and may [added: also] enter into derivative financial instruments such as interest rate swaps, caps, or treasury locks in order to mitigate our interest rate risk on a related financial instrument.
We continuously monitor [removed: the] capital [removed: markets] [added: market conditions] and [removed: evaluate] [added: assess] our ability to [removed: issue new debt, to repay] [added: favorably refinance] maturing [removed: debt, or] [added: debt and] to fund our commitments.
[removed: We continue to believe, in light of] [added: Based on] our [added: current] credit ratings, the available capacity under our unsecured credit facility, and the number of [removed: high quality,] unencumbered [added: high quality] properties [removed: that] we own [removed: which] [added: that] could [removed: collateralize borrowings,] [added: serve as collateral,] we [added: believe we] will be able to [removed: successfully] issue new secured or unsecured debt to [removed: fund] [added: finance] maturing debt [removed: obligations.][added: obligations; however, the extent to which capital market volatility and changes in interest rates may adversely affect the cost or availability of such financing remains uncertain.]
The table below presents the principal cash flows, weighted average interest rates of remaining debt, and the fair value of total debt as of December 31, [removed: 2024.][added: 2025.]
Although the average interest rate for variable rate debt is included in the table, those rates represent rates that existed as of December 31, [removed: 2024,] [added: 2025,] and are subject to change.
In addition, we continually assess the market risk for floating rate debt and believe that an increase of 100 basis points in interest rates would decrease future earnings and cash flows by approximately [removed: $0.7] [added: $1.2] million per year based on [removed: $74.6] [added: $120.0] million [removed: of] floating rate [removed: mortgage debt and floating rate] line of credit [removed: balances] [added: balance] outstanding at December 31, [removed: 2024.][added: 2025.]
Further, the table below incorporates only those exposures that exist as of December 31, [removed: 2024,] [added: 2025,] and does not consider exposures or positions that could arise after that date or obligations repaid before maturity.
Since firm [added: but unused] commitments are not presented, the table has limited predictive value.
The table below presents the principal cash flow payments associated with our outstanding debt by year, weighted average interest rates on debt outstanding at each year-end, and fair value of total debt as of December 31, [removed: 2024:][added: 2025:]
| (dollars in thousands) | | [removed: 2025 | | | |] 2026 | | | | 2027 | | | | 2028 | | | | 2029 | | | | [added: 2030 | | | |] Thereafter | | | | Total | | | | Fair Value | | |
| Average interest rate for all [removed: fixed] [added: variable] rate debt (2) | | | [removed: 4.09] [added: 4.45] | % | | | [removed: 4.11] [added: 4.45] | % | | | [removed: 4.13] [added: 4.45] | % | | | [removed: 4.25] [added: —] | % | | | [removed: 4.23] [added: —] | % | | | [removed: 4.47] [added: —] | % | | | | | | | | |
| Variable rate SOFR debt (1) | | $ | [removed: 3,870] [added: —] | | | | [removed: 120] [added: —] | | | | [removed: 120] [added: 120,000] | | | | [removed: 70,525] [added: —] | | | | — | | | | — | | | | [removed: 74,635] [added: 120,000] | | | | [removed: 74,795] [added: 120,000] | |
Reflects amount of debt maturities during each of the years presented as of December 31, [removed: 2024.][added: 2025.]
For variable rate debt, the rate as of December 31, [removed: 2024,] [added: 2025,] was used to determine the average interest rate for all future periods.
| Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 185) | [removed: 61] [added: 59] |
| [Consolidated Balance Sheets as of December 31, [removed: 2024] [added: 2025] and [removed: 2023](#rcc_balance_sheet)] [added: 2024](#rcc_balance_sheet)] | [removed: 67] [added: 65] |
| [Consolidated Statements of Operations for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022](#rcc_smts_of_operations)] [added: 2023](#rcc_smts_of_operations)] | [removed: 68] [added: 66] |
| [Consolidated Statements of Comprehensive Income for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022](#rcc_stms_of_comprehensive_inc)] [added: 2023](#rcc_stms_of_comprehensive_inc)] | [removed: 69] [added: 67] |
| [Consolidated Statements of Equity for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022](#rcc_smts_of_equity)] [added: 2023](#rcc_smts_of_equity)] | [removed: 70] [added: 68] |
| [Consolidated Statements of Cash Flows for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022](#rcc_cash_flows)] [added: 2023](#rcc_cash_flows)] | [removed: 73] [added: 71] |
| [Consolidated Balance Sheets as of December 31, [removed: 2024] [added: 2025] and [removed: 2023](#rclp_balance_sheet)] [added: 2024](#rclp_balance_sheet)] | [removed: 75] [added: 73] |
| [Consolidated Statements of Operations for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022](#rclp_smts_of_operations)] [added: 2023](#rclp_smts_of_operations)] | [removed: 76] [added: 74] |
| [Consolidated Statements of Comprehensive Income for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022](#rclp_stms_of_comprehensive_inc)] [added: 2023](#rclp_stms_of_comprehensive_inc)] | [removed: 77] [added: 75] |
| [Consolidated Statements of Capital for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022](#rclp_smts_of_capital)] [added: 2023](#rclp_smts_of_capital)] | [removed: 78] [added: 76] |
| [Consolidated Statements of Cash Flows for the years ended December 31, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022](#rclp_cash_flows)] [added: 2023](#rclp_cash_flows)] | [removed: 80] [added: 78] |
| [Notes to Consolidated Financial Statements](#notes) | [removed: 82] [added: 80] |
| [Schedule III - Consolidated Real Estate and Accumulated Depreciation - December 31, [removed: 2024](#schedule_iii)] [added: 2025](#schedule_iii)] | 0 |
We have audited the accompanying consolidated balance sheets of Regency Centers Corporation and subsidiaries (the Company) as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February [removed: 14, 2025] [added: 13, 2026] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
As discussed in Note 1 to the consolidated financial statements and presented on the consolidated balance sheet, real estate assets, less accumulated depreciation was [removed: $10.7] [added: $11.3] billion as of December 31, [removed: 2024.][added: 2025.]
We evaluated the design and tested the operating effectiveness of a control related to the Company’s assessment of events or changes in circumstances that [removed: could indicate shortened expected hold periods for certain real estate properties.]
We have audited Regency Centers Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements), and our report dated February [removed: 14, 2025] [added: 13, 2026] expressed an unqualified opinion on those consolidated financial statements.
We have audited the accompanying consolidated balance sheets of Regency Centers, L.P. and subsidiaries (the Partnership) as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income, capital, and cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Partnership as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Partnership’s internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February [removed: 14, 2025] [added: 13, 2026] expressed an unqualified opinion on the effectiveness of the Partnership’s internal control over financial reporting.
As of December 31, 2025 the Adjusted SOFR plus the applicable margin of 0.685% was 4.445%.
| Fixed rate debt (1) | | $ | 360,684 | | | | 757,610 | | | | 360,305 | | | | 527,739 | | | | 607,608 | | | | 2,064,885 | | | | 4,678,831 | | | | 4,554,628 | |
| Average interest rate for all fixed rate debt (2) | | | 4.21 | % | | | 4.33 | % | | | 4.32 | % | | | 4.54 | % | | | 4.79 | % | | | 4.81 | % | | | | | | | | |
could indicate shortened expected hold periods for certain real estate properties.
February 13, 2026
February 13, 2026
As discussed in Note 1 to the consolidated financial statements and presented on the consolidated balance sheet, real estate assets, less accumulated depreciation was $11.3 billion as of December 31, 2025.
February 13, 2026
February 13, 2026
| | | 2025 | | | | 2024 | | |
For the years ended December 31, 2025, 2024, and 2023
| Adjustment for noncontrolling interests | | | — | | | | — | | | | — | | | | 13,518 | | | | — | | | | — | | | | 13,518 | | | | (13,518 | ) | | | — | | | | (13,518 | ) | | | — | |
| Amortization of equity awards | | | — | | | | 2 | | | | — | | | | 20,439 | | | | — | | | | — | | | | 20,441 | | | | — | | | | — | | | | — | | | | 20,441 | |
| Tax withholding on stock-based compensation | | | — | | | | — | | | | — | | | | (7,074 | ) | | | — | | | | — | | | | (7,074 | ) | | | — | | | | — | | | | — | | | | (7,074 | ) |
| Amortization of equity awards | | | — | | | | 1 | | | | — | | | | 24,916 | | | | — | | | | — | | | | 24,917 | | | | — | | | | — | | | | — | | | | 24,917 | |
| Tax withholding on stock-based compensation | | | — | | | | — | | | | — | | | | (19,012 | ) | | | — | | | | — | | | | (19,012 | ) | | | — | | | | — | | | | — | | | | (19,012 | ) |
| | | Preferred Stock | | | | Common Stock | | | | Treasury Stock | | | | Additional Paid In Capital | | | | Accumulated Other Comprehensive Income (Loss) | | | | Distributions in Excess of Net Income | | | | Total Shareholders' Equity | | | | Exchangeable Operating Partnership Units | | | | Limited Partners' Interest in Consolidated Partnerships | | | | Total Noncontrolling Interests | | | | Total Equity | | |
| Balance at December 31, 2024 | | $ | 225,000 | | | | 1,814 | | | | (28,045 | ) | | | 8,503,227 | | | | 2,226 | | | | (1,980,076 | ) | | | 6,724,146 | | | | 40,744 | | | | 135,417 | | | | 176,161 | | | | 6,900,307 | |
| Net income | | | — | | | | — | | | | — | | | | — | | | | — | | | | 527,460 | | | | 527,460 | | | | 7,069 | | | | 6,422 | | | | 13,491 | | | | 540,951 | |
| Other comprehensive loss before reclassification | | | — | | | | — | | | | — | | | | — | | | | (2,070 | ) | | | — | | | | (2,070 | ) | | | (2 | ) | | | (151 | ) | | | (153 | ) | | | (2,223 | ) |
| Adjustment for noncontrolling interests | | | — | | | | — | | | | — | | | | 83,514 | | | | — | | | | — | | | | 83,514 | | | | (95,323 | ) | | | 11,809 | | | | (83,514 | ) | | | — | |
| Amortization of equity awards | | | — | | | | 2 | | | | — | | | | 22,085 | | | | — | | | | — | | | | 22,087 | | | | — | | | | — | | | | — | | | | 22,087 | |
| Tax withholding on stock-based compensation | | | — | | | | — | | | | — | | | | (6,794 | ) | | | — | | | | — | | | | (6,794 | ) | | | — | | | | — | | | | — | | | | (6,794 | ) |
| Contributions from partners | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 201,872 | | | | 17,593 | | | | 219,465 | | | | 219,465 | |
| Preferred stock stock/unit (Series A: $1.562500 per share/unit; Series B: $1.468800 per share/unit) | | | — | | | | — | | | | — | | | | — | | | | — | | | | (13,650 | ) | | | (13,650 | ) | | | — | | | | — | | | | — | | | | (13,650 | ) |
| Common stock/unit ($2.870 per share/unit) | | | — | | | | — | | | | — | | | | — | | | | — | | | | (522,516 | ) | | | (522,516 | ) | | | (7,132 | ) | | | — | | | | (7,132 | ) | | | (529,648 | ) |
| Balance at December 31, 2025 | | $ | 225,000 | | | | 1,829 | | | | (31,075 | ) | | | 8,704,138 | | | | (4,220 | ) | | | (1,988,782 | ) | | | 6,906,890 | | | | 144,940 | | | | 129,776 | | | | 274,716 | | | | 7,181,606 | |
For the years ended December 31, 2025, 2024, and 2023
| Provision for impairment of real estate, net of tax | | | 4,606 | | | | 14,304 | | | | — | |
| Tax withholding on stock-based compensation | | | (6,794 | ) | | | (19,540 | ) | | | (7,662 | ) |
| Redemption of exchangeable operating partnership units | | | (2,046 | ) | | | — | | | | (9,163 | ) |
| Acquisition of operating real estate: | | | | | | | | | | | | |
| Tenant and other receivable and other assets | | $ | 1,389 | | | | 231 | | | | 37,799 | |
| Acquired lease intangible assets | | $ | 55,081 | | | | 5,359 | | | | 136,652 | |
| Intangible liabilities, accounts payable and other liabilities | | $ | 23,198 | | | | 6,580 | | | | 119,750 | |
| Notes payable assumed in acquisition, at fair value | | $ | 38,485 | | | | — | | | | — | |
| Acquisition of real estate assets | | $ | 127,820 | | | | — | | | | — | |
| | | 2025 | | | | 2024 | | |
| Real estate assets, at cost | | $ | 14,561,924 | | | | 13,698,419 | |
| Less: accumulated depreciation | | | 3,267,728 | | | | 2,960,399 | |
As of December 31, 2024 the interest rate plus applicable margin based on our credit rating ranged from Adjusted SOFR plus 0.640% to Adjusted SOFR plus 1.390%.
It is uncertain the degree to which capital market volatility and higher interest rates will adversely impact the interest rates on any new debt that we may issue.
| Fixed rate debt (1) | | $ | 308,465 | | | | 357,768 | | | | 754,572 | | | | 341,882 | | | | 481,406 | | | | 2,123,633 | | | | 4,367,726 | | | | 4,131,301 | |
| Average interest rate for all variable rate debt (2) | | | 5.55 | % | | | 5.49 | % | | | 5.48 | % | | | 5.48 | % | | | — | % | | | — | % | | | | | | | | |
(1)
Regency Centers Corporation and Regency Centers, L.P.
February 14, 2025
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at December 31, 2021 | | $ | — | | | | 1,712 | | | | (22,758 | ) | | | 7,883,458 | | | | (10,227 | ) | | | (1,814,814 | ) | | | 6,037,371 | | | | 35,447 | | | | 37,114 | | | | 72,561 | | | | 6,109,932 | |
| Net income | | | — | | | | — | | | | — | | | | — | | | | — | | | | 482,865 | | | | 482,865 | | | | 2,105 | | | | 3,065 | | | | 5,170 | | | | 488,035 | |
| Other comprehensive income before reclassification | | | — | | | | — | | | | — | | | | — | | | | 17,008 | | | | — | | | | 17,008 | | | | 80 | | | | 1,664 | | | | 1,744 | | | | 18,752 | |
| Common stock repurchased for taxes withheld for stock-based compensation, net | | | — | | | | — | | | | — | | | | (5,858 | ) | | | — | | | | — | | | | (5,858 | ) | | | — | | | | — | | | | — | | | | (5,858 | ) |
| Common stock repurchased and retired | | | — | | | | (13 | ) | | | — | | | | (75,406 | ) | | | — | | | | — | | | | (75,419 | ) | | | — | | | | — | | | | — | | | | (75,419 | ) |
| Reallocation of noncontrolling interests, net of transaction costs | | | — | | | | — | | | | — | | | | (6,482 | ) | | | — | | | | — | | | | (6,482 | ) | | | — | | | | 6,266 | | | | 6,266 | | | | (216 | ) |
| Contributions from partners | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 13,223 | | | | 13,223 | | | | 13,223 | |
| Common stock/unit ($2.525 per share/unit) | | | — | | | | — | | | | — | | | | — | | | | — | | | | (433,028 | ) | | | (433,028 | ) | | | (1,873 | ) | | | — | | | | (1,873 | ) | | | (434,901 | ) |
| Balance at December 31, 2022 | | $ | — | | | | 1,711 | | | | (24,461 | ) | | | 7,877,152 | | | | 7,560 | | | | (1,764,977 | ) | | | 6,096,985 | | | | 34,489 | | | | 46,565 | | | | 81,054 | | | | 6,178,039 | |
| Restricted stock issued, net of amortization | | | — | | | | 2 | | | | — | | | | 20,439 | | | | — | | | | — | | | | 20,441 | | | | — | | | | — | | | | — | | | | 20,441 | |
| Common stock repurchased for taxes withheld for stock-based compensation, net | | | — | | | | — | | | | — | | | | (7,074 | ) | | | — | | | | — | | | | (7,074 | ) | | | — | | | | — | | | | — | | | | (7,074 | ) |
| Restricted stock issued, net of amortization | | | — | | | | 1 | | | | — | | | | 24,916 | | | | — | | | | — | | | | 24,917 | | | | — | | | | — | | | | — | | | | 24,917 | |
| Common stock repurchased for taxes withheld for stock-based compensation, net | | | — | | | | — | | | | — | | | | (19,012 | ) | | | — | | | | — | | | | (19,012 | ) | | | — | | | | — | | | | — | | | | (19,012 | ) |
| Repurchase of common shares in conjunction with equity award plans | | | (19,540 | ) | | | (7,662 | ) | | | (6,447 | ) |
| Redemption of EOP units | | | — | | | | (9,163 | ) | | | — | |
| Cash paid for income taxes, net of refunds | | $ | 7,724 | | | | 933 | | | | 570 | |
| Previously held equity investments in real estate assets acquired | | $ | — | | | | — | | | | 17,179 | |
| Mortgage loans assumed by Company with the acquisition of real estate | | $ | — | | | | 98 | | | | 22,779 | |
| UBP Acquisition: | | | | | | | | | | | | |
| Real estate received in lieu of rental revenue | | $ | 1,853 | | | | — | | | | — | |
| Change in fair value of securities | | $ | 32 | | | | 338 | | | | 1,658 | |
| Balance at December 31, 2021 | | $ | 6,047,598 | | | | 35,447 | | | | (10,227 | ) | | | 6,072,818 | | | | 37,114 | | | | 6,109,932 | |
| Net income | | | 482,865 | | | | 2,105 | | | | — | | | | 484,970 | | | | 3,065 | | | | 488,035 | |
| Other comprehensive income before reclassification | | | — | | | | 80 | | | | 17,008 | | | | 17,088 | | | | 1,664 | | | | 18,752 | |
| Deferred compensation plan, net | | | (1 | ) | | | — | | | | — | | | | (1 | ) | | | — | | | | (1 | ) |
| Contributions from partners | | | — | | | | — | | | | — | | | | — | | | | 13,223 | | | | 13,223 | |
| Distributions to partners | | | (433,028 | ) | | | (1,873 | ) | | | — | | | | (434,901 | ) | | | (14,816 | ) | | | (449,717 | ) |
| Reallocation of limited partners' interest, net of transaction costs | | | (6,482 | ) | | | — | | | | — | | | | (6,482 | ) | | | 6,266 | | | | (216 | ) |
| Common units issued as a result of common stock issued by Parent Company, net of issuance costs | | | 61,284 | | | | — | | | | — | | | | 61,284 | | | | — | | | | 61,284 | |
| Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances | | | (5,334 | ) | | | — | | | | — | | | | (5,334 | ) | | | — | | | | (5,334 | ) |
| Balance at December 31, 2023 | | $ | 7,033,995 | | | | 42,195 | | | | (1,308 | ) | | | 7,074,882 | | | | 117,053 | | | | 7,191,935 | |
An excerpt. Shown here: 40 of 884 rewritten, 40 of 449 added and 40 of 309 removed. The counts are complete. For every sentence, read Item 7A. Quantitative and Qualitative Disclosures about Market Risk in the FY2025 filing and the FY2024 filing.
Item 1. Business
41 rewritten, 10 added, 8 removed, 175 unchanged
As of December 31, [removed: 2024,] [added: 2025,] we had full or partial equity ownership interests in [removed: 482] [added: 481] properties, primarily anchored by market leading grocery stores, encompassing [removed: 57.3] [added: approximately 58.4] million square feet ("SF") of gross leasable area ("GLA").
Our Pro-rata share of this GLA is [removed: 48.8] [added: approximately 50.5] million [removed: square feet,] [added: SF,] including our share of properties owned through unconsolidated real estate partnerships.
We are a preeminent national owner, operator, and developer of neighborhood and community shopping centers predominantly located in suburban trade areas with compelling [removed: demographics, formats and locations.][added: demographics.]
Maintain an industry leading, disciplined development and redevelopment platform to create exceptional retail centers that deliver favorable returns; [added: and]
Support our business activities with a conservative capital structure, including a strong balance sheet with sufficient liquidity to meet our capital needs together with a carefully constructed debt maturity [removed: profile; and][added: profile.]
[removed: Pursue] [added: Responsibly pursue] investor and business-driven [removed: ESG-related] [added: corporate responsibility] practices; and
More information about our corporate responsibility strategy, goals, performance, and reporting, including our annual Corporate Responsibility Report, and our [added: related] policies and practices [removed: related to corporate responsibility,] is available on our website at www.regencycenters.com.
As of December 31, [removed: 2024,] [added: 2025,] we had [removed: 500] [added: 507] employees, including [removed: 5] [added: 4] part-time employees.
We presently maintain [removed: 24] [added: 27] market offices nationwide, including our corporate headquarters in Jacksonville, Florida.
We strive to offer some of the most competitive [removed: pay] [added: compensation] and benefits in the industry in which we operate and are continually looking for new opportunities to ensure that we attract and retain our people.
We strive to provide a benefit package that is comprehensive, competitive, and thoughtfully designed to attract and retain the best in the [removed: business.][added: industry.]
We believe philanthropy and charitable giving are important elements of our [removed: corporate responsibility] commitment to the communities in which we operate.
Throughout [removed: 2024,] [added: 2025,] Regency supported its employees to serve and invest in community organizations through volunteer and financial support.
*Environmental Stewardship* – We believe [added: that the resilience and] sustainability of our [removed: assets, business,] [added: assets] and [removed: the environment for the long term] [added: business] is in the best interest of our investors, tenants, employees, and the communities in which we operate.
We have identified specific strategic priorities [added: and practices] intended to [removed: foster sustainable business practices and minimize both our environmental impact] [added: further these goals] and [added: mitigate] the [removed: long-term] risks to Regency’s [added: assets and] business: green building, energy efficiency, electric vehicle charging stations, renewable energy, greenhouse gas emissions ("GHG") reduction, water conservation, waste management, and [added: mitigating the effect of] climate change as it applies to our real estate portfolio.
[removed: We believe these] [added: These] strategic priorities [removed: are not only] [added: support our achievement of key financial and business objectives, while at] the [removed: right thing to do to address] [added: same time positively impacting] environmental concerns such as climate change, resource scarcity and pollution (including GHG emissions [removed: reduction), but also support our achievement of key strategic financial and business objectives relating to our operations and development and redevelopment projects.][added: reduction).]
[removed: Aligned with the Science Based Targets initiative (SBTi), our] [added: Our] target aims to reduce our absolute Scope 1 and 2 GHG emissions by 28% by 2030, measured against a 2019 baseline year, and to achieve net-zero Scope 1 and 2 GHG emissions across all operations by 2050.
[added: In addition, the Company has established targets to enhance energy] efficiency, manage water and waste responsibly and invest in renewable energy sources and electric vehicle charging stations.
These targets reflect input from our investors and [removed: tenants, and our stance in addressing environmental challenges and contributing to a sustainable future.][added: tenants.]
Regency’s progress towards these targets, together with our overall [added: resilience and] sustainability strategy, are further described in our [removed: 2023] Corporate Responsibility Report, which report is [added: made available on our web site but is] not incorporated [added: into or deemed part of this documents] by reference hereto.
As a long-term owner, operator, and developer of real estate, [added: often in coastal and other environmentally sensitive areas,] we acknowledge the potential for climate change to have a material impact on our [removed: properties, people,] [added: properties] and long-term [removed: success.][added: success as a business.]
We will be subject to [removed: federal income tax on our taxable income at] regular [added: U.S. federal] corporate [removed: rates if we fail to qualify as a REIT for] [added: income] tax [removed: purposes in any taxable year, or] to the extent [added: that] we distribute less than 100% of our [added: net] taxable [removed: income.][added: income (including net capital gains) and will be subject to a 4% nondeductible excise tax on the amount by which our distributions in any calendar year are less than a minimum amount specified under U.S. federal income tax laws.]
| Martin E. Stein, Jr. | | [removed: 72] [added: 73] | | Executive Chairman of the Board of Directors | 2020 (1) |
| Lisa Palmer | | [removed: 57] [added: 58] | | President and Chief Executive Officer | 2020 (2) |
| Michael J. Mas | | [removed: 49] [added: 50] | | Executive Vice President, Chief Financial Officer | 2019 (3) |
| Alan T. Roth | | [removed: 49] [added: 50] | | East Region President & Chief Operating Officer | 2023 (4) |
| Nicholas A. Wibbenmeyer | | [removed: 44] [added: 45] | | West Region President & Chief Investment Officer | 2023(5) |
Non-GAAP [added: Financial] Measures
In addition to the required Generally Accepted Accounting Principles ("GAAP") presentations, we use and report certain non-GAAP [added: financial] measures as we believe these measures improve the understanding of our operational results.
We believe these non-GAAP [added: financial] measures provide useful information to our Board of Directors, management and investors regarding certain trends relating to our financial condition and results of operations.
Our management uses these non-GAAP [added: financial] measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes.
We continually evaluate the usefulness, relevance, limitations, and calculation of our reported non-GAAP [added: financial] measures to determine how best to provide relevant information to the public, and thus such reported measures could change.
We do not consider non-GAAP [added: financial] measures an alternative to financial measures determined in accordance with GAAP, rather they supplement GAAP measures by providing additional information we believe to be useful to our shareholders.
The principal limitation of these non-GAAP [added: financial] measures is that they may exclude significant expense and income items that are required by GAAP to be recognized in our Consolidated Financial Statements.
In addition, they reflect the exercise of management's judgment about which expense and income items are excluded or included in determining these non-GAAP [added: financial] measures.
In order to compensate for these limitations, reconciliations of the non-GAAP [added: financial] measures we use to their most directly comparable GAAP measures are provided.
Non-GAAP [added: financial] measures should not be relied upon in evaluating the financial condition, results of operations, or future prospects of the Company.
Our non-GAAP [added: financial] measures include the following:
We believe presenting our Pro-rata share of assets, liabilities, operating results, and other metrics, along with certain other non-GAAP [added: financial] measures, makes comparisons of our operating results to those of other REITs more meaningful.
The Pro-rata supplemental details of assets and liabilities and supplemental details of operations reflect our proportionate economic ownership of the assets, liabilities, and operating results of the properties in our [removed: portfolio][added: portfolio.]
Throughout 2025, we continued to collaborate closely with our tenants to mitigate their operational environmental impacts, for our mutual business and financial benefit.
In addition, we may be subject to certain state and local income and franchise taxes.
If we fail to qualify as a REIT, distributions to stockholders will not be deductible by us, we will not be required to distribute any amounts to our stockholders, and all distributions to stockholders will be taxable as regular corporate dividends to the extent of our current and accumulated earnings and profits.
*Pro-rata* *Same Property NOI* is a key non-GAAP financial measure commonly used by REITs to evaluate operating performance.
It is calculated on a proportionate ownership basis for properties held during the comparable reporting periods, excluding revenue and expenses related to non-same properties during the applicable periods.
Management believes this measure provides investors with a useful and consistent comparison of the Company’s operating performance and trends.
Management uses Pro-rata Same Property NOI as a supplemental measure to assess property-level performance, excluding the effects of corporate-level expenses, financing costs, and non-operating activities.
This measure allows investors to evaluate trends in revenue and expense growth for properties that have been consistently operated during the periods.
*Anchor Space* is space equal to or greater than 10,000 square feet in a Retail Operating Property.
*Shop Space* is space under 10,000 square feet in a Retail Operating Property.
Implement ESG practices through our Corporate Responsibility program to support and enhance our business goals and objectives.
We continue to integrate sustainable practices that aim to promote environmental stewardship and resilience throughout our business operations.
Throughout 2024, we continued to make progress towards our target to reduce GHG emissions and collaborate closely with our tenants to minimize their operational environmental impact.
In addition, the Company has established targets to enhance energy
Even if we qualify as a REIT for federal income tax purposes, we may be subject to certain state and local income and franchise taxes and to federal income and excise taxes on our undistributed taxable income.
We provide reconciliations of both Net Income Attributable to Common Shareholders to Nareit FFO and Nareit FFO to Core Operating Earnings.
We provide a reconciliation of Net Income Attributable to Common Shareholders to Nareit FFO.
expenses do not represent our legal claim to such items.
An excerpt. Shown here: 40 of 41 rewritten, all 10 added and all 8 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2025 filing and the FY2024 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 0 removed, 3 unchanged
See Note [removed: 17] [added: 16] - Commitments and Contingencies in the Notes for discussion regarding material legal [removed: proceeds] [added: proceedings] and contingencies.
Cover and table of contents
33 rewritten, 0 added, 0 removed, 169 unchanged
For the fiscal year ended December 31, [removed: 2024][added: 2025]
| Delaware (REGENCY CENTERS, L.P.) | [removed: ] [added: ] | 59-3429602 |
Regency Centers Corporation [removed: $11.2] [added: $12.8] billion Regency Centers, L.P. N/A
The number of shares outstanding of the Regency Centers Corporation’s common stock was [removed: 181,365,237] [added: 182,906,561] as of February [removed: 11, 2025.][added: 10, 2026.]
Portions of Regency Centers Corporation's proxy statement, prepared in connection with its upcoming [removed: 2025] [added: 2026] Annual Meeting of Shareholders, are incorporated by reference in Part III of this Annual Report on Form 10-K to the extent described therein.
This Annual Report on Form 10-K (this "Report") combines the annual reports on Form 10-K for the year ended December 31, [removed: 2024,] [added: 2025,] of Regency Centers Corporation and Regency Centers, L.P. Unless stated otherwise or the context otherwise requires, references to "Regency Centers Corporation" or the "Parent Company" mean Regency Centers Corporation and its controlled subsidiaries and references to "Regency Centers, L.P." or the "Operating Partnership" mean Regency Centers, L.P. and its controlled subsidiaries.
As of December 31, [removed: 2024,] [added: 2025,] the Parent Company owned approximately [removed: 99.4%] [added: 97.9%] of the Common Units in the Operating Partnership.
Management operates the Parent Company and the Operating Partnership as [removed: one] [added: a single] business.
The Operating [removed: Partnership, directly or indirectly,] [added: Partnership] is also the [removed: co-issuer and] guarantor of the [added: Parent Company's] $200 million [removed: Parent Company’s] unsecured private placement debt referenced above.
| 1A. | [Risk Factors](#item_1a_risk_factors) | [removed: 8] [added: 9] |
| 3. | [Legal Proceedings](#item_3_legal_proceedings) | [removed: 41] [added: 40] |
| 4. | [Mine Safety Disclosures](#item_4_mine_safety_disclosures) | [removed: 41] [added: 40] |
| 5. | [Market for the Registrant's Common Equity, Related Stockholder [removed: Matters,] [added: Matters] and Issuer Purchases of Equity Securities](#item_5_market_for_registrants_common_equ) | [removed: 41] [added: 40] |
| 6. | [Reserved](#item_6_reserved) | [removed: 42] [added: 41] |
| 7. | [Management's Discussion and Analysis of Financial Condition and Results of Operations](#item_7_managements_discussion_analysis_f) | [removed: 43] [added: 42] |
| 7A. | [Quantitative and Qualitative Disclosures About Market Risk](#item_7a_quantitative_qualitative_disclos) | [removed: 58] [added: 57] |
| 8. | [Financial Statements and Supplementary Data](#item_8_financial_stmts_notes) | [removed: 60] [added: 58] |
| 9. | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](#item_9_changes_in_disagreements_with_acc) | [removed: 128] [added: 124] |
| 9A. | [Controls and Procedures](#item_9a_controls_procedures) | [removed: 128] [added: 124] |
| 9B. | [Other Information](#item_9b_or_information) | [removed: 129] [added: 125] |
| 9C. | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspection](#item_9c_foreign_jurisdictions)] [added: Inspections](#item_9c_foreign_jurisdictions)] | [removed: 129] [added: 125] |
| 10. | [Directors, Executive Officers and Corporate Governance](#item_10_directors_executives_corp_gov) | [removed: 129] [added: 125] |
| 11. | [Executive Compensation](#item_11_executive_compensation) | [removed: 130] [added: 126] |
| 12. | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](#item_12_security_ownership_certain_benef) | [removed: 130] [added: 126] |
| 13. | [Certain Relationships and Related Transactions, and Director Independence](#item_13_certain_relationships_related_tr) | [removed: 130] [added: 126] |
| 14. | [Principal Accountant Fees and Services](#item_14_principal_accountant_fees_servic) | [removed: 130] [added: 126] |
| 15. | [Exhibits and Financial Statement Schedules](#item_15_exhibits_financial_statement_sch) | [removed: 131] [added: 127] |
| 16. | [Form 10-K Summary](#item_16_form_10k_summary) | [removed: 134] [added: 130] |
| 17. | [Signatures](#signatures) | [removed: 135] [added: 131] |
The Company’s [removed: Stock][added: Stock,]
Certain forward-looking and other statements in this Annual Report on Form 10-K, or other locations, such as on our corporate website, may also contain references to various [added: corporate responsibility or] environmental, social, and governance ("ESG") standards and frameworks, which are [added: used or] followed by certain of our investors.
These [removed: ESG] standards and frameworks are often reliant on third-party information or methodologies that are subject to evolving expectations and practices, and our approach to and discussion of these matters may continue to evolve as well.
For example, our disclosures may change due to changes in the expectations of our investors, the requirements of these standards and frameworks, availability of information, our business, and applicable governmental [added: law or] policies, or other factors, some of which may be beyond our control.
Item 1C. Cybersecurity
10 rewritten, 12 added, 1 removed, 17 unchanged
[removed: The Company employs] [added: We employ] a tiered structure of management and oversight for cybersecurity, characterized by distinct layers of responsibility and decision making, which includes [removed: operation] [added: operational] staff, management, and senior management and board-level governance.
The Company, through its Chief Information Security Officer ("CISO"), other Company employees experienced in information network security, and the use of third-party [removed: expertise,] [added: expertise] references [removed: various] recognized cybersecurity frameworks, such as the National Institute of Standards and Technology [added: ("NIST")] Cybersecurity Framework.
[removed: These] [added: While our objective is to generally align our cybersecurity program with NIST standards, this does not imply that we meet NIST or any other particular technical standard, specifications, or requirements; rather, these] frameworks are used to benchmark and [added: help] tailor the Company’s cybersecurity strategies and program to our risk [removed: profile] [added: mitigation] and [removed: specific] operational needs and goals.
Our core cybersecurity strategy focuses on five key pillars: identification, protection, detection, response, and recovery, each tailored to meet the [removed: specific] challenges and needs of our business.
The primary goal of this strategy is to proactively safeguard the confidentiality, security, and availability of [removed: the information we collect] [added: our critical systems] and [removed: store.][added: information.]
This proactive approach includes [removed: attempts] [added: measures designed] to identify, prevent, and mitigate cybersecurity [removed: threats, as well as preparing] [added: threats and] to [removed: quickly respond] [added: enable a timely response] to cybersecurity incidents to minimize their impact.
We have adopted a risk-based strategy to [added: assess and] manage cybersecurity risks associated with third parties.
[removed: The] [added: Both the] CRC Chair and the [removed: CISO] [added: CISO, serving in distinct roles,] provide the Audit Committee with regular updates.
CRC membership, which is subject to change from time to time, includes management leadership possessing a diverse range of education, experience and expertise, and [removed: is] currently [removed: comprised of] [added: includes the] Company’s CISO, chief accounting officer, head of internal audit, general counsel and chief compliance officer, head of litigation, head of human resources, head of IT operations and the manager of network security.
The collective experience of this committee encompasses areas such as IT, network security, change and incident management, public company governance, accounting, financial controls, insurance, risk management, [added: third-party vendor oversight and systems integration,] communications, human capital, and legal matters including securities, privacy and technology contracting.
We have developed and implemented a cybersecurity risk management program intended to protect the confidentiality, security, and availability of our critical systems and information.
Key elements of our cybersecurity risk management program include, but are not limited to, the following:
risk assessments designed to help identify material risks from cybersecurity threats to our critical systems and information;
oversight of cybersecurity risks and controls by our CRC, including oversight of the management of cybersecurity incidents by designated incident response personnel, in coordination with IT security and other functions, as appropriate;
the use of external service providers, where appropriate, to assess, test or otherwise assist with aspects of our security processes, as discussed further below;
cybersecurity awareness training of our employees, including incident response personnel and senior management;
a response plan that includes procedures for responding to cybersecurity incidents; and
a third-party risk management process for key service providers based on our assessment of their criticality to our operations and respective risk profile.
The Audit Committee reports to the full Board regarding its activities, including those related to cybersecurity.
Board members also receive presentations periodically on cybersecurity topics from internal security staff and external experts as part of the Board’s continuing education.
Our CRC takes steps to stay informed about and monitor efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means.
These include briefings from internal security personnel; threat intelligence and other information obtained from governmental, public and private sources, including external consultants engaged by us; and alerts and reports generated by security tools deployed in our IT environment.
Based on our current understanding of the cyber risk environment and our preparedness level, we do not believe it to be reasonably likely in the near term that a cybersecurity threat will materially impact our business strategy, results of operations or financial condition.
Item 2. Properties
525 rewritten, 37 added, 42 removed, 92 unchanged
| | | December 31, [removed: 2024] [added: 2025] | | | | | | | | | | | | | | | | December 31, [removed: 2023] [added: 2024] | | | | | | | | | | | | | | |
| Florida | | | 86 | | | | [removed: 10,558] [added: 10,630] | | | | [removed: 24.2] [added: 23.0] | % | | | [removed: 96.5] [added: 96.2] | % | | | [removed: 88] [added: 86] | | | | [removed: 10,767] [added: 10,558] | | | | [removed: 24.6] [added: 24.2] | % | | | [removed: 95.1] [added: 96.5] | % |
| California | | | [removed: 55] [added: 62] | | | | [removed: 8,355] [added: 9,304] | | | | [removed: 19.0] [added: 20.2] | % | | | [removed: 96.0] [added: 94.9] | % | | | [removed: 54] [added: 55] | | | | [removed: 8,300] [added: 8,355] | | | | 19.0 | % | | | [removed: 94.9] [added: 96.0] | % |
| Connecticut | | | [removed: 43] [added: 41] | | | | [removed: 3,924] [added: 3,876] | | | | [removed: 8.9] [added: 8.4] | % | | | [removed: 94.1] [added: 95.8] | % | | | 43 | | | | [removed: 3,702] [added: 3,924] | | | | [removed: 8.5] [added: 8.9] | % | | | [removed: 92.5] [added: 94.1] | % |
| Texas | | | [removed: 27] [added: 28] | | | | [removed: 3,518] [added: 3,679] | | | | 8.0 | % | | | [removed: 96.9] [added: 95.7] | % | | | [removed: 26] [added: 27] | | | | [removed: 3,288] [added: 3,518] | | | | [removed: 7.5] [added: 8.0] | % | | | [removed: 97.3] [added: 96.9] | % |
| New York | | | [removed: 42] [added: 41] | | | | [removed: 3,339] [added: 3,468] | | | | [removed: 7.6] [added: 7.5] | % | | | [removed: 93.3] [added: 94.5] | % | | | 42 | | | | [removed: 3,399] [added: 3,339] | | | | [removed: 7.8] [added: 7.6] | % | | | [removed: 88.7] [added: 93.3] | % |
| Georgia | | | 22 | | | | [removed: 2,125] [added: 2,152] | | | | [removed: 4.8] [added: 4.7] | % | | | [removed: 97.3] [added: 96.7] | % | | | 22 | | | | [removed: 2,121] [added: 2,125] | | | | 4.8 | % | | | [removed: 94.2] [added: 97.3] | % |
| New Jersey | | | 17 | | | | [removed: 1,585] [added: 1,621] | | | | [removed: 3.6] [added: 3.5] | % | | | [removed: 97.0] [added: 96.0] | % | | | 17 | | | | 1,585 | | | | 3.6 | % | | | [removed: 93.3] [added: 97.0] | % |
| North Carolina | | | 10 | | | | 1,226 | | | | [removed: 2.8] [added: 2.7] | % | | | [removed: 98.5] [added: 97.7] | % | | | 10 | | | | [removed: 1,221] [added: 1,226] | | | | 2.8 | % | | | [removed: 98.1] [added: 98.5] | % |
| Ohio | | | 8 | | | | [removed: 1,224] [added: 1,213] | | | | [removed: 2.8] [added: 2.6] | % | | | [removed: 98.7] [added: 98.9] | % | | | 8 | | | | [removed: 1,221] [added: 1,224] | | | | 2.8 | % | | | [removed: 98.8] [added: 98.7] | % |
| Colorado | | | [removed: 13] [added: 14] | | | | [removed: 1,097] [added: 1,259] | | | | [removed: 2.5] [added: 2.7] | % | | | [removed: 97.9] [added: 96.1] | % | | | 13 | | | | 1,097 | | | | 2.5 | % | | | [removed: 97.7] [added: 97.9] | % |
| Illinois | | | 6 | | | | [removed: 1,085] [added: 1,090] | | | | [removed: 2.5] [added: 2.4] | % | | | [removed: 94.8] [added: 98.2] | % | | | 6 | | | | 1,085 | | | | 2.5 | % | | | [removed: 94.1] [added: 94.8] | % |
| Washington | | | 10 | | | | [removed: 962] [added: 961] | | | | [removed: 2.2] [added: 2.1] | % | | | [removed: 96.3] [added: 98.0] | % | | | 10 | | | | 962 | | | | 2.2 | % | | | [removed: 96.0] [added: 96.3] | % |
| Virginia | | | [removed: 6] [added: 7] | | | | [removed: 943] [added: 1,040] | | | | [removed: 2.1] [added: 2.3] | % | | | [removed: 98.3] [added: 97.4] | % | | | 6 | | | | [removed: 939] [added: 943] | | | | 2.1 | % | | | [removed: 97.7] [added: 98.3] | % |
| Massachusetts | | | 8 | | | | [removed: 898] [added: 905] | | | | 2.0 | % | | | [removed: 97.4] [added: 97.1] | % | | | [removed: 9] [added: 8] | | | | [removed: 996] [added: 898] | | | | [removed: 2.3] [added: 2.0] | % | | | [removed: 98.5] [added: 97.4] | % |
| Oregon | | | 7 | | | | [removed: 741] [added: 747] | | | | [removed: 1.7] [added: 1.6] | % | | | [removed: 95.3] [added: 95.8] | % | | | 7 | | | | 741 | | | | 1.7 | % | | | [removed: 95.0] [added: 95.3] | % |
| Pennsylvania | | | [removed: 4] [added: 5] | | | | [removed: 447] [added: 591] | | | | [removed: 1.0] [added: 1.3] | % | | | 97.3 | % | | | 4 | | | | [removed: 443] [added: 447] | | | | 1.0 | % | | | [removed: 99.5] [added: 97.3] | % |
| Missouri | | | 4 | | | | 408 | | | | 0.9 | % | | | [removed: 98.9] [added: 99.3] | % | | | 4 | | | | 408 | | | | 0.9 | % | | | 98.9 | % |
| Tennessee | | | [removed: 3] [added: 4] | | | | [removed: 314] [added: 638] | | | | [removed: 0.7] [added: 1.4] | % | | | [removed: 100.0] [added: 98.7] | % | | | 3 | | | | 314 | | | | 0.7 | % | | | [removed: 99.5] [added: 100.0] | % |
| Maryland | | | [removed: 2] [added: 3] | | | | [removed: 289] [added: 313] | | | | 0.7 | % | | | 89.9 | % | | | 2 | | | | [removed: 244] [added: 289] | | | | [removed: 0.6] [added: 0.7] | % | | | 89.9 | % |
| Indiana | | | [removed: 1] [added: 3] | | | | [removed: 289] [added: 428] | | | | [removed: 0.7] [added: 0.9] | % | | | [removed: 100.0] [added: 96.5] | % | | | 1 | | | | [removed: 279] [added: 289] | | | | [removed: 0.6] [added: 0.7] | % | | | 100.0 | % |
| Minnesota | | | 2 | | | | 246 | | | | [removed: 0.6] [added: 0.5] | % | | | 84.4 | % | | | 2 | | | | 246 | | | | 0.6 | % | | | [removed: 100.0] [added: 84.4] | % |
| Delaware | | | 1 | | | | [removed: 229] [added: 233] | | | | 0.5 | % | | | [removed: 97.1] [added: 93.3] | % | | | 1 | | | | 229 | | | | 0.5 | % | | | [removed: 96.2] [added: 97.1] | % |
| District of Columbia | | | 1 | | | | 23 | | | | [removed: 0.1] [added: 0.0] | % | | | 100.0 | % | | | 1 | | | | 23 | | | | 0.1 | % | | | 100.0 | % |
| Total | | | [removed: 379] [added: 391] | | | | [removed: 43,876] [added: 46,102] | | | | 100.0 | % | | | [removed: 96.2] [added: 96.0] | % | | | [removed: 381] [added: 379] | | | | [removed: 43,758] [added: 43,876] | | | | 100.0 | % | | | [removed: 94.8] [added: 96.2] | % |
The weighted average annual effective rent for the consolidated portfolio of properties, net of tenant concessions, is [removed: $25.56] [added: $26.55] and [removed: $24.67] [added: $25.56] per square foot ("PSF") as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively.
| California | | | [removed: 17] [added: 16] | | | | [removed: 2,319] [added: 2,293] | | | | [removed: 17.4] [added: 18.6] | % | | | [removed: 98.4] [added: 97.0] | % | | | 17 | | | | [removed: 2,320] [added: 2,319] | | | | [removed: 17.8] [added: 17.4] | % | | | 98.4 | % |
| Virginia | | | [removed: 14] [added: 11] | | | | [removed: 1,982] [added: 1,701] | | | | [removed: 14.8] [added: 13.9] | % | | | [removed: 94.1] [added: 96.4] | % | | | 14 | | | | 1,982 | | | | [removed: 15.2] [added: 14.8] | % | | | [removed: 92.7] [added: 94.1] | % |
| North Carolina | | | 7 | | | | [removed: 1,240] [added: 1,245] | | | | [removed: 9.2] [added: 10.1] | % | | | [removed: 98.3] [added: 97.8] | % | | | 7 | | | | [removed: 1,237] [added: 1,240] | | | | [removed: 9.5] [added: 9.2] | % | | | [removed: 97.9] [added: 98.3] | % |
| Texas | | | [removed: 6] [added: 5] | | | | [removed: 959] [added: 808] | | | | [removed: 7.1] [added: 6.6] | % | | | [removed: 95.4] [added: 98.2] | % | | | [removed: 5] [added: 6] | | | | [removed: 741] [added: 959] | | | | [removed: 5.7] [added: 7.1] | % | | | [removed: 97.1] [added: 95.4] | % |
| Washington | | | 7 | | | | [removed: 874] [added: 881] | | | | [removed: 6.5] [added: 7.2] | % | | | [removed: 95.6] [added: 92.1] | % | | | 7 | | | | 874 | | | | [removed: 6.7] [added: 6.5] | % | | | [removed: 98.0] [added: 95.6] | % |
| Colorado | | | [removed: 6] [added: 5] | | | | [removed: 858] [added: 783] | | | | 6.4 | % | | | [removed: 96.9] [added: 94.0] | % | | | 6 | | | | 858 | | | | [removed: 6.6] [added: 6.4] | % | | | [removed: 95.5] [added: 96.9] | % |
| Maryland | | | [removed: 9] [added: 8] | | | | [removed: 848] [added: 826] | | | | [removed: 6.3] [added: 6.7] | % | | | [removed: 96.1] [added: 97.4] | % | | | 9 | | | | 848 | | | | [removed: 6.5] [added: 6.3] | % | | | [removed: 96.0] [added: 96.1] | % |
| New York | | | 5 | | | | [removed: 786] [added: 644] | | | | [removed: 5.8] [added: 5.2] | % | | | [removed: 96.6] [added: 94.5] | % | | | 5 | | | | 786 | | | | [removed: 6.0] [added: 5.8] | % | | | [removed: 98.0] [added: 96.6] | % |
| Illinois | | | 5 | | | | [removed: 777] [added: 781] | | | | [removed: 5.8] [added: 6.4] | % | | | [removed: 99.7] [added: 99.5] | % | | | 5 | | | | 777 | | | | [removed: 5.9] [added: 5.8] | % | | | [removed: 98.6] [added: 99.7] | % |
| Florida | | | 6 | | | | 669 | | | | [removed: 5.0] [added: 5.5] | % | | | [removed: 98.4] [added: 99.2] | % | | | 6 | | | | 669 | | | | [removed: 5.1] [added: 5.0] | % | | | [removed: 99.0] [added: 98.4] | % |
| Pennsylvania | | | [removed: 6] [added: 3] | | | | [removed: 664] [added: 391] | | | | [removed: 4.9] [added: 3.2] | % | | | [removed: 97.3] [added: 96.5] | % | | | 6 | | | | [removed: 669] [added: 664] | | | | [removed: 5.1] [added: 4.9] | % | | | [removed: 96.0] [added: 97.3] | % |
| Minnesota | | | 3 | | | | 422 | | | | [removed: 3.1] [added: 3.4] | % | | | [removed: 99.2] [added: 99.4] | % | | | 3 | | | | [removed: 423] [added: 422] | | | | [removed: 3.2] [added: 3.1] | % | | | [removed: 98.7] [added: 99.2] | % |
| New Jersey | | | [removed: 4] [added: 3] | | | | [removed: 300] [added: 223] | | | | [removed: 2.2] [added: 1.8] | % | | | [removed: 91.1] [added: 96.0] | % | | | 4 | | | | [removed: 301] [added: 300] | | | | [removed: 2.3] [added: 2.2] | % | | | [removed: 85.4] [added: 91.1] | % |
| Connecticut | | | 1 | | | | [removed: 189] [added: 195] | | | | [removed: 1.4] [added: 1.6] | % | | | [removed: 98.1] [added: 100.0] | % | | | 1 | | | | 189 | | | | 1.4 | % | | | 98.1 | % |
| | | December 31, 2025 | | | | | | | | | | | | | | | | December 31, 2024 | | | | | | | | | | | | | | |
| Publix | | | 2,940 | | | | 5.8 | % | | $ | 36,191 | | | | 2.9 | % | | | 67 | |
| Albertsons Companies, Inc. | | | 2,053 | | | | 4.1 | % | | | 33,619 | | | | 2.7 | % | | | 52 | |
| Kroger Co. | | | 2,978 | | | | 5.9 | % | | | 31,292 | | | | 2.5 | % | | | 51 | |
| Trader Joe's | | | 346 | | | | 0.7 | % | | | 12,156 | | | | 1.0 | % | | | 32 | |
| Nordstrom | | | 402 | | | | 0.8 | % | | | 11,134 | | | | 0.9 | % | | | 12 | |
| Target | | | 919 | | | | 1.8 | % | | | 9,387 | | | | 0.7 | % | | | 8 | |
| Gap, Inc | | | 259 | | | | 0.5 | % | | | 8,805 | | | | 0.7 | % | | | 20 | |
| Top Tenants | | | 19,110 | | | | 37.5 | % | | $ | 371,718 | | | | 29.4 | % | | | 1,005 | |
| (1) | | | 109 | | | | 223 | | | | 0.5 | % | | $ | 6,333 | | | | 0.5 | % | | $ | 28.42 | |
| 2026 | | | 1,021 | | | | 2,990 | | | | 6.3 | % | | | 85,068 | | | | 6.9 | % | | | 28.45 | |
| 2027 | | | 1,437 | | | | 6,239 | | | | 13.1 | % | | | 159,240 | | | | 12.9 | % | | | 25.52 | |
| 2028 | | | 1,367 | | | | 5,989 | | | | 12.6 | % | | | 163,974 | | | | 13.3 | % | | | 27.38 | |
| 2029 | | | 1,269 | | | | 6,743 | | | | 14.2 | % | | | 161,851 | | | | 13.1 | % | | | 24.00 | |
| 2030 | | | 1,233 | | | | 5,956 | | | | 12.5 | % | | | 160,295 | | | | 13.0 | % | | | 26.91 | |
| 2031 | | | 765 | | | | 4,338 | | | | 9.1 | % | | | 106,611 | | | | 8.7 | % | | | 24.58 | |
| 2032 | | | 503 | | | | 2,178 | | | | 4.6 | % | | | 65,033 | | | | 5.3 | % | | | 29.87 | |
| 2033 | | | 494 | | | | 2,193 | | | | 4.6 | % | | | 66,046 | | | | 5.4 | % | | | 30.11 | |
| 2034 | | | 417 | | | | 1,870 | | | | 3.9 | % | | | 55,125 | | | | 4.5 | % | | | 29.48 | |
| 2035 | | | 544 | | | | 2,444 | | | | 5.1 | % | | | 67,241 | | | | 5.5 | % | | | 27.52 | |
| Thereafter | | | 443 | | | | 6,349 | | | | 13.5 | % | | | 134,293 | | | | 10.9 | % | | | 21.15 | |
| Total | | | 9,602 | | | | 47,512 | | | | 100.0 | % | | $ | 1,231,110 | | | | 100.0 | % | | $ | 25.91 | |
| Bridgepark Plaza | | Los Angeles-Long Beach-Anaheim | | CA | | | | 2025 | | 2021 | | | 17,383 | | | | 102 | | | 98.7% | | | 45.58 | | | Albertsons |
| Culver Commons (7) | | Los Angeles-Long Beach-Anaheim | | CA | | | | 2025 | | 2025 | | | — | | | | 13 | | | 65.5% | | | 89.35 | | | 0 |
| Mercantile East | | Los Angeles-Long Beach-Anaheim | | CA | | | | 2025 | | 2023 | | | 33,000 | | | | 239 | | | 100.0% | | | 33.28 | | | Trader Joe's, EOS Fitness, Lucky Strike |
| Mercantile West | | Los Angeles-Long Beach-Anaheim | | CA | | | | 2025 | | 2025 | | | 40,600 | | | | 150 | | | 100.0% | | | 38.04 | | | Stater Brothers |
| Sendero Marketplace | | Los Angeles-Long Beach-Anaheim | | CA | | | | 2025 | | 2016 | | | 44,538 | | | | 82 | | | 100.0% | | | 49.81 | | | Gelson's |
| Terrace Shops | | Los Angeles-Long Beach-Anaheim | | CA | | | | 2025 | | 2005 | | | 14,007 | | | | 41 | | | 100.0% | | | 43.40 | | | |
| Oak Valley Village (7) | | Rvrside-San Bernardino-Ontario | | CA | | 75% | | 2025 | | 2025 | | | — | | | | 230 | | | 74.3% | | | 8.90 | | | Sprouts, Target |
| Ellis Village Center (7) | | San Francisco-Oakland-Berkeley | | CA | | | | 2025 | | 2025 | | | — | | | | 49 | | | 85.6% | | | 39.14 | | | Sprouts |
| Lone Tree Village (7) | | Denver-Aurora-Lakewood | | CO | | | | 2025 | | 2025 | | | — | | | | 158 | | | 81.2% | | | 7.38 | | | King Soopers |
| Anastasia Plaza | | Jacksonville | | FL | | | | 1993 | | in-process | | | — | | | | 103 | | | 97.7% | | | 27.16 | | | Publix |
| The Village at Seven Pines (7) | | Jacksonville | | FL | | | | 2025 | | 2025 | | | — | | | | 239 | | | 57.5% | | | 29.54 | | | Publix, West Elm |
| Glenwood Green | | New York-Newark-Jersey City | | NJ | | 70% | | 2023 | | 2024 | | | — | | | | 352 | | | 97.1% | | | 13.95 | | | ShopRite, Target, Rendina |
| Armonk Square | | New York-Newark-Jersey City | | NY | | 20% | | 2025 | | 2013 | | | 11,403 | | | | 48 | | | 97.9% | | | 45.76 | | | DeCicco & Sons |
| Brentwood Place | | Nashvil-Davdsn-Murfree-Frankln | | TN | | | | 2025 | | 2007/2016 | | | 43,500 | | | | 319 | | | 98.6% | | | 20.90 | | | TJ Maxx/Homegoods, Golf Galaxy, Stock & Tade Design Co. |
| Regency Centers Total | | | | | | | | | | | | $ | 2,309,064 | | | | 58,377 | | | 96.1% | | $ | 26.03 | | | |
| Michigan | | | — | | | | — | | | | 0.0 | % | | | 0.0 | % | | | 1 | | | | 97 | | | | 0.2 | % | | | 74.0 | % |
| Publix | | | 2,925 | | | | 6.0 | % | | $ | 34,154 | | | | 2.9 | % | | | 67 | |
| Albertsons Companies, Inc. | | | 2,112 | | | | 4.3 | % | | | 33,169 | | | | 2.8 | % | | | 52 | |
| Kroger Co. | | | 2,933 | | | | 6.0 | % | | | 30,658 | | | | 2.6 | % | | | 52 | |
| Trader Joe's | | | 311 | | | | 0.6 | % | | | 11,194 | | | | 0.9 | % | | | 30 | |
| Nordstrom | | | 366 | | | | 0.7 | % | | | 10,080 | | | | 0.8 | % | | | 11 | |
| Gap, Inc | | | 277 | | | | 0.6 | % | | | 8,984 | | | | 0.8 | % | | | 23 | |
| Target | | | 771 | | | | 1.6 | % | | | 8,485 | | | | 0.7 | % | | | 7 | |
| Walmart | | | 677 | | | | 1.4 | % | | | 5,371 | | | | 0.5 | % | | | 7 | |
| Top Tenants | | | 19,236 | | | | 39.4 | % | | $ | 361,539 | | | | 30.3 | % | | | 988 | |
| (1) | | | 138 | | | | 246 | | | | 0.5 | % | | $ | 6,606 | | | | 0.6 | % | | $ | 26.90 | |
| 2025 | | | 1,252 | | | | 3,200 | | | | 7.0 | % | | | 83,958 | | | | 7.3 | % | | | 26.24 | |
| 2026 | | | 1,266 | | | | 5,117 | | | | 11.1 | % | | | 127,533 | | | | 11.1 | % | | | 24.93 | |
| 2027 | | | 1,373 | | | | 6,180 | | | | 13.4 | % | | | 157,864 | | | | 13.7 | % | | | 25.54 | |
| 2028 | | | 1,247 | | | | 5,940 | | | | 12.9 | % | | | 155,907 | | | | 13.5 | % | | | 26.25 | |
| 2029 | | | 1,201 | | | | 6,612 | | | | 14.4 | % | | | 155,483 | | | | 13.5 | % | | | 23.51 | |
| 2030 | | | 558 | | | | 4,389 | | | | 9.5 | % | | | 108,352 | | | | 9.4 | % | | | 24.69 | |
| 2031 | | | 446 | | | | 2,344 | | | | 5.1 | % | | | 62,216 | | | | 5.4 | % | | | 26.55 | |
| 2032 | | | 445 | | | | 2,007 | | | | 4.4 | % | | | 58,689 | | | | 5.1 | % | | | 29.24 | |
| 2033 | | | 477 | | | | 2,093 | | | | 4.6 | % | | | 60,652 | | | | 5.3 | % | | | 28.97 | |
| 2034 | | | — | | | | 1,787 | | | | 3.9 | % | | | 51,389 | | | | 4.5 | % | | | 28.75 | |
| Thereafter | | | 821 | | | | 6,040 | | | | 13.1 | % | | | 122,195 | | | | 10.6 | % | | | 20.23 | |
| Total | | | 9,224 | | | | 45,955 | | | | 99.9 | % | | $ | 1,150,844 | | | | 100.0 | % | | $ | 25.04 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Property Name | | CBSA (1) | | State | | Owner- ship Interest (2) | | Year Acquired | | Year Constructed or Last Major Renovation | | Mortgages or Encumbrances (in 000's) | | | | Gross Leasable Area (GLA) (in 000's) | | | | Percent Leased (3) | | Average Base Rent PSF (4) | | | | MajorTenant(s) (5) |
| Rona Plaza | | Los Angeles-Long Beach-Anaheim | | CA | | | | 1999 | | 1989 | | | — | | | | 52 | | | 95.9% | | | 22.36 | | | Superior Super Warehouse |
| 200 Potrero | | San Francisco-Oakland-Berkeley | | CA | | | | 2017 | | 1928 | | | — | | | | 30 | | | 100.0% | | | 12.27 | | | Gizmo Art Production, INC. |
| Ralston Square Shopping Center | | Denver-Aurora-Lakewood | | CO | | 40% | | 2005 | | 1977 | | | — | | | | 83 | | | 98.5% | | | 17.26 | | | King Soopers |
| 25 Valley Drive | | Bridgeport-Stamford-Norwalk | | CT | | | | 2023 | | 1977 | | | — | | | | 18 | | | 100.0% | | | 47.57 | | | \- |
| 321-323 Railroad Ave | | Bridgeport-Stamford-Norwalk | | CT | | | | 2023 | | 1983 | | | — | | | | 21 | | | 100.0% | | | 38.85 | | | \- |
| Anastasia Plaza | | Jacksonville | | FL | | | | 1993 | | 1988 | | | — | | | | 102 | | | 98.8% | | | 17.63 | | | Publix |
| Hammocks Town Center | | Miami-Ft Lauderdale-PompanoBch | | FL | | | | 2017 | | 1993 | | | — | | | | 187 | | | 99.5% | | | 20.37 | | | CVS, Goodwill, Publix, Metro-Dade Public Library, YouFit Health Club, (Kendall Ice Arena) |
| Glenwood Green | | Philadelphia-Camden-Wilmington | | NJ | | 70% | | 2023 | | 2024 | | | — | | | | 355 | | | 95.6% | | | 16.84 | | | ShopRite, Target, Rendina |
| 101 7th Avenue | | New York-Newark-Jersey City | | NY | | | | 2017 | | 1930 | | | — | | | | 57 | | | 0.0% | | | \- | | | \- |
| Heritage 202 Center | | New York-Newark-Jersey City | | NY | | | | 2023 | | 1989 | | | — | | | | 19 | | | 93.8% | | | 36.54 | | | \- |
| Marine's Taste of Italy | | Torrington | | NY | | | | 2023 | | 1988 | | | — | | | | 3 | | | 100.0% | | | 28.73 | | | \- |
| Allen Street Shopping Ctr | | Allentown-Bethlehem-Easton | | PA | | 40% | | 2005 | | 1958 | | | — | | | | 46 | | | 100.0% | | | 19.71 | | | Grocery Outlet Bargain Market |
| Warwick Square Shopping Center | | Philadelphia-Camden-Wilmington | | PA | | 40% | | 2005 | | 1999 | | | — | | | | 93 | | | 95.6% | | | 17.47 | | | Grocery Outlet Bargain Market, Planet Fitness |
| Hanover Village Shopping Center | | Richmond | | VA | | 40% | | 2005 | | 1971 | | | — | | | | 90 | | | 100.0% | | | 10.35 | | | Aldi, Tractor Supply Company, Harbor Freight Tools, Dollar Tree |
An excerpt. Shown here: 40 of 525 rewritten, all 37 added and 40 of 42 removed. The counts are complete. For every sentence, read Item 2. Properties in the FY2025 filing and the FY2024 filing.
Item 5. Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
13 rewritten, 6 added, 6 removed, 15 unchanged
As of February [removed: 07, 2025,] [added: 04, 2026,] there were [removed: 140,467] [added: 175,442] holders of our common stock.
In order to maintain Regency Centers Corporation's qualification as a REIT for federal income tax purposes, we are generally required to make annual distributions equal to at least 90% of our [removed: real estate investment trust] [added: REIT] taxable income for the taxable year, excluding any net capital gains.
There were no unregistered sales of equity securities during the quarter ended December 31, [removed: 2024.][added: 2025.]
The following table represents information with respect to purchases by [removed: Regency] [added: the Parent Company] of its common [removed: stock] [added: stock,] by [removed: month] [added: month,] during the three [removed: month period] [added: months] ended December 31, [removed: 2024:][added: 2025:]
| Period | | Total number of shares purchased (1) | | | | [added: Average price paid per share | | | |] Total number of shares purchased as part of publicly announced plans or programs (2) | | | | [removed: Average price paid per share | | | |] Maximum number or approximate dollar value of shares that may yet be purchased under the plans or [removed: programs] [added: programs (in thousands)] (2) | | |
| October [removed: 1, 2024,] [added: 1] through October 31, [removed: 2024] [added: 2025] | | | [removed: —] [added: 144] | | | [added: $] | [removed: —] [added: 72.90] | | | [removed: $] | — | | | $ | [removed: 250,000,000] [added: 250,000] | |
| November [removed: 1, 2024,] [added: 1] through November 30, [removed: 2024] [added: 2025] | | | [removed: 145,257] [added: —] | | | [added: $] | — | | | [removed: $] | [removed: 73.77] [added: —] | | | $ | [removed: 250,000,000] [added: 250,000] | |
| December [removed: 1, 2024,] [added: 1] through December 31, [removed: 2024] [added: 2025] | | | — | | | [added: $] | — | | | [removed: $] | — | | | $ | [removed: 250,000,000] [added: 250,000] | |
Represents shares [removed: purchased] [added: repurchased] to cover payment of withholding taxes in connection with restricted stock vesting by participants under Regency's Long-Term Omnibus Plan.
[removed: This] [added: The expiration date of the new repurchase] program [removed: will expire on June 30, 2026,] [added: is February 28, 2029,] unless modified, extended or earlier terminated by the Board in its discretion.
The performance graph furnished below shows Regency's cumulative total shareholder return relative to the S&P 500 Index, the FTSE Nareit Equity REIT Index, and the FTSE Nareit Equity Shopping Centers index since December 31, [removed: 2019.][added: 2020.]
[removed: ][added: ]
| | | [removed: 12/31/2019 | | | |] 12/31/2020 | | | | 12/31/2021 | | | | 12/31/2022 | | | | 12/31/2023 | | | | 12/31/2024 | | | [added: | 12/31/2025 | | |]
On February 4, 2026, our Board approved a new common stock repurchase program, which replaced an existing program.
The new program authorizes up to $500 million in repurchases, and the Company may purchase shares of its outstanding common stock through open market purchases and/or privately negotiated transactions, subject to market conditions and other factors.
| Regency Centers Corporation | | $ | 100.00 | | | | 171.39 | | | | 148.15 | | | | 165.58 | | | | 190.21 | | | | 184.91 | |
| S&P 500 | | | 100.00 | | | | 128.71 | | | | 105.40 | | | | 133.10 | | | | 166.40 | | | | 196.16 | |
| FTSE NAREIT Equity REITs | | | 100.00 | | | | 143.24 | | | | 108.34 | | | | 123.21 | | | | 133.97 | | | | 137.83 | |
| FTSE NAREIT Equity Shopping Centers | | | 100.00 | | | | 165.05 | | | | 144.36 | | | | 161.74 | | | | 189.29 | | | | 182.01 | |
On July 31, 2024, we announced that our Board has authorized a common stock repurchase program under which we may purchase up to a maximum of $250 million of our outstanding common stock through open market purchases, and/or in privately negotiated transactions.
The timing and price of stock repurchases will be dependent upon market conditions and other factors.
| Regency Centers Corporation | | $ | 100.00 | | | | 76.09 | | | | 130.41 | | | | 112.72 | | | | 125.99 | | | | 144.73 | |
| S&P 500 | | | 100.00 | | | | 118.40 | | | | 152.39 | | | | 124.79 | | | | 157.59 | | | | 197.02 | |
| FTSE NAREIT Equity REITs | | | 100.00 | | | | 92.00 | | | | 131.78 | | | | 99.67 | | | | 113.35 | | | | 123.25 | |
| FTSE NAREIT Equity Shopping Centers | | | 100.00 | | | | 72.36 | | | | 119.43 | | | | 104.46 | | | | 117.03 | | | | 136.97 | |
Item 9A. Controls and Procedures
8 rewritten, 0 added, 0 removed, 26 unchanged
Based on this evaluation, the Parent Company's chief executive officer and chief financial officer concluded that as of December 31, [removed: 2024,] [added: 2025,] the Parent Company's disclosure controls and procedures were effective to ensure information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and [removed: reported,] [added: reported] within the time period specified in the SEC's rules and forms.
These disclosure controls and procedures [removed: include] [added: include, without limitation,] controls and procedures designed to ensure that information required to be disclosed by the Parent Company in the reports it files or submits under the Exchange Act is accumulated and communicated to management, including its chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.
Based on its evaluation under the framework in *Internal Control - Integrated Framework (2013)*, the Parent Company's management concluded that its internal control over financial reporting was effective as of December 31, [removed: 2024.][added: 2025.]
There have been no changes in the Parent Company's internal controls over financial reporting identified in connection with this evaluation that occurred during the quarter ended December 31, [removed: 2024] [added: 2025] which have materially affected, or are reasonably likely to materially affect, the Parent Company’s internal controls over financial reporting.
Based on this evaluation, the chief executive officer and chief financial officer of its general partner concluded that, as of December 31, [removed: 2024,] [added: 2025,] the Operating Partnership's disclosure controls and procedures were effective to ensure information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms.
These disclosure controls and [removed: procedures] [added: procedures, without limitation,] include controls and procedures designed to ensure that information required to be disclosed by the Operating Partnership in the reports it files or submits under the Exchange Act is accumulated and communicated to management, including the chief executive officer and chief financial officer of its general partner, as appropriate, to allow timely decisions regarding required disclosure.
Based on its evaluation under the framework in *Internal Control - Integrated Framework (2013)*, the Operating Partnership's management concluded that its internal control over financial reporting was effective as of December 31, [removed: 2024.][added: 2025.]
There have been no changes in the Operating Partnership's internal controls over financial reporting identified in connection with this evaluation that occurred during the quarter ended December 31, [removed: 2024] [added: 2025] which have materially affected, or are reasonably likely to materially affect, the Operating Partnership’s internal controls over financial reporting.
Item 9B. Other Information
2 rewritten, 0 added, 0 removed, 15 unchanged
During the fiscal quarter ended December 31, [removed: 2024,] [added: 2025,] none of our directors or officers (as defined in Rule 16a-1 under the Exchange Act) adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" (as those terms are defined in Item 408 of Regulation S-K).
Information concerning our directors, executive officers, and corporate governance is incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of the fiscal year covered by this Report with respect to the [removed: 2025] [added: 2026] Annual Meeting of Shareholders.
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 0 unchanged
Incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of the fiscal year covered by this Report with respect to the [removed: 2025] [added: 2026] Annual Meeting of Shareholders.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
2 rewritten, 2 added, 2 removed, 13 unchanged
| Equity compensation plans approved by security holders | | | [removed: 803,789] [added: 834,914] | | | $ | — | | | | [removed: 3,779,916] [added: 3,462,214] | |
Information about security ownership is incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of the fiscal year covered by this Report with respect to the [removed: 2025] [added: 2026] Annual Meeting of Shareholders.
(as of December 31, 2025)
| Total | | | 834,914 | | | $ | — | | | | 3,462,214 | |
(as of December 31, 2024)
| Total | | | 803,789 | | | $ | — | | | | 3,779,916 | |
Item 13. Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
Incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of the fiscal year covered by this Report with respect to the [removed: 2025] [added: 2026] Annual Meeting of Shareholders.
Item 14. Principal Accountant Fees and Services
1 rewritten, 0 added, 0 removed, 1 unchanged
Incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of the fiscal year covered by this Report with respect to the [removed: 2025] [added: 2026] Annual Meeting of Shareholders.
Item 15. Exhibits and Financial Statement Schedules
19 rewritten, 4 added, 2 removed, 123 unchanged
Regency Centers Corporation and Regency Centers, L.P. [removed: 2024] [added: 2025] financial statements and financial statement schedule, together with the reports of KPMG LLP are listed on the index immediately preceding the financial statements within "Item 8.
| | | (a) | [Restated Articles of Incorporation of Regency Centers [removed: Corporation](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex3_a.htm)] [added: Corporation (incorporated by reference to Exhibit 3(a) to the Company's Form 10-K filed on February 14, 2025)](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex3_a.htm).] | |
| | | (d) | [Amendment to the Fifth Amended and Restated Agreement of Limited Partnership Relating to the Series A Cumulative Redeemable Preferred Units, dated August 16, 2023 (incorporated by reference to Exhibit 3.4 in Regency’s Form 8-K filed on August 18, [removed: 2023)](https://www.sec.gov/Archives/edgar/data/910606/000119312523216029/d596241dex34.htm)] [added: 2023).](https://www.sec.gov/Archives/edgar/data/910606/000119312523216029/d596241dex34.htm)] | |
| | | (e) | [Amendment to the Fifth Amended and Restated Agreement of Limited Partnership Relating to the Series B Cumulative Redeemable Preferred Units, dated August 16, 2023 (incorporated by reference to Exhibit 3.5 in Regency’s Form 8-K filed on August 18, [removed: 2023)](https://www.sec.gov/Archives/edgar/data/910606/000119312523216029/d596241dex35.htm)] [added: 2023)](https://www.sec.gov/Archives/edgar/data/910606/000119312523216029/d596241dex35.htm).] | |
| | | | (iii) | [Third Supplemental Indenture dated as of August 17, 2015 to the Indenture dated as of December 5, 2001 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank, [removed: National](https://www.sec.gov/Archives/edgar/data/910606/000119312515294166/d26820dex41.htm)] [added: National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on August 18, 2015)](https://www.sec.gov/Archives/edgar/data/910606/000119312515294166/d26820dex41.htm).] |
| | | ~(i) | [Form of Indemnification Agreement, in each case dated as of November 2, 2023, between Regency Centers Corporation (the Company") and (1) each member of its Board of Directors of the Company and (2) each of Martin E. Stein, Jr. and Lisa Palmer (who are each also members of the Board), Michael J. Mas, Alan T. Roth, Nicholas A. Wibbenmeyer and each of the other [removed: executive] officers of the Company (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q filed on November 6, 2023).](https://www.sec.gov/Archives/edgar/data/910606/000095017023059213/reg-ex10_1.htm) | |
| | | ~(j) | [Form of Severance and Change of Control Agreement dated as of January 1, 2022, among Regency Centers Corporation, Regency Centers, L.P. and the executives listed below (incorporated by reference to Exhibit 10.1 of [removed: the](https://www.sec.gov/Archives/edgar/data/910606/000095017022000108/reg-ex10_1.htm)] [added: the Company's Form 8-K filed on January 6, 2022). The Severance and Change of Control Agreements dated January 1, 2022 and listed below are substantially identical except for the identities of the parties and the amount of severance for each which are described in Item 5.02(e) of referenced 8-K, before any further amendment included in the list below.](https://www.sec.gov/Archives/edgar/data/910606/000095017022000108/reg-ex10_1.htm)] | |
| 19. | [Insider Trading Policies and [removed: Procedures (incorporated by reference to Exhibit 19 to the Company's Form 10-K filed on February 16, 2024).](https://www.sec.gov/Archives/edgar/data/910606/000095017024016260/reg-ex19.htm)] [added: Procedures](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex19.htm)] | | | |
| 21. | [Subsidiaries of Regency Centers [removed: Corporation](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex21.htm)] [added: Corporation](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex21.htm)] | | | |
| 22. | [Subsidiary Guarantors and Issuers of Guaranteed [removed: Securities](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex22.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex22.htm)] | | | |
| | 23.1 | [Consent of KPMG LLP for Regency Centers Corporation and Regency Centers, [removed: L.P.](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex23_1.htm)] [added: L.P.](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex23_1.htm)] | | |
| | 31.1 | [Rule 13a-14 Certification of Chief Executive Officer for Regency Centers [removed: Corporation.](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex31_1.htm)] [added: Corporation.](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex31_1.htm)] | | |
| | 31.2 | [Rule 13a-14 Certification of Chief Financial Officer for Regency Centers [removed: Corporation.](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex31_2.htm)] [added: Corporation.](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex31_2.htm)] | | |
| | 31.3 | [Rule 13a-14 Certification of Chief Executive Officer for Regency Centers, [removed: L.P.](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex31_3.htm)] [added: L.P.](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex31_3.htm)] | | |
| | 31.4 | [Rule 13a-14 Certification of Chief Financial Officer for Regency Centers, [removed: L.P.](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex31_4.htm)] [added: L.P.](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex31_4.htm)] | | |
| | 32.1 | [18 U.S.C. § 1350 Certification of Chief Executive Officer for Regency Centers [removed: Corporation.](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex32_1.htm)] [added: Corporation.](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex32_1.htm)] |
| | 32.2 | [18 U.S.C. § 1350 Certification of Chief Financial Officer for Regency Centers [removed: Corporation.](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex32_2.htm)] [added: Corporation.](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex32_2.htm)] |
| | 32.3 | [18 U.S.C. § 1350 Certification of Chief Executive Officer for Regency Centers, [removed: L.P.](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex32_3.htm)] [added: L.P.](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex32_3.htm)] |
| | 32.4 | [18 U.S.C. § 1350 Certification of Chief Financial Officer for Regency Centers, [removed: L.P.](https://www.sec.gov/Archives/edgar/data/910606/000095017025021359/reg-ex32_4.htm)] [added: L.P.](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex32_4.htm)] |
| | | | (ii) | [Second Amendment to Sixth Amended and Restated Credit Agreement, dated as of May 6, 2025, by and among Regency Centers, L.P., as borrower, Regency Centers Corporation, as guarantor, Wells Fargo Bank, National Association, as Administrative Agent, and certain lenders party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q filed on August 4, 2025).](https://www.sec.gov/Archives/edgar/data/910606/000095017025101867/reg-ex10_1.htm) |
| | | | | |
| 99. | [U. S. Federal Income Tax Considerations.](https://www.sec.gov/Archives/edgar/data/910606/000119312526051668/reg-ex99.htm) | |
| | | |
| | | | | [Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on August 18, 2015)](https://www.sec.gov/Archives/edgar/data/910606/000119312515294166/d26820dex41.htm). |
| | | | [Company's Form 8-K filed on January 6, 2022). The Severance and Change of Control Agreements dated January 1, 2022 and listed below are substantially identical except for the identities of the parties and the amount of severance for each which are described in Item 5.02(e) of referenced 8-K, before any further amendment included in the list below.](https://www.sec.gov/Archives/edgar/data/910606/000095017022000108/reg-ex10_1.htm) | |
Item 16. Form 10-K Summary
16 rewritten, 2 added, 3 removed, 44 unchanged
| February [removed: 14, 2025] [added: 13, 2026] | | REGENCY CENTERS CORPORATION | | |
| February [removed: 14, 2025] [added: 13, 2026] | REGENCY CENTERS, L.P. | | |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Martin E. Stein, Jr. |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Lisa Palmer |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Michael J. Mas |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Terah L. Devereaux |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Gary [added: E.] Anderson |
| | | Gary [added: E.] Anderson, Director |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Bryce Blair |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ C. Ronald Blankenship |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Kristin A. Campbell |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Deirdre J. Evens |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Thomas W. Furphy |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Karin M. Klein |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ Peter Linneman |
| February [removed: 14, 2025] [added: 13, 2026] | | /s/ James H Simmons |
| February 13, 2026 | | /s/ Mark J. Parrell |
| | | Mark J. Parrell, Director |
| | | |
| February 14, 2025 | | /s/ David P. O'Connor |
| | | David P. O'Connor, Director |