REG 10-K Annual Report Dec. 31, 2024

REGENCY CENTERS CORP

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PROXIES

DEF 14A	Filed on May 7, 2025
DEF 14A	Filed on March 26, 2025
DEF 14A	Filed on May 1, 2024
DEF 14A	Filed on March 20, 2024
DEF 14A	Filed on March 22, 2023
DEF 14A	Filed on April 29, 2022
DEF 14A	Filed on March 18, 2022
DEF 14A	Filed on March 24, 2021
DEF 14A	Filed on March 13, 2020
DEF 14A	Filed on March 21, 2019
DEF 14A	Filed on March 12, 2018
DEF 14A	Filed on March 14, 2017
DEF 14A	Filed on March 14, 2016
DEF 14A	Filed on March 27, 2015
DEF 14A	Filed on March 18, 2014
DEF 14A	Filed on March 22, 2013
DEF 14A	Filed on March 15, 2012
DEF 14A	Filed on March 24, 2011
DEF 14A	Filed on March 25, 2010

10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K


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

For the fiscal year ended December 31 , 2024


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 1-12298 (Regency Centers Corporation)

Commission File Number 0-24763 (Regency Centers, L.P.)

REGENCY CENTERS CORPORATION

REGENCY CENTERS, L.P.

(Exact name of registrant as specified in its charter)


Florida (REGENCY CENTERS CORPORATION)		59-3191743
Delaware (REGENCY CENTERS, L.P.)		59-3429602
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

One Independent Drive , Suite 114 Jacksonville , Florida 32202		( 904 ) 598-7000
(Address of principal executive offices) (zip code)		(Registrant's telephone number, including area code)

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

Regency Centers Corporation


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.01 par value	REG	The Nasdaq Stock Market LLC
6.250% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share	REGCP	The Nasdaq Stock Market LLC
5.875% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share	REGCO	The Nasdaq Stock Market LLC

Regency Centers, L.P.


Title of each class	Trading Symbol	Name of each exchange on which registered
None	N/A	N/A

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

Regency Centers Corporation: None

Regency Centers, L.P.: Units of Partnership Interest

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Regency Centers Corporation Yes ☒ No ☐ Regency Centers, L.P. Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act

Regency Centers Corporation Yes ☐ No ☒ Regency Centers, L.P. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Regency Centers Corporation Yes ☒ No ☐ Regency Centers, L.P. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Regency Centers Corporation Yes ☒ No ☐ Regency Centers, L.P. Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

Regency Centers Corporation:


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

Regency Centers, L.P.:


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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Regency Centers Corporation ☐ Regency Centers, L.P. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

Regency Centers Corporation ☒ Regency Centers, L.P. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Regency Centers Corporation ☐ Regency Centers, L.P. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to Section 240.10D-1(b).

Regency Centers Corporation ☐ Regency Centers, L.P. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Regency Centers Corporation Yes ☐ No ☒ Regency Centers, L.P. Yes ☐ No ☒

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.

Regency Centers Corporation $ 11.2 billion Regency Centers, L.P. N/A

The number of shares outstanding of the Regency Centers Corporation’s common stock was 181,365,237 as of February 11, 2025.

Documents Incorporated by Reference

Portions of Regency Centers Corporation's proxy statement, prepared in connection with its upcomin g 2025 Annual Meeting of Shareholders, are incorporated by reference in Part III of this Annual Report on Form 10-K to the extent described therein.

EXPLANATORY NOTE

This Annual Report on Form 10-K (this "Report") combines the annual reports on Form 10-K for the year ended December 31, 2024, 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. The terms "the Company," "Regency Centers," "Regency," "we," "our," and "us" as used in this Report mean the Parent Company, the Operating Partnership and their controlled subsidiaries, collectively.

The Parent Company is a real estate investment trust ("REIT") and the general partner of the Operating Partnership. As the sole general partner of the Operating Partnership, the Parent Company has exclusive control of the Operating Partnership's day-to-day management. The Operating Partnership's capital includes general and limited common partnership units ("Common Units"). As of December 31, 2024, the Parent Company owned approximately 99.4% of the Common Units in the Operating Partnership. The remaining Common Units, which are all limited Common Units, are owned by third party investors. In addition to the Common Units, the Operating Partnership has also issued two series of preferred units: the 6.250% Series A Cumulative Redeemable Preferred Units (the "Series A Preferred Units") and the 5.875% Series B Cumulative Redeemable Preferred Units (the "Series B Preferred Units"). The Parent Company currently owns all of the Series A Preferred Units and Series B Preferred Units. The Series A Preferred Units and Series B Preferred Units are sometimes referred to collectively as the "Preferred Units."

The Company believes combining the annual reports on Form 10-K of the Parent Company and the Operating Partnership into this single report provides the following benefits:

•

Enhances investors' understanding of the Parent Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;

•

Eliminates duplicative disclosure and provides a more streamlined and readable presentation; and

•

Creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.

Management operates the Parent Company and the Operating Partnership as one business. The management of the Parent Company consists of the same individuals as the management of the Operating Partnership. These individuals are officers of the Parent Company, and officers and employees of the Operating Partnership.

The Company believes it is important to understand the key differences between the Parent Company and the Operating Partnership in the context of how the Parent Company and the Operating Partnership operate as a consolidated company. The Parent Company is a REIT, whose only material asset is its ownership of Common and Preferred Units of the Operating Partnership. As a result, the Parent Company does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing public equity from time to time and guaranteeing certain debt of the Operating Partnership. Except for $200 million of unsecured private placement debt, the Parent Company does not directly hold any indebtedness, but guarantees all of the unsecured debt of the Operating Partnership. The Operating Partnership, directly or indirectly, is also the co-issuer and guarantor of the $200 million Parent Company’s unsecured private placement debt referenced above. The Operating Partnership holds all the assets of the Company and ownership of the Company's subsidiaries and equity interests in its joint ventures. Except for net proceeds from public equity issuances by the Parent Company, which are contributed to the Operating Partnership in exchange for Common Units or Preferred Units, the Operating Partnership generates all other capital required by the Company's business. These sources include the Operating Partnership's operations, its direct or indirect incurrence of indebtedness, and the issuance of Common Units and Preferred Units.

Shareholders' equity, partners' capital, and noncontrolling interests are the main areas of difference between the Consolidated Financial Statements of the Parent Company and those of the Operating Partnership. The Operating Partnership's capital includes the Common Units and the Preferred Units. The limited partners' Common Units in the Operating Partnership owned by third parties are accounted for in partners' capital in the Operating Partnership's financial statements and outside of shareholders' equity in noncontrolling interests in the Parent Company's financial statements. The Preferred Units owned by the Parent Company are eliminated in consolidation in the accompanying consolidated financial statements of the Parent Company and are classified as preferred units of the general partner in the accompanying consolidated financial statements of the Operating Partnership.

In order to highlight the differences between the Parent Company and the Operating Partnership, there are sections in this Report that separately discuss the Parent Company and the Operating Partnership, including separate financial statements, controls and procedures sections, and separate Exhibit 31 and 32 certifications. In the sections that combine disclosure for the Parent Company and the Operating Partnership, this Report refers to actions or holdings as being actions or holdings of the Company.

As general partner with control of the Operating Partnership, the Parent Company consolidates the Operating Partnership for financial reporting purposes, and the Parent Company does not have assets other than its investment in the Operating Partnership. Therefore, while shareholders' equity and partners' capital differ as discussed above, the assets and liabilities of the Parent Company and the Operating Partnership are the same on their respective financial statements.

TABLE OF CONTENTS




Item No.		Form 10-K Report Page

	PART I

1.	Business	2

1A.	Risk Factors	8

1B.	Unresolved Staff Comments	22

1C.	Cybersecurity	22

2.	Properties	24

3.	Legal Proceedings	41

4.	Mine Safety Disclosures	41

	PART II

5.	Market for the Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities	41

6.	Reserved	42

7.	Management's Discussion and Analysis of Financial Condition and Results of Operations	43

7A.	Quantitative and Qualitative Disclosures About Market Risk	58

8.	Financial Statements and Supplementary Data	60

9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	128

9A.	Controls and Procedures	128

9B.	Other Information	129

9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspection	129

	PART III

10.	Directors, Executive Officers and Corporate Governance	129

11.	Executive Compensation	130

12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	130

13.	Certain Relationships and Related Transactions, and Director Independence	130

14.	Principal Accountant Fees and Services	130

	PART IV

15.	Exhibits and Financial Statement Schedules	131

16.	Form 10-K Summary	134

	SIGNATURES

17.	Signatures	135

Forward-Looking Statements

Certain statements in this document regarding anticipated financial, business, legal or other outcomes including business and market conditions, outlook and other similar statements relating to Regency's future events, developments, or financial or operational performance or results, are "forward-looking statements" made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as "may," "will," "could," "should," "would," "expect," "estimate," "believe," "intend," "forecast," "project," "plan," "anticipate," "guidance," and other similar language. However, the absence of these or similar words or expressions does not mean a statement is not forward-looking. While we believe these forward-looking statements are reasonable when made, forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance these expectations will be attained, and it is possible actual results may differ materially from those indicated by these forward-looking statements due to a variety of risk factors, including, without limitation, risk factors relating to:

•

The Current Economic and Geopolitical Environments

•

Pandemics or other Health Crises

•

Operating Retail-Based Shopping Centers

•

Real Estate Investments

•

The Environment Affecting Our Properties

•

Corporate Matters

•

Our Partnerships and Joint Ventures

•

Funding Strategies and Capital Structure

•

Information Management and Technology

•

Taxes and the Parent Company’s Qualification as a REIT

•

The Company’s Stock

As more specifically described in "Item 1A. Risk Factors " of this Report. When considering an investment in our securities, you should carefully read the risk factors described in Item 1A and consider these risks, together with all other information in our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and our other filings with and submissions to the Securities and Exchange Commission ("SEC"). If any of the events described in the risk factors actually occur, our business, financial condition or operating results, as well as the market price of our securities, could be materially adversely affected. Forward-looking statements are only as of the date they are made, and Regency undertakes no duty to update its forward-looking statements, whether as a result of new information, future events or developments or otherwise, except as and to the extent required by law.

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 environmental, social, and governance ("ESG") standards and frameworks, which are followed by certain of our investors. These 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 policies, or other factors, some of which may be beyond our control.

PAR T I

Item 1. B usiness

Regency Centers Corporation is a fully integrated real estate company and self-administered and self-managed real estate investment trust that began its operations as a publicly-traded REIT in 1993. Our corporate headquarters are located at One Independent Drive, Suite 114, Jacksonville, Florida. Regency Centers, L.P. is a subsidiary through which Regency Centers Corporation conducts substantially all of its operations, and which owns, directly or indirectly, substantially all of its assets. Our business consists of acquiring, developing, owning, and operating income-producing retail real estate principally located in suburban trade areas with compelling demographics within the United States of America ("USA" or "United States"). We generate revenues by leasing space to necessity, service, convenience, and value-based retailers serving the essential needs of our communities. Regency has been an S&P 500 Index member since 2017.

As of December 31, 2024, we had full or partial equity ownership interests in 482 properties, primarily anchored by market leading grocery stores, encompassing 57.3 million square feet ("SF") of gross leasable area ("GLA"). Our Pro-rata share of this GLA is 48.8 million square feet, 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 demographics, formats and locations. Our mission is to create thriving environments for retailers and service providers to connect with surrounding neighborhoods and communities. Our vision is to elevate quality of life as an integral thread in the fabric of our communities. Our portfolio includes thriving properties merchandised with highly productive grocers, restaurants, service providers, and best-in-class retailers that connect with their neighborhoods, communities, and customers.

Our values:

•

We are our people: Our people are our greatest asset, and we believe that our highly skilled and talented team makes us better.

•

We do what is right: We act with unwavering standards of honesty and integrity.

•

We connect with our communities: We promote philanthropic ideas and strive for the betterment of our neighborhoods by giving our time and financial support.

•

We are responsible: Our duty is to balance purpose and profit, being good stewards of capital and the environment for the benefit of all our stakeholders.

•

We strive for excellence: When we are passionate about what we do, it is reflected in our performance.

•

We are better together: When we listen to each other and our customers, we will succeed together.

Our goals are to:

•

Own and manage a portfolio of high-quality neighborhood and community shopping centers anchored primarily by market leading grocers and principally located in suburban trade areas in the most desirable metro areas in the United States. We believe that this strategy will result in highly desirable and attractive centers with best-in-class retailers. These centers should command higher rental and occupancy rates resulting in excellent prospects to grow net operating income ("NOI");

•

Create shareholder value by increasing earnings and dividends per share that generate total returns at or near the top of our shopping center peers;

•

Maintain an industry leading, disciplined development and redevelopment platform to create exceptional retail centers that deliver favorable returns;

•

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 profile; and

•

Implement ESG practices through our Corporate Responsibility program to support and enhance our business goals and objectives.

Key strategies to achieve our goals are to:

•

Generate same property NOI growth that over the long-term consistently ranks at or near the top of our shopping center peers;

•

Reinvest free cash flow and portfolio enhancement disposition proceeds into high-quality developments, redevelopments and acquisitions in a long term accretive manner;

•

Maintain a conservative balance sheet that provides liquidity, financial flexibility and cost-effective funding of investment opportunities, while also managing debt maturities that enable us to weather economic downturns;

•

Pursue investor and business-driven ESG-related practices; and

•

Attract, retain, and engage an exceptional team with a range of skills and experiences that is guided by our values while fostering an environment of innovation and continuous improvement.

Competition

We are among the largest owners of shopping centers in the USA based on revenues, number of properties, GLA, and market capitalization. There are numerous companies and individuals engaged in our line of business that compete with us in our targeted markets, including grocery store chains that own shopping centers and also anchor some of our shopping centers. This dynamic results in competition for attracting tenants as well as acquiring existing shopping centers and new development sites. In addition, brick and mortar shopping centers face continued competition from alternative shopping and delivery methods. We believe that our competitive advantages are driven by:

•

the market areas in which we operate, and the locations of our shopping centers within those trade areas;

•

the quality of our shopping centers including our strategy of maintaining and renovating these centers to our high standards;

•

the compelling demographics surrounding our shopping centers;

•

our relationships with our anchor, shop, and out-parcel tenants;

•

our experienced leadership team and cycle-tested expertise; and

•

our ability to successfully develop, redevelop, and acquire shopping centers.

Corporate Responsibility and Human Capital

We strive to create thriving environments for retailers and service providers to connect with surrounding neighborhoods and communities. This is essential for our business and our tenants' businesses. For this reason, corporate responsibility is a foundational strategy of Regency. We believe that alignment of strategy and business sustainability is critical to the long-term success of our Company, our shareholders, the environment, and the communities in which we operate. To achieve this alignment, our corporate responsibility strategy and practices are built on four pillars:

•

Our People;

•

Our Communities;

•

Ethics and Governance; and

•

Environmental Stewardship.

These practices are guided by three overarching concepts: long-term value creation, our Regency brand and reputation, and the importance of maintaining our culture, which has been a crucial driver of our long-term success. Our continued commitment to these concepts helps to guide our business strategy, and identify and focus on key corporate responsibility-related drivers that we expect to contribute to our future success.

We regularly review our corporate responsibility strategies, goals, and objectives under these four pillars with our Board of Directors (or the "Board") and its committees, which oversee our programs. More information about our corporate responsibility strategy, goals, performance, and reporting, including our annual Corporate Responsibility Report, and our policies and practices related to corporate responsibility, is available on our website at www.regencycenters.com. The content of our website and other information contained therein, including relating to corporate responsibility, is not incorporated by reference into this Report or in any other report or document we file with the SEC, and any references to our website are intended to be inactive textual references only.

With respect to each of these four pillars:

Our People – Our people are our most important asset, and we strive to ensure that they are engaged, passionate about their work, connected to their teams, and supported to deliver their best performance. Regency recognizes and values the importance to the Company's success of attracting and retaining talented individuals with different skills, backgrounds, and experiences to encourage diversity of thought and ideas. In addition, we strive to maintain a safe and healthy workspace, promote employee well-being, and empower our employees by focusing on their personal and professional development through training and education opportunities.

As of December 31, 2024, we had 500 employees, including 5 part-time employees. We presently maintain 24 market offices nationwide, including our corporate headquarters in Jacksonville, Florida. None of our employees are represented by a collective bargaining unit, and we believe our relationship with our employees is good.

Our strategy focuses on promoting and advancing high-quality skills and experiences across our organization. The goals of this strategy are to attract, recruit, and retain a talented group of employees to grow, develop, and succeed, as we collectively work to implement our mission and contribute to the long-term strategic, operational and financial success of the organization. Furthermore, aligned with our near-and long-term human capital goals, we remained focused on employee engagement, leveraging our annual employee survey to identify opportunities to improve and further engage our people.

Culture - We believe that much of our success is rooted in our teams and our commitment to a vibrant and welcoming culture. We continue to foster a culture in which everyone is respected, valued, and has an opportunity to contribute and thrive.

Human Rights – Regency is committed to a workplace free from discrimination and harassment and is focused on advancing fundamental human rights. Anti-discrimination and anti-harassment training is provided to all employees at orientation, and annually thereafter.

Talent Attraction and Retention – Our core values place a strong importance on our people, which are our greatest asset and whom we believe make us an employer of choice. We understand the importance of attracting and retaining the best talent to sustain our history of success and build long-term value. We strive to offer some of the most competitive pay 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.

Training and Development – We strive to provide an environment where our people are connected to their teams, passionate about what they do, and supported to deliver their best efforts and results. From individual contributors to managers and senior leaders, we want to empower our employees to take control of their career growth and realize their full potential through meaningful training and development opportunities.

Health, Safety, and Well-Being – The safety, health, and well-being of our people are a top priority for Regency. We strive to provide a benefit package that is comprehensive, competitive, and thoughtfully designed to attract and retain the best in the business. We prioritize employee safety at our centers and offices, and require contractors working at our sites to engage in safe work practices.

Our Communities – Our predominately grocery-anchored neighborhood and community shopping centers provide many benefits to the communities in which we live and work, including significant local economic impact in the form of investment, jobs, and taxes. Our local teams are passionate about investing in and engaging with our communities as they customize and curate our centers to create a distinctive environment to bring our tenants and shoppers together for the best retail experience. We are continually reinvesting in our centers, to enhance placemaking and the overall environment for our tenants and shoppers.

We believe philanthropy and charitable giving are important elements of our corporate responsibility commitment to the communities in which we operate. Throughout 2024, Regency supported its employees to serve and invest in community organizations through volunteer and financial support. Charitable contributions were made directly by the Company, as well as by the vast majority of our employees who donated their time and money to local non-profits directly serving their communities.

Ethics and Governance – As long-term stewards of our investors’ capital, we are committed to best-in-class corporate governance. To create long-term value for our stakeholders, we place great emphasis on our culture and core values, the integrity and transparency of our reporting practices, and our overall governance structure in respect of oversight and shareholder rights.

To continue to strive for the best achievable mix of skills, experience, backgrounds, tenures, competencies, and other personal and professional attributes, Regency’s Board of Directors annually reviews its overall composition and succession planning process to ensure that it aligns with Regency’s ongoing commitment to board refreshment and best-in-class corporate governance.

Environmental Stewardship – We believe sustainability of our assets, business, and the environment for the long term is in the best interest of our investors, tenants, employees, and the communities in which we operate. We continue to integrate sustainable practices that aim to promote environmental stewardship and resilience throughout our business operations.

We have identified specific strategic priorities intended to foster sustainable business practices and minimize both our environmental impact and the long-term risks to Regency’s business: green building, energy efficiency, electric vehicle charging stations, renewable energy, greenhouse gas emissions ("GHG") reduction, water conservation, waste management, and climate change as it applies to our real estate portfolio. We believe these strategic priorities are not only the right thing to do to address environmental concerns such as climate change, resource scarcity and pollution (including GHG emissions reduction), but also support our achievement of key strategic financial and business objectives relating to our operations and development and redevelopment projects.

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. Aligned with the Science Based Targets initiative (SBTi), 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. 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 tenants, and our stance in addressing environmental challenges and contributing to a sustainable future. Regency’s progress towards these targets, together with our overall sustainability strategy, are further described in our 2023 Corporate Responsibility Report, which report is not incorporated by reference hereto. Based on our current estimates and asset base, we do not expect the pursuit of these targets to materially impact our operating results and financial condition in the near term.

As a long-term owner, operator, and developer of real estate, we acknowledge the potential for climate change to have a material impact on our properties, people, and long-term success. Regency wants to ensure that our properties can safely, sustainably, responsibly and profitably withstand the test of time. We continue to refine our understanding of our exposure to climate-related impacts by conducting ongoing property-level analysis as well as the risks that climate change may pose to our business.

Compliance with Governmental Regulations

We are subject to various regulatory and tax-related requirements within the jurisdictions in which we operate. Changes to such requirements, or the interpretation of such requirements by applicable regulatory bodies or the judiciary, may result in unanticipated material financial impacts or adverse tax consequences and could materially affect our operating results and financial condition. Significant regulatory requirements include the laws and regulations described below.

REIT Laws and Regulations

We have elected to be taxed as a REIT under the federal income tax laws. As a REIT, we are generally not subject to federal income tax on taxable income that we distribute to our shareholders. Under the Internal Revenue Code (the "Code"), REITs are subject to numerous regulatory requirements, including the requirement to generally distribute at least 90% of taxable income each year, excluding any net capital gains. We will be subject to federal income tax on our taxable income at regular corporate rates if we fail to qualify as a REIT for tax purposes in any taxable year, or to the extent we distribute less than 100% of our taxable income. We will also generally not qualify for treatment as a REIT for federal income tax purposes for four years following the year during which qualification is lost. 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 have elected to treat certain of our subsidiaries as taxable REIT subsidiaries ("TRS"). In general, a TRS may engage in any real estate business and certain non-real estate businesses, subject to certain limitations under the Code. A TRS is subject to federal and state income taxes which, to date, have not been material to us.

Environmental Laws and Regulations

Under various federal, state and local laws, ordinances and regulations (collectively, "environmental laws"), we may be liable for some or all of the cost to assess and remediate certain hazardous substances at our shopping centers. To the extent any environmental issues arise, they most typically stem from the historic practices of current and former dry cleaners, gas stations, automotive repair shops, and other similar businesses at our centers, as well as the presence of asbestos in some structures. These environmental laws often impose liability without regard to whether the owner knew of, or committed the acts or omissions that caused the presence of the hazardous substances. The presence of such substances, or the failure to properly address contamination caused by such substances, may adversely affect our ability to sell or lease the property or borrow using the property as collateral, and could result in claims by and liabilities to third parties relating to contamination that emanated from our properties. Although we have a number of properties that could require or are currently undergoing varying levels of assessment and remediation, known environmental liabilities are not currently expected to have a material impact on our financial condition.

Information About Our Executive Officers

Our executive officers are appointed by our Board of Directors and each of our executive officers has been employed by us for more than five years. As of the date of this Report, our executive officers are:


Name	Age		Title	Executive Officer in Position Shown Since
Martin E. Stein, Jr.		72	Executive Chairman of the Board of Directors	2020 (1)
Lisa Palmer		57	President and Chief Executive Officer	2020 (2)
Michael J. Mas		49	Executive Vice President, Chief Financial Officer	2019 (3)
Alan T. Roth		49	East Region President & Chief Operating Officer	2023 (4)
Nicholas A. Wibbenmeyer		44	West Region President & Chief Investment Officer	2023 (5)

(1)

Mr. Stein was appointed Executive Chairman of the Board of Directors effective January 1, 2020. Prior to this appointment, Mr. Stein served as Chief Executive Officer from 1993 through December 31, 2019 and Chairman of the Board since 1999.

(2)

Ms. Palmer was named Chief Executive Officer effective January 1, 2020, in addition to her responsibilities as President, a position she has held since January 2016. Prior to this appointment, Ms. Palmer served as Chief Financial Officer since January 2013. Prior to that, Ms. Palmer served as Senior Vice President of Capital Markets since 2003 and has been with the Company since 1996.

(3)

Mr. Mas was named Executive Vice President, Chief Financial Officer effective August 2019. Prior to this appointment, Mr. Mas served as Managing Director, Finance, since February 2017, and Senior Vice President, Capital Markets, since 2013, and has been with the Company since 2003.

(4)

Mr. Roth was named East Region President & Chief Operating Officer, effective January 1, 2024. Prior to this appointment, Mr. Roth served as Executive Vice President, National Property Operations and East Region President, since 2023, and Senior Managing Director, East Region since 2020. Prior to that, he served as Managing Director Northeast Region since 2016 and has been with the Company since 1997.

(5)

Mr. Wibbenmeyer was named West Region President & Chief Investment Officer, effective January 1, 2024. Prior to this appointment, Mr. Wibbenmeyer served as Executive Vice President, West Region President since 2023 and Senior Managing Director, West Region since 2020. Prior to that, he served as Managing Director of Florida and the Midwest Region since 2016, and has been with the Company since 2005.

Company Website Access and SEC Filings

Our website may be accessed at www.regencycenters.com . Our filings with the SEC can be accessed free of charge through our website promptly after filing; however, in the event that the website is inaccessible, we will provide paper copies of our most recent annual report on Form 10-K, the most recent quarterly report on Form 10-Q, current reports filed or furnished on Form 8-K, and all related amendments, excluding exhibits, free of charge upon request. These filings are also accessible on the SEC's website at www.sec.gov . The content of our website is not incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the SEC, and any references to our website are intended to be inactive textual references only.

General Information

Our registrar and stock transfer agent is Broadridge Corporate Issuer Solutions, LLC ("Broadridge"), Edgewood, NY.

The Company's stock is listed on the NASDAQ Global Select Market, with its common stock traded under the ticker symbol "REG," and the Company's 6.250% Series A Cumulative Redeemable Preferred Stock, and 5.875% Series B Cumulative Redeemable Preferred Stock trade under the ticker symbols "REGCP," and "REGCO," respectively.

Our independent registered public accounting firm is KPMG LLP , Jacksonville, Florida , Firm ID 185 .

Non-GAAP Measures

In addition to the required Generally Accepted Accounting Principles ("GAAP") presentations, we use and report certain non-GAAP measures as we believe these measures improve the understanding of our operational results. We believe these non-GAAP 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 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 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 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 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 measures. In order to compensate for these limitations, reconciliations of the non-GAAP measures we use to their most directly comparable GAAP measures are provided. Non-GAAP measures should not be relied upon in evaluating the financial condition, results of operations, or future prospects of the Company.

Our non-GAAP measures include the following:

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Adjusted Funds From Operations ("AFFO") is an additional performance measure we use that reflects cash available to fund the Company’s business needs and distribution to shareholders. AFFO is calculated by adjusting Core Operating Earnings ("COE") for (i) capital expenditures necessary to maintain and lease our portfolio of properties, (ii) debt cost and derivative adjustments and (iii) stock-based compensation.

•

Core Operating Earnings is an additional performance measure we use because the computation of Nareit Funds from Operations ("Nareit FFO") includes certain non-comparable items that affect our period-over-period performance. Core Operating Earnings excludes from Nareit FFO: (i) transaction related income or expenses, (ii) gains or losses from the early extinguishment of debt, (iii) certain non-cash components of earnings derived from straight-line rents, above and below market rent amortization, and debt and derivative mark-to-market amortization, and (iv) other amounts as they occur. We provide reconciliations of both Net Income Attributable to Common Shareholders to Nareit FFO and Nareit FFO to Core Operating Earnings.

•

Nareit Funds from Operations ("Nareit FFO") is a commonly used measure of REIT performance, which Nareit defines as net income, computed in accordance with GAAP, excluding gains on sales and impairments of real estate, net of tax, plus depreciation and amortization, and after adjustments for unconsolidated real estate investment partnerships and joint ventures. We compute Nareit FFO for all periods presented in accordance with Nareit's definition.

Companies use different depreciable lives and methods, and real estate values historically fluctuate with market conditions. Since Nareit FFO excludes depreciation and amortization and gains on sale and impairments of real estate, it provides a performance measure that, when compared year over year, reflects the impact on operations from trends in percent leased, rental rates, operating costs, acquisition and development activities, and financing costs. This provides a perspective of our financial performance not immediately apparent from net income determined in accordance with GAAP. Thus, Nareit FFO is a supplemental non-GAAP financial measure of our operating performance, which does not represent cash generated from operating activities in accordance with GAAP; and, therefore, should not be considered a substitute measure of cash flows from operations. We provide a reconciliation of Net Income Attributable to Common Shareholders to Nareit FFO.

•

Net Operating Income ("NOI") is the sum of base rent, percentage rent, termination fee income, tenant recoveries, other lease income, and other property income, less operating and maintenance expenses, real estate taxes, ground rent, termination expense, and uncollectible lease income. NOI excludes straight-line rental income and expense, above and below market rent and ground rent amortization, tenant lease inducement amortization, and other fees. We also provide disclosure of NOI excluding termination fees, which excludes both termination fee income and expenses.

Management believes that NOI is a useful measure for investors because it provides insight into the core operations and performance of our properties, independent of the capital structure, financing activities, and non-operating factors. By focusing on property-level performance, NOI allows investors to compare the performance of our real estate assets across periods and with those of other REIT peers in the industry, facilitating a clearer understanding of trends in occupancy, rental income, and operating expense management. In addition to its relevance for investors, management uses NOI as a key performance metric in making operational and strategic decisions. NOI is used to evaluate income generated from shopping centers (i.e., return on assets) and to guide decisions on capital investments. These decisions may include acquisitions, redevelopments, and investments in capital improvements.

•

Pro-rata information includes 100% of our consolidated properties plus our economic share (based on our ownership interest) in our unconsolidated real estate investment partnerships.

We provide Pro-rata financial information because we believe it assists investors and analysts in estimating our economic interest in our consolidated and unconsolidated real estate investment partnerships, when read in conjunction with our reported results under GAAP. We believe presenting our Pro-rata share of assets, liabilities, operating results, and other metrics, along with certain other non-GAAP measures, makes comparisons of our operating results to those of other REITs more meaningful. The Pro-rata information provided is not, nor is it intended to be, presented in accordance with GAAP. 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 portfolio

The Pro-rata information is prepared on a basis consistent with the comparable consolidated amounts and is intended to more accurately reflect our proportionate economic interest in the assets, liabilities, and operating results of properties in our portfolio. We do not control the unconsolidated real estate partnerships, and the Pro-rata presentations of the assets and liabilities, and revenues and

expenses do not represent our legal claim to such items. The partners are entitled to profit or loss allocations and distributions of cash flows according to the operating agreements, which generally provide for such allocations according to their invested capital. Our share of invested capital establishes the ownership interests we use to prepare our Pro-rata share.

The presentation of Pro-rata information has limitations which include, but are not limited to, the following:

The amounts shown on the individual line items were derived by applying our overall economic ownership interest percentage determined when applying the equity method of accounting and do not necessarily represent our legal claim to the assets and liabilities, or the revenues and expenses; and

Other companies in our industry may calculate their Pro-rata interest differently, limiting the comparability of Pro-rata information.

Because of these limitations, the Pro-rata financial information should not be considered independently or as a substitute for our financial statements as reported under GAAP. We compensate for these limitations by relying primarily on our GAAP financial statements, using the Pro-rata information as a supplement.

Other Defined Terms

The following terms, as defined, are commonly used by management and the investing public to understand, and evaluate our operational results, and are included in this document:

•

Development Completion is a Property in Development that is deemed complete upon the earlier of: (i) 90% of total estimated net development costs have been incurred and percent leased equals or exceeds 95%, or (ii) the property features at least two years of anchor operations. Once deemed complete, the property is termed a Retail Operating Property.

•

A Non-Same Property is any property, during either calendar year period being compared, that was acquired, sold, a Property in Development, a Development Completion, or a property under, or being positioned for, significant redevelopment that distorts comparability between periods. Non-retail properties and corporate activities, including the captive insurance program, are part of Non-Same Property.

•

Property In Development includes properties in various stages of ground-up development.

•

Property In Redevelopment includes Retail Operating Properties under redevelopment or being positioned for redevelopment. Unless otherwise indicated, a Property in Redevelopment is included in the Same Property pool.

•

Redevelopment Completion is a Property in Redevelopment that is deemed complete upon the earlier of: (i) 90% of total estimated project costs have been incurred and percent leased equals or exceeds 95% for the Company owned GLA related to the project, or (ii) the property features at least two years of anchor operations, if applicable.

•

Retail Operating Property is any retail property not termed a Property in Development. A retail property is any property where the majority of the income is generated from retail uses.

•

Same Property is a Retail Operating Property that was owned and operated for the entirety of both calendar year periods being compared. This term excludes Properties in Development, prior year Development Completions, and Non-Same Properties. Properties in Redevelopment are included unless otherwise indicated.

Item 1A. R isk Factors

Our operations are subject to a number of risks and uncertainties including, but not limited to, those listed below. When considering an investment in our securities, carefully read and consider these risks, together with all other information in our other filings and submissions to the SEC, which provide additional information and detail. If any of the events described in the following risk factors actually occur, our business, financial condition 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 Environments

Interest rates in the current economic environment may adversely impact our cost to borrow, real estate valuation, and stock price.

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.

Additionally, high interest rates adversely impact our cost of borrowing. 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. Prolonged periods of high interest rates may also negatively impact the valuation of our real estate asset portfolio and could result in a decline of our stock price and market capitalization, which may adversely impact our ability to raise equity capital on favorable terms through sales of our common shares, including through our At the Market ("ATM") program.

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. Further, we may experience higher costs for tenant buildouts, as costs of materials and labor may increase and supply and availability of both may become more limited.

Unfavorable developments that may affect the banking and financial services industry could adversely affect our business, liquidity and financial condition, and overall results of operations.

Liquidity constraints or lack of available credit, the failure of individual institutions, or the inability of individual institutions or the banking and financial service industry generally to meet their contractual obligations, could significantly impair our access to capital, delay access to deposits or other financial assets, or cause actual loss of funds subject to cash management arrangements. Similarly, these events, concerns or speculation could result in less favorable commercial financing terms, including higher interest rates or costs and tighter financial and operating covenants, or systemic limitations on access to credit and liquidity sources, thereby making it more difficult for us and our tenants to acquire financing on acceptable terms or at all. Additionally, our critical vendors and business partners also could be adversely affected by these risks as described above, which in turn could result in their committing a breach or default under their contractual agreements with us, their insolvency or bankruptcy, or other adverse effects.

Any decline in available funding, lack of credit in the commercial real estate market, or access to cash and liquidity resources, or non-compliance of banking and financial services counterparties with their contractual commitments to us, our tenants or our critical vendors and business partners could, among other risks, have material adverse impacts on our ability to meet our operating expenses and other financial needs, could result in breaches of our financial and/or contractual obligations, and could have material adverse impacts on our business, financial condition and results of operations.

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. It is unclear whether and when these geopolitical challenges and uncertainties will be mitigated or resolved, and what effects they may have on global political and economic conditions over the long term. 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.

Risk Factors Related to Pandemics or other Public Health Crises

Pandemics or other public health crises, may adversely affect our tenants' financial condition, the profitability of our properties, and our access to the capital markets and could have a material adverse effect on our business, results of operations, cash flows and financial condition.

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 pandemic, such as COVID-19, or other public health crises. Our tenants' ability to respond to these disruptions and uncertainties, including adjusting to governmental orders and changes in their customers' shopping habits and behaviors, may impact their ability to survive, and as it relates to the Company, their ability to comply with their lease obligations. Therefore, our future results of operations and overall financial performance could be uncertain should a pandemic or other public health crises occur.

Risk Factors Related to Operating Retail-Based Shopping Centers

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:

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changes in national, regional and local economic conditions;

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changes in population and migration patterns to/from the markets in which we operate;

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deterioration in the competitiveness and creditworthiness of our retail tenants;

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increased competition from the use of e-commerce by retailers and consumers as well as other concepts that could impact more traditional retail;

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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;

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tenant bankruptcies and subsequent rejections of our leases;

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reductions in consumer spending and retail sales, including inflationary impacts on consumer behavior;

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reduced tenant demand for retail space;

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oversupply of retail space;

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reduced consumer demand for certain retail categories;

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consolidation within the retail sector;

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increased operating costs attendant to owning and operating retail shopping centers;

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perceptions by retailers and shoppers of the safety, convenience and attractiveness of our properties; and

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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.

Shifts in retail trends, sales, and delivery methods between brick and mortar stores, e-commerce, home delivery, and curbside pick-up 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 home and the delivery or curbside pick-up of items ordered online. Retailers are constantly considering these customer buying habits and other trends when making decisions regarding their brick and mortar stores and how they will compete and innovate in a rapidly changing retail environment. Many retailers in our shopping centers provide services or sell goods which have historically been less likely to be purchased online; however, the continuing change in customer buying habits, including e-commerce sales in all retail categories may cause retailers to adjust the size or number of their retail locations in the future or close stores. For example, our grocer tenants are incorporating e-commerce concepts through home delivery and curbside pick-up, which could reduce foot traffic at our centers. These alternative delivery methods are more likely to impact foot traffic at our centers in certain higher-income markets

where consumers are willing to pay premiums for such services. Changes in customer buying habits and shopping trends may also impact the profitability and financial condition of retailers that do not adapt to changes in market conditions, and therefore may impact their ability to pay rent. This shift may adversely impact our percent leased and rental rates, which would impact our results of operations and cash flows.

Changing economic and retail market conditions in geographic areas where our properties are concentrated may reduce our revenues and cash flow.

Economic conditions in markets where our properties are concentrated can greatly influence our financial performance. Our real estate properties located in California, Florida and the New York-Newark-Jersey City core-based statistical area accounted for 23.4% 20.5%, and 12.3% of our annualized base rent ("ABR"), respectively. Our revenues and cash flow may be adversely affected by this geographic concentration if market conditions, such as supply of or demand for retail space, deteriorate more significantly in these states compared to other geographic areas. Additionally, there is a risk that businesses and residents in major metropolitan cities may relocate to different states or suburban markets.

Our success depends on the continued presence and success of our "anchor" tenants.

"Anchor Tenants" (tenants occupying 10,000 square feet or more) 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. Our net income and cash flow may be adversely affected by the loss of revenues and incurrence of additional costs in the event a significant Anchor Tenant:

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becomes bankrupt or insolvent;

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experiences a downturn in its business;

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shifts its capital allocation away from brick and mortar formats;

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materially defaults on its leases;

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does not renew its leases as they expire;

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renews at lower rental rates and/or requires a tenant improvement allowance; or

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renews but reduces its store size, which results in down-time and additional tenant improvement costs to the landlord to re-lease the vacated space.

Due to their desirability as tenants, sought-after anchors often exercise considerable leverage in lease negotiations and may obtain favorable provisions relative to other tenants. For example, some anchors 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 "Anchor Space" (spaces 10,000 square feet or more), including space that may be owned by the anchor (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. In addition, if a significant tenant vacates a property, so-called "co-tenancy clauses" in select leases may allow other tenants to modify or terminate their rent payment or other lease obligations. Co-tenancy clauses have several variants: they may allow a tenant to postpone a store opening if certain other tenants fail to open their stores; they may allow a tenant to close its store prior to lease expiration if another tenant closes its store prior to lease expiration; or more commonly, they may allow a tenant to pay reduced levels of rent until a certain number of tenants open their stores within the same shopping center.

Additionally, some of our shopping centers are anchored by retailers who own their space in a location that is not strictly within the boundaries of, or is immediately adjacent to, our shopping center ("shadow anchors"). In those cases, the shadow anchors appear to the consumer as a retail tenant of the shopping center and, as a result, attract additional consumer traffic to the center. In the event that a shadow Anchor Space becomes vacant, it could negatively impact our center as consumer traffic would likely be reduced.

A percentage of our revenues are derived from "local" tenants and our net income may be adversely impacted if these tenants are not successful, or if the demand for the types or mix of tenants significantly change.

At December 31, 2024, tenants with less than three locations ("Local Tenants") represent approximately 22% of annualized base rent. Local Tenants vary from retail shops and restaurants to service providers. 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 other tenants. As such, in the event of a downturn in economic conditions or adversely changing retail habits and trends, they may suffer disproportionately greater impacts and be at greater risk of lease default than other tenants.

We may be unable to collect balances due from tenants in bankruptcy.

Although lease income is supported by long-term lease contracts, tenants who file for bankruptcy have the legal right to reject any or all of their leases and close related stores. In addition, any unsecured claim we hold against a bankrupt tenant for unpaid rent may be

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 hold. Additionally, we may incur significant expense to recover our claim and to re-lease the vacated space. In the event that a tenant with a significant number of leases in our shopping centers files for bankruptcy and rejects its leases, we may experience a significant reduction in our revenues and may not be able to collect all pre-petition amounts owed by the bankrupt tenant.

Many of our costs and expenses associated with operating our properties may remain constant or increase, even if our lease income decreases.

Certain costs and expenses associated with operating our properties, such as real estate taxes, insurance, utilities and common area expenses, generally do not decrease in the event of reduced occupancy or rental rates, non-payment of rents by tenants, general economic downturns, pandemics or other similar circumstances. As such, we may not be able to lower the operating expenses of our properties sufficiently to fully offset such adverse circumstances and may not be able to fully recoup these costs from our tenants. In such cases, our cash flows, operating results and financial performance may be adversely impacted.

Compliance with the Americans with Disabilities Act and other building, fire, and safety regulations may have a material negative effect on us.

All of our properties are required to comply with the Americans with Disabilities Act ("ADA"), which generally requires that buildings be made accessible to people with disabilities. Compliance with ADA requirements may 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. While the tenants to whom we lease space in our properties are obligated by law to comply with the ADA provisions, and typically under tenant leases are obligated to cover costs associated with compliance, if required changes involve greater expenditures than anticipated, or if the changes must be made on a more accelerated basis than anticipated, the ability of these tenants to cover costs may be adversely affected. In addition, we are required to operate the properties in compliance with fire and safety regulations and building codes as they may be adopted by governmental entities and become applicable to the properties. Costs to be in compliance with the ADA or any other building, fire, and safety regulations could have a material negative impact on our results of operations.

Risk Factors Related to Real Estate Investments

Our real estate assets may decline in value and be subject to impairment losses which may reduce our net income.

Our real estate properties are carried at cost unless circumstances indicate that the carrying value of these assets may not be recoverable, which may result in impairment. We periodically evaluate whether there are any indicators, including declines in property operating performance and general market conditions, such that the value of the real estate properties (including any related tangible or intangible assets or liabilities, including goodwill) may not be recoverable and therefore may be impaired. Our evaluation includes several key assumptions, including rental rates, costs of tenant improvements, leasing commissions, anticipated holding periods, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and may differ materially from actual results. Changes in our investment, redevelopment, and disposition strategies or changes in the market where an asset is located may alter management's intended holding period of an asset or asset group, which may result in an impairment loss and such loss may be material to our financial condition or operating performance.

The fair value of real estate assets is subjective and is determined through the use of comparable sales information and other market data if available, or through use of an income approach such as the direct capitalization method or the discounted cash flow approach. Such cash flow projections take into account expected future operating income, trends and prospects, as well as the effects of demand, competition and other relevant criteria, and therefore are subject to management judgment. In estimating the fair value of undeveloped land, we generally use market data and comparable sales information.

These subjective assessments have a direct impact on our net income because recording an impairment charge results in an immediate negative adjustment to net income, which may be material. There can be no assurance that we will not record impairment charges in the future related to our assets.

We face risks associated with development, redevelopment, and expansion of properties.

We actively pursue opportunities for new retail development and existing property redevelopment and/or expansion. Development and redevelopment activities frequently require various government and other approvals for land use entitlements, and any delay in receiving such approvals may significantly delay development and redevelopment projects. We may not recover our investment in our projects for which approvals are not received, and delays may adversely impact our expected returns. Additionally, changes in political leaders due to elections and/or in governmental policies relating to development may impact our ability to obtain favorable approvals for in-process and future developments and redevelopment projects.

We are subject to other risks associated with development and redevelopment projects, including the following:

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we may be unable to lease newly developed or redeveloped projects to full occupancy on a timely basis;

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the occupancy rates and rents of a completed project may not be sufficient to make the project profitable, or otherwise not meet our investment return expectations;

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actual costs of a project may exceed original estimates, possibly making the project unprofitable, or not meet our investment return expectations;

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delays in the development or construction process, including supply chain disruption, may increase our costs;

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construction cost increases may reduce investment returns on development and redevelopment opportunities, or require us to postpone or abandon a project or projects;

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we may abandon development or redevelopment opportunities and lose our investment due to adverse market conditions;

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the size of our development and redevelopment pipeline may strain our labor or capital capacity to complete the development and redevelopment projects within targeted timelines and may reduce our investment returns;

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a reduction in the demand for new retail space may reduce our future development and redevelopment activities, which in turn may reduce our NOI; and

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changes in the level of future development and redevelopment activity may adversely impact our results of operations by reducing the amount of internal overhead costs that may be capitalized.

We face risks associated with the development of mixed-use commercial properties.

If we engage in more complex acquisitions and mixed-use development and redevelopment projects, there could be more unique risks to our return on investment. Mixed-use projects refer to real estate projects that, in addition to retail space, may also include space for residential, office, hotel or other commercial purposes. We have less experience in developing and managing non-retail real estate than we do retail real estate. As a result, if a development or redevelopment project includes a non-retail use, we may seek to develop that component ourselves, sell the rights to that component to a third-party developer, or partner with a developer.

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If we decide to develop the non-retail components ourselves, we would be exposed not only to those risks typically associated with the development of commercial real estate, but also to risks associated with developing, owning, operating or selling non-retail real estate, including but not limited to more complex entitlement processes and multiple-story buildings. These unique risks may adversely impact our return on investment in these mixed-use development projects.

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If we sell the non-retail components, our retail component will be impacted by the decisions made by the other owners, and actions of those occupying the non-retail spaces in these mixed-use properties.

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If we partner with a developer, it makes us dependent upon the partner's ability to perform and to agree on major decisions that impact our investment returns of the project. In addition, there is a risk that the non-retail developer may default on its obligations necessitating that we complete the other components ourselves, including providing necessary financing.

We face risks associated with the acquisition of properties.

Our investment strategy includes investing in high-quality shopping centers that are leased to market-leading grocers, category-leading anchors, specialty retailers, and/or restaurants located in areas with above average household incomes and population densities. The acquisition of properties and/or real estate entities entails risks that include, but are not limited to, the following, any of which may adversely affect our results of operations and cash flows:

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properties we acquire may fail to achieve the occupancy or rental rates we project, within the time frames we estimate, which may result in the properties' failure to achieve expected investment returns;

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we may be unable to quickly and efficiently integrate new acquisitions, particularly acquisitions of portfolios of properties, into our existing operations and platform;

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our investigation of an entity, property or building prior to our acquisition, and any representation we may have received from such seller, may fail to reveal various liabilities including defects, necessary repairs or environmental matters requiring corrective action, which may increase our costs;

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our estimate of the costs to improve, reposition or redevelop a property may prove to be too low, or the time we estimate to complete the improvement, repositioning or redevelopment may be too short, either of which may result in the property failing to achieve our projected return, either temporarily or permanently;

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we may not recover our costs from an unsuccessful acquisition;

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our acquisition activities may distract or strain our management capacity; and

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acquired properties may be located in markets where we may face risks associated with a lack of market knowledge or understanding of the local economy, lack of business relationships in the area, costs associated with opening a new regional office and unfamiliarity with local governmental and permitting procedures.

We may be unable to sell properties when desired because of market conditions.

Our properties, including their related tangible and intangible assets, represent the majority of our total consolidated assets and they may not be readily convertible to cash. Market conditions, including macroeconomic events, interest rate changes, capital availability, and pandemics and other health crises, may impact our ability to sell properties on our preferred timing and at prices and returns we deem acceptable. As a result, our ability to sell one or more of our properties, including properties held in joint ventures, in response to changes in economic, industry, financial market, or other conditions may be limited. The real estate market is affected by many factors, such as general economic conditions, availability and terms of financing, interest rates and other factors, including supply and demand for space, that are beyond our control. There may be less demand for lower quality properties that we have identified for ultimate disposition in markets with uncertain economic or retail environments, and where buyers are more reliant on the availability of third party mortgage financing. If we want to sell a property, we can provide no assurance that we will be able to dispose of it in the desired time period or at all or that the sales price of a property will be attractive at the relevant time or even exceed the carrying value of our investment.

Changes in tax laws could impact our acquisition or disposition of real estate.

Certain properties we own have a low tax basis, which may result in a meaningful taxable gain in the event of a sale. Where appropriate and available, we utilize, and intend to continue to utilize, Code Section 1031 like-kind exchanges to tax-efficiently buy and sell properties; however, there can be no assurance that we will identify properties that meet our investment objectives for acquisitions or that changes to the tax laws do not eliminate the benefits of effectuating 1031 exchanges or significantly modify the requirements for a transaction to qualify for 1031 exchange treatment. In the event that we cannot or do not utilize 1031 exchanges when we sell certain properties, we may be required to distribute the gain proceeds to shareholders or pay income tax, which may reduce our cash flow available to fund our commitments or other priorities.

Risk Factors Related to the Environment Affecting Our Properties

Climate change may adversely impact our properties, some of which may be more vulnerable due to their geographic location, and may lead to additional compliance obligations and costs.

We work with experts to plan for the potential physical, operational and financial impacts of climate change on our business, and we cannot reliably predict the extent, rate, timing, or impact of climate change. To the extent climate change causes adverse changes in weather patterns and natural disasters, our properties in certain markets may experience increases in frequency and intensity of severe weather events, natural disasters and rising sea‑levels. Further, population migration may occur in response to these or other factors and negatively impact our centers. For example, climate and other environmental changes may result in more unpredictable or decreased demand for retail space and in shopper traffic at certain of our properties, reduced rent and/or, in extreme cases, our inability to operate certain properties at all.

In addition, a significant number of our properties are located in areas that are susceptible to earthquakes, tropical storms, hurricanes, floods, tornadoes, wildfires, droughts, extreme temperatures, sea-level rise, and other natural disasters and severe weather events that could be exacerbated by climate change. At December 31, 2024, 18.9% 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, 22.1% and 7.9% of the GLA of our portfolio is located in the states of Florida and Texas, respectively. Insurance premiums and other related costs for properties in these areas have increased significantly in recent years, and more frequent and intense weather conditions and natural disasters may cause property insurance premiums and other related costs to further increase significantly in the future. We recognize that the frequency and/or intensity of extreme weather events and other natural disasters may continue to increase, and as a result, our exposure to these events may increase, especially in these particularly susceptible locations. Severe weather conditions and other natural disasters may disrupt our business and the business of our tenants, which may affect the ability of some tenants to pay rent and may reduce the ability or willingness of tenants and residents to remain in or move to these affected areas.

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 legislatively respond to the risks associated with climate change. Certain states in which we own and operate shopping centers, including California, Massachusetts and New York, have passed legislation that may require, for example, overall reductions by the state of greenhouse gas ("GHG") emissions (which may, in turn, result in future legal obligations on business operators like us), and certification and disclosure of estimated direct and indirect GHG emissions by individual companies. The SEC has also proposed rules requiring, among other things, disclosures relating to estimated GHG emissions, potential financial exposure relating to climate change, and company-specific governance of climate-related risks. Litigation has been filed challenging the proposed SEC rules and California legislation, and it is possible that litigation may be filed in respect of other climate-related laws and rules. Additional state and federal laws and rules with respect to climate

change may be enacted in the future and the extent and scope of their requirements and impact on companies like Regency are unknown. Compliance with various and potentially fragmented current and future laws and regulations related to climate change may also require us to make additional investments in or for our properties and incur additional costs, as well as to implement new or additional processes and controls to facilitate compliance.

In sum, taking these risks and potential impacts together, climate change may materially and adversely impact our business by increasing the cost to operate our properties, for example, with respect to infrastructure and facilities construction and maintenance, energy, insurance (and, potentially, the incurrence of uninsured losses), taxes, consultants and advisors, and other unforeseen fees, costs and expenses. We may also face disruptions to our business and the businesses of our tenants, which may result in higher costs or even some tenants being unable to conduct business in certain locations. In addition, we face the risk of the impacts of current, proposed and future legislative and regulatory requirements in response to the perceived risks of climate change. At this time, there can be no assurance that we can anticipate all potential material impacts of climate change, or that climate change will not have a material and adverse effect on the value of our properties and our operational and financial performance in the future.

Costs of environmental remediation may adversely impact our financial performance and reduce our cash flow.

Under various federal, state, and local laws, an owner or manager of real property may be liable for some or all the costs to assess and remediate the presence of hazardous substances on the property, which in our case most typically arise from current or former dry cleaners, gas stations, automotive repair shops, asbestos usage, and historic land use practices. These laws often impose liability without regard to whether the owner knew of, or was responsible for, the presence of hazardous substances, which may adversely impact our financial performance and reduce our cash flow. The presence of, or the failure to properly address the presence of, hazardous substances may adversely affect our ability to sell or lease the property, or borrow using the property as collateral. We can provide no assurance that we are aware of all potential environmental liabilities or their ultimate cost to address; that our properties will not be affected by tenants or nearby properties or other unrelated third parties; and that future uses or conditions, or changes in environmental laws and regulations, or their interpretation, will not result in additional material environmental liabilities to us.

Risk Factors Related to Corporate Matters

An increased focus on metrics and reporting related to environmental, social and governance ("ESG") factors by investors and other stakeholders may impose additional costs and expose us to new risks.

Investors and other stakeholders have become more focused on understanding how companies address a variety of ESG factors, including institutional investors who hold a significant amount of the equity of the Company. As they evaluate investment decisions, many investors look not only at company disclosures but also to ESG rating systems that have been developed by third parties to allow ESG comparisons between companies. Although we participate in a number of these ratings systems, we do not participate in all such systems, and may not score as well in all of the available ratings systems as other REITs and real estate operators. Further, the criteria used in these ratings systems may conflict with each other and change frequently, and we cannot guarantee that we will be able to score well in the future. We supplement our participation in ratings systems by disclosing on our website information about our ESG activities, but some investors may desire additional disclosures that we do not provide. Failure to participate in certain of the third-party ratings systems, failure to score well in those ratings systems or failure to provide certain ESG disclosures could adversely impact us when investors compare us against similar companies in our industry, and could cause certain investors to be unwilling to invest in our stock, which could adversely impact our stock price and our ability to raise capital. ESG disclosures may reflect aspirational goals, targets, and other expectations and assumptions, which are necessarily uncertain and may not be realized. Failure to realize (or timely achieve progress on) aspirational goals and targets could adversely affect the views of our investors, third-party ESG ratings organizations and other stakeholders, thereby potentially adversely impacting our reputation, our business and stock price. Failure to comply with government climate and other ESG-related regulations could also subject us to significant fines and penalties, including risk of litigation. In addition, both advocates and opponents of certain ESG matters are increasingly resorting to a range of activism forms, including media campaigns, shareholder proposals, and litigation, to advance their objectives. To the extent we are subject to such activism, it may adversely impact our business.

An uninsured loss or a loss that exceeds the insurance coverage on our properties may subject us to loss of capital and revenue on those properties.

We carry liability, fire, flood, terrorism, business interruption, and environmental insurance for our properties. Some types of losses, such as losses from named windstorms, hurricanes, earthquakes, terrorism, or wars may have more limited coverage, or in some cases, can be excluded from insurance coverage. In addition, it is possible that the availability of insurance coverage in certain geographic areas may decrease in the future or become unavailable to us, and the cost to procure such insurance may increase due to lack of market availability or other factors beyond our control. As a result, we may reduce the insurance we procure or we may elect or be compelled to self-insure or otherwise assume some or all of this risk. Should a loss occur at any of our properties that is in excess of the insurance limits of our policies, we may lose part or all of our invested capital and revenues from the impacted property or

properties, which may have a material adverse impact on our operating results, financial condition, and our ability to make distributions to stock and unit holders.

Terrorist activities or violence occurring at our properties also may directly affect the value of our properties through damage, destruction or loss. Insurance for such acts may be unavailable or cost more resulting in an increase to our operating expenses and adversely affect our results of operations. To the extent that our tenants are affected by such attacks and threats of violence, their businesses may be adversely affected, including their ability to continue to meet obligations under their existing leases.

Failure to attract and retain key personnel may adversely affect our business and operations.

The success of our business depends, in significant part, on the leadership and performance of our executive management team and other key personnel, and our ability to attract, retain and motivate talented employees may significantly impact our future performance. Competition for these individuals is intense, and we cannot be assured that we will retain all of our executive management team and other key personnel or that we will be able to attract and retain other highly qualified individuals for these positions in the future. Losing any key personnel may have an adverse effect on us.

Risk Factors Related to Our Partnerships and Joint Ventures

We do not have voting control over all of the properties owned in our real estate partnerships and joint ventures, so we are unable to ensure that our objectives will be pursued.

We have invested substantial capital as a partner in a number of partnerships and joint ventures to acquire, own, lease, develop or redevelop properties. These activities are subject to the same risks as our investments in our wholly-owned properties. However, these investments, and other future similar investments may involve risks that would not be present were a third party not involved, including the possibility that partners or other owners might become bankrupt, suffer a deterioration in their creditworthiness, or fail to fund their share of required capital contributions. Partners or other owners may have economic or other business interests or goals that are inconsistent with our own business interests or goals, and may be in a position to take actions contrary to our policies or objectives.

These investments, and other future similar investments, also have the potential risk of creating impasses on decisions, such as a sale or financing, because neither we nor our partner or other owner has full control over the partnership or joint venture. Disputes between us and partners or other owners might result in a premature termination of the applicable partnership or joint venture, or potentially litigation or arbitration, that may increase our investment and related risk as well as our costs and expenses associated with the investment, and distract management from sufficiently focusing their time and efforts on others areas of our business. In addition, we risk the possibility of being held liable for the actions of our partners or other owners. These factors may limit the return that we receive from such investments or cause our cash flows to be lower than our estimates.

The termination of our partnerships may adversely affect our cash flow, operating results, and our ability to make distributions to stock and unit holders.

If partnerships owning a significant number of properties were dissolved for any reason, we could lose the asset, property management, leasing and construction management fees from these partnerships as well as the operating income of the properties, which may adversely affect our operating results and our cash available for distribution to stock and unit holders. Certain of our partnership operating agreements provide either member the ability to elect buy/sell clauses. The election of these dissolution provisions could require us to invest additional capital to acquire the partners’ interest or to sell our share of the property thereby losing the operating income and cash flow.

Risk Factors Related to Funding Strategies and Capital Structure

Our ability to sell properties and fund acquisitions and developments may be adversely impacted by higher market capitalization rates and lower NOI at our properties which may adversely affect results of operations and financial condition.

As part of our funding strategy, we sell properties that no longer meet our strategic objectives or investment standards and/or those with a limited future growth profile. These sales proceeds are used to fund debt repayment, acquisition of other properties, and new developments and redevelopments. An increase in market capitalization rates (which may or may not be driven by an increase in interest rates) or a decline in NOI may cause a reduction in the value of centers identified for sale, which would have an adverse impact on the amount of cash generated. Additionally, the sale of properties resulting in significant tax gains may require higher distributions to our stockholders or payment of additional income taxes in order to maintain our REIT status.

We depend on external sources of capital, which may not be available in the future on favorable terms or at all.

To qualify as a REIT, the Parent Company must, among other things, distribute to its stockholders each year at least 90% of its REIT taxable income (excluding any net capital gains). Because of these distribution requirements, we may not be able to fund all future capital needs with income from operations. In such instances, we would rely on third-party sources of capital, which may or may not be available on favorable terms or at all. Our access to third-party sources of capital depends on a number of things, including the market's perception of our growth potential and our current and potential future earnings. Our access to debt depends on our credit rating, the willingness of creditors to lend to us and conditions in the capital markets. In addition to finding lenders willing to lend to us, we are dependent upon our joint venture partners to contribute their pro rata share of any amount needed to repay or refinance existing debt when lenders reduce the amount of debt our partnerships and joint ventures are eligible to refinance.

In addition, our existing debt arrangements also impose covenants that limit our flexibility in obtaining other financing. Additional equity offerings may result in substantial dilution of stockholders' interests and additional debt financing may substantially increase our degree of leverage.

Without access to external sources of capital, we would be required to pay outstanding debt with our operating cash flows and proceeds from property sales. Our operating cash flows may not be sufficient to pay our outstanding debt as it comes due and real estate investments generally cannot be sold quickly at a return we believe is appropriate. If we are required to deleverage our business with operating cash flows and proceeds from property sales, we may be forced to reduce the amount of, or eliminate altogether, our distributions to stock and unit holders or refrain from making investments in our business.

Our debt financing may adversely affect our business and financial condition.

Our ability to make scheduled payments or to refinance our indebtedness will depend primarily on our future performance, which to a certain extent is subject to economic, financial, competitive and other factors beyond our control. In addition, we do not expect to generate sufficient operating cash flow to make balloon principal payments on our debt when due. If we are unable to refinance our debt on acceptable terms, we may be forced (i) to dispose of properties, which might result in losses, or (ii) to obtain financing at unfavorable terms, either of which may reduce the cash flow available for distributions to stock and unit holders. If we cannot make required mortgage loan payments, the mortgagee may foreclose on the property securing the mortgage.

Covenants in our debt agreements may restrict our operating activities and adversely affect our financial condition.

Our unsecured notes and unsecured line of credit (the "Line") contain customary covenants, including compliance with financial ratios, such as ratio of indebtedness to total asset value and fixed charge coverage ratio. These covenants may limit our operational flexibility and our investment activities. Moreover, if we breach any of the covenants in our debt agreements, and do not cure the breach within the applicable cure period, our lenders may require us to repay the debt immediately, even in the absence of a payment default. Many of our debt arrangements, including our unsecured notes and the Line, are cross-defaulted, which means that the lenders under those debt arrangements can require immediate repayment of their debt if we breach and fail to cure a default under certain of our other material debt obligations. As a result, any default under our debt covenants may have an adverse effect on our financial condition, our results of operations, our ability to meet our obligations, and the market value of our stock.

Increases in interest rates would cause our borrowing costs to rise and negatively impact our results of operations.

Although a significant amount of our outstanding debt has fixed interest rates, we do borrow funds at variable interest rates under our credit facility, and certain secured borrowings. As of December 31, 2024, less than 1.0% of our outstanding debt was variable rate debt not hedged to fixed rate debt. Increases in interest rates would increase our interest expense on any variable rate debt to the extent we have not hedged our exposure to changes in interest rates. In addition, increases in interest rates will affect the terms under which we refinance our existing debt as it matures, to the extent we have not hedged our exposure to changes in interest rates. This would reduce our future earnings and cash flows, which may adversely affect our ability to service our debt and meet our other obligations and also may reduce the amount we are able to distribute to our stock and unit holders.

Hedging activity may expose us to risks, including the risks that a counterparty will not perform and that the hedge will not yield the economic benefits we anticipate, which may adversely affect us.

We manage our exposure to interest rate volatility by using interest rate hedging arrangements. These arrangements involve risk, such as the risk that counterparties may fail to honor their obligations under these arrangements, and that these arrangements may not be effective in reducing our exposure to interest rate changes. There can be no assurance that our hedging arrangements will qualify for hedge accounting or that our hedging activities will have the desired beneficial impact on our results of operations. Should we desire to terminate a hedging arrangement, there may be significant costs and cash requirements involved to fulfill our obligations under the hedging arrangement. In addition, failure to effectively hedge against interest rate changes may adversely affect our results of operations.

Risk Factors Related to Information Management and Technology

The unauthorized access, use, theft or destruction of tenant or employee personal, financial or other data, or of Regency's proprietary or confidential information stored in our information systems or by third parties on our behalf, could impact operations, and expose us to potential liabilities and material adverse financial impact.

Many of our information technology systems (including the systems of our real estate partners and other third-party business partners and service providers) contain personal, financial or other information that is entrusted to us by our tenants, employees and business partners. Many of our information technology systems contain our proprietary information and other confidential information related to our business.

Like all companies, we face numerous and evolving cybersecurity risks that threaten the confidentiality, integrity and availability of our information technology systems and confidential information, including from diverse threat actors, such as state-sponsored organizations, opportunistic hackers and hacktivists, as well as through diverse attack vectors, such as social engineering/phishing, malware (including ransomware), malfeasance by insiders, human or technological error, and as a result of malicious code embedded in open-source software, or misconfigurations, bugs or other vulnerabilities in commercial software that is integrated into our (or our suppliers’ or service providers’) information technology systems, products or services. To the extent we or a third party were to experience a material breach of our information technology systems that results in the unauthorized access, theft, use, manipulation, destruction or other compromises of our confidential information stored in such systems, including through cyber-attacks such as ransomware, denial of service or other methods, such a breach may cause us to lose tenants and employees, result in adverse financial impact, incur third party claims and cause disruption to our business and plans. Despite planning, preparation, and preventative and risk-management measures, our business may be significantly disrupted if unable to quickly recover. Such security breaches also could subject us to litigation and governmental investigations and proceedings into potential violations of applicable U.S. privacy or other laws. Any of these events could result in our exposure to material civil or criminal liability, and we may not be able to fully recover these expenses from our service providers, responsible parties, or insurance carriers, or that applicable insurance will be available to us in the future on economically reasonable terms or at all. We can provide no assurance that the ongoing significant investments in technology and training we make relating to cybersecurity will avoid or prevent such breaches or attacks.

Cyberattacks are expected to accelerate on a global basis in frequency and magnitude as threat actors are becoming increasingly sophisticated in using techniques and tools—including artificial intelligence—that circumvent security controls, evade detection and remove forensic evidence. Despite the implementation of security measures for our disaster recovery and business continuity plans, our information systems may be vulnerable to damage or other adverse impact from multiple sources other than cybersecurity risks, including computer viruses, energy blackouts, natural disasters, terrorism, war, and telecommunication failure. Any system failure or accident that causes disruption or interruptions to our information systems could result in a material disruption to our operations and business, and cause us to incur material costs to remedy such damages or adverse impacts.

Any actual or perceived failure to comply with new or existing laws, regulations and other requirements relating to the privacy, security and processing of personal information could adversely affect our business, results of operations, or financial condition.

In connection with running our business, we receive, store, use and otherwise process information that relates to individuals, including from and about our tenants, employees and business partners. We are therefore subject to laws, regulations and other requirements relating to the privacy, security and handling of personal information. These laws require us to adhere to certain disclosure restrictions and deletion obligations with respect to the personal information, and allow for penalties for violations and, in some cases, a private right of action. These laws also impose transparency and other obligations with respect to personal information of and provide rights with respect to personal information. The application and interpretation of such requirements are evolving and are subject to change, creating a complex compliance environment. There has been a substantial increase in legislative activity and regulatory focus on data privacy and security, including in relation to cybersecurity incidents.

It is possible that new laws, regulations and other requirements, or amendments to or changes in interpretations of existing laws, regulations and other requirements, may require us to incur significant costs, implement new processes, or change our handling of information and business operations. In addition, any failure or perceived failure by us to comply with laws, regulations and other requirements relating to the privacy, security and handling of information could result in legal claims or proceedings (including class actions), regulatory investigations or enforcement actions. We could incur costs in investigating and defending such claims and, if found liable, pay damages or fines or be required to make changes to our business. These proceedings and any subsequent adverse outcomes may subject us to significant negative publicity and an erosion of trust. If any of these events were to occur, our business, results of operations, and financial condition could be materially adversely affected.

The use of technology based on artificial intelligence 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.

As with many technological innovations, artificial intelligence (“AI") presents great promise but also risks and challenges that could adversely affect our business. Sensitive, proprietary, or confidential information of the Company, our tenants, employees and business partners could be leaked, disclosed, or revealed as a result of or in connection with the use of generative AI technologies by our employees or vendors. Any such information input into a third-party generative AI or machine learning platform could be revealed to others, including if information is used to train the third party's generative AI or machine learning models. Additionally, where a generative AI or machine learning model ingests personal information and makes connections using such data, those technologies may reveal other sensitive, proprietary, or confidential information generated by the model. Moreover, generative AI or machine learning models may create incomplete, inaccurate, or otherwise flawed outputs, which may appear correct. Due to these issues, these models could lead us to make flawed decisions that could result in adverse consequences to us, including exposure to reputational and competitive harm, customer loss, and legal liability. In addition, uncertainty in the legal and regulatory regime relating to AI may require significant resources to modify and maintain business practices to comply with applicable law, the nature of which cannot be determined at this time. Several jurisdictions have already proposed or enacted laws governing AI and may decide to adopt similar or more restrictive legislation that may render the use of such technologies challenging. These obligations may prevent or limit our ability to use AI in our business, lead to regulatory fines or penalties, or require us to change our business practices. If we cannot use AI, or that use is restricted, our business may be less efficient, or we may be at a competitive disadvantage. Any of these factors could adversely affect our business, financial condition, and results of operations.

Risk Factors Related to Taxes and the Parent Company's Qualification as a REIT

If the Parent Company fails to qualify as a REIT for federal income tax purposes, it would be subject to federal income tax at regular corporate rates.

We believe that the Parent Company qualifies for taxation as a REIT for federal income tax purposes, and we plan to operate so that the Parent Company can continue to meet the requirements for taxation as a REIT. If the Parent Company continues to qualify as a REIT, it generally will not be subject to federal income tax on income that it distributes to its stockholders. Many REIT requirements, however, are highly technical and complex. The determination that the Parent Company is a REIT requires an analysis of various factual matters and circumstances, some of which may not be totally within our control and some of which involve questions of interpretation. For example, to qualify as a REIT, at least 95% of our gross income must come from specific passive sources, like rent, that are itemized in the REIT tax laws. There can be no assurance that the Internal Revenue Service ("IRS") or a court would agree with the positions we have taken in interpreting the REIT requirements. The Parent Company is also required to distribute to the stockholders at least 90% of its REIT taxable income, excluding net capital gains. The Parent Company will be subject to U.S. federal income tax on undistributed taxable income and net capital gains and to a 4% nondeductible excise tax on any amount by which distributions the Parent Company pays with respect to any calendar year are less than the sum of 85% of our ordinary income, 95% of our capital gain net income and 100% of our undistributed income from prior years. The fact that we hold many of our assets through real estate partnerships and their subsidiaries further complicates the application of the REIT requirements. Furthermore, Congress and the IRS might make changes to the tax laws and regulations, and the courts might issue new rulings, that make it more difficult for the Parent Company to remain qualified as a REIT.

Also, unless the IRS granted relief under certain statutory provisions, the Parent Company would remain disqualified as a REIT for four years following the year it first failed to qualify. If the Parent Company failed to qualify as a REIT (currently and/or with respect to any tax years for which the statute of limitations has not expired), the Parent Company would have to pay significant income taxes, reducing cash available to pay dividends, which would likely have a significant adverse effect on the value of our securities. In addition, the Parent Company would no longer be required to pay any dividends to stockholders in order to maintain its REIT status, and we could be subject to a federal alternative minimum tax and possibly increased state and local taxes. Although we believe that the Parent Company qualifies as a REIT, we cannot be assured that the Parent Company will continue to qualify or remain qualified as a REIT for tax purposes.

Even if the Parent Company qualifies as a REIT for federal income tax purposes, the Parent Company is required to pay certain federal, state, and local taxes on its income and property. For example, if we have net income from "prohibited transactions," that income will be subject to a 100% tax. In general, prohibited transactions include sales or other dispositions of property held primarily for sale to customers in the ordinary course of business. The determination as to whether a particular sale is a prohibited transaction depends on the facts and circumstances related to that sale. While we have undertaken a number of asset sales in recent years, we do not believe that those sales should be considered prohibited transactions, but there can be no assurance that the IRS would not contend otherwise.

New legislation, as well as new regulations, administrative interpretations, or court decisions may be introduced, enacted, or promulgated from time to time, that may change the tax laws or interpretations of the tax laws regarding qualification as a REIT, or the federal income tax consequences of that qualification, in a manner that is adverse to our stockholders.

Dividends paid by REITs generally do not qualify for reduced tax rates.

Subject to limited exceptions, dividends paid by REITs (other than distributions designated as capital gain dividends, qualified dividends or returns of capital) are not eligible for reduced rates for qualified dividends paid by "C" corporations and are taxable at ordinary income tax rates. However, domestic shareholders that are individuals, trusts, and estates generally may deduct up to 20% of the ordinary dividends (e.g., dividends not designated as capital gain dividends or qualified dividend income) received from a REIT for taxable years beginning before January 1, 2026. Although these rules do not adversely affect the taxation of REITs or dividends payable by REITs, investors who are individuals, trusts and estates may perceive investments in REITs to be relatively less attractive than investments in the stocks of non-REIT corporations that pay dividends, which may adversely affect the value of the shares of REITs, including the per share trading price of the Parent Company's capital stock.

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.

A non-U.S. person, other than certain "qualified shareholders" or "qualified foreign pension funds," as each is defined for purposes of the Code, disposing of a U.S. real property interest, including shares of a U.S. corporation whose assets consist principally of U.S. real property interests is generally subject to U.S. federal income tax on the gain recognized on the disposition. This tax does not apply, however, to the disposition of stock in a REIT if the REIT is "domestically controlled." In general, the Parent Company will be a domestically controlled REIT if, at all times during the five-year period ending on the applicable stockholder’s disposition of our stock, less than 50% in value of our stock was held directly or indirectly by non-U.S. persons. If the Parent Company were to fail to qualify as a domestically controlled REIT, gain recognized by a non-U.S. stockholder on a disposition of our common stock would be subject to U.S. federal income tax unless our common stock was traded on an established securities market and the non-U.S. stockholder did not at any time during a specified testing period actually or constructively own more than 10% of our outstanding common stock.

We seek to act in the best interests of the Parent Company as a whole and do not take into consideration the particular tax consequences to any specific holder of our stock. Non-U.S. persons should inform themselves as to the U.S. tax consequences, and the tax consequences within the countries of their citizenship, residence, domicile, and place of business, with respect to the purchase, ownership, and disposition of shares of our common stock.

Legislative or other actions affecting REITs may have a negative effect on us or our investors.

The rules dealing with federal income taxation are constantly under review by persons involved in the legislative process and by the IRS and the U.S. Department of the Treasury. Changes to the tax laws, with or without retroactive application, may adversely affect the Parent Company or our investors. We cannot predict how changes in the tax laws might affect the Parent Company or our investors. New legislation, Treasury Regulations, administrative interpretations or court decisions may significantly and negatively affect the Parent Company's ability to qualify as a REIT or the federal income tax consequences of such qualification, or the federal income tax consequences of an investment in us. There is also a risk that REIT status may be adversely impacted by a change in tax or other laws. Also, the law relating to the tax treatment of other entities, or an investment in other entities, may change, making an investment in such other entities more attractive relative to an investment in a REIT.

Complying with REIT requirements may limit our ability to hedge effectively and may cause us to incur tax liabilities.

The REIT provisions of the Code limit our ability to enter into hedging transactions. Generally, income from certain hedging transactions, generally including transactions to manage interest rate changes with respect to borrowings to acquire or carry real estate assets, does not constitute "gross income" for purposes of the 75% or 95% gross income tests, provided that we properly identify the hedging transaction pursuant to the applicable sections of the Code and Treasury Regulations. To the extent that we enter into other types of hedging transactions, or fail to make the proper tax identifications, the income from those transactions is likely to be treated as non-qualifying income for purposes of both gross income tests. As a result of these rules, we may need to limit our use of otherwise advantageous hedging techniques or implement those hedges through a TRS.

Partnership tax audit rules could have a material adverse effect.

Under current federal partnership tax audit rules, subject to certain exceptions, any audit adjustment to items of income, gain, loss, deduction, or credit of a partnership (and a partner’s allocable share thereof) is determined, and taxes, interest, and penalties attributable thereto are assessed and collected, at the partnership level. With respect to any partnership in which we invest, unless such partnership makes an election or takes certain steps to require the partners to pay their tax on their allocable shares of the adjustment, it is possible that such partnership would be required to pay additional taxes, interest, and penalties as a result of an audit adjustment. We could be required to bear the economic burden of those taxes, interest, and penalties even though we may not otherwise have been required to pay additional taxes had we owned the assets of the partnership directly.

Risk Factors Related to the Company's Stock

Restrictions on the ownership of the Parent Company's capital stock to preserve its REIT status may delay or prevent a change in control.

Ownership of more than 7% by value of our outstanding capital stock is prohibited, with certain exceptions, by the Parent Company's articles of incorporation, for the purpose of maintaining its qualification as a REIT. This 7% limitation may discourage a change in control and may also (i) deter tender offers for our capital stock, which offers may be attractive to our stockholders, or (ii) limit the opportunity for our stockholders to receive a premium for their capital stock that might otherwise exist if an investor attempted to assemble a block in excess of 7% of our outstanding capital stock or to affect a change in control.

The issuance of the Parent Company's capital stock may delay or prevent a change in control.

The Parent Company's articles of incorporation authorize our Board of Directors to issue up to 30,000,000 shares of preferred stock (less the shares of preferred stock already issued and outstanding) and 10,000,000 shares of special common stock and to establish the preferences and rights of any shares issued. The issuance of preferred stock or special common stock may have the effect of delaying or preventing a change in control. The provisions of the Florida Business Corporation Act regarding affiliated transactions may also deter potential acquisitions by preventing the acquiring party from consummating a merger or other extraordinary corporate transaction without the approval of our disinterested stockholders.

Ownership in the Parent Company may be diluted in the future.

In the future, a stockholder's percentage ownership in the Company may be diluted because of equity issuances for acquisitions, capital market transactions or other corporate purposes, including equity awards we will grant to our directors, officers and employees. In the past we have issued equity in the secondary market (including in connection with our At the Market ["ATM"] program) and may do so again in the future, depending on the price of our stock and other factors.

In addition, our restated articles of incorporation, as amended, authorizes our Board of Directors to issue, without the approval of our stockholders, one or more classes or series of preferred stock having such preferences, limitations, and relative rights, including preferences over our common stock respecting dividends and distributions, as our Board of Directors generally may determine. The terms of one or more classes or series of preferred stock could dilute the voting power or reduce the value of our common stock. For example, we could grant the holders of preferred stock the right to elect some number of our directors in all events or on the happening of specified events or the right to veto specified transactions. Similarly, the repurchase or redemption rights or liquidation preferences we could assign to holders of preferred stock could affect the residual value of the common stock.

The Parent Company’s amended and restated bylaws provides that the courts located in the State of Florida will be the sole and exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employees.

The Parent Company’s amended and restated bylaws provide that, unless the Parent Company consents in writing to the selection of an alternative forum, the sole and exclusive forum for (i) any derivative action or proceeding brought on behalf of the Parent Company, (ii) any action asserting a claim for breach of a fiduciary duty owed by any director or officer or other employee of the Parent Company to the Parent Company or its shareholders, (iii) any action asserting a claim against the Parent Company or any director or officer or other employee of the Parent Company arising pursuant to any provision of the Florida Business Corporation Act or the articles of incorporation or bylaws of the Parent Company, or (iv) any action asserting a claim against the corporation or any director or officer or other employee of the corporation governed by the internal affairs doctrine shall be the Federal District Court for 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).

By becoming a shareholder in our Parent Company, you will be deemed to have notice of and have consented to the provisions of the amended and restated bylaws of our Parent Company related to choice of forum. The choice of forum provisions in the amended and restated bylaws may limit our shareholders’ ability to obtain a favorable judicial forum for disputes with us. Additionally, the enforceability of choice of forum provisions in other companies’ governing documents has been challenged in legal proceedings, and it is possible that, in connection with any applicable action brought against us, a court could find the choice of forum provisions contained in the amended and restated bylaws of the Parent Company to be inapplicable or unenforceable in such action. If so, we may incur additional costs associated with resolving such action in other jurisdictions, which could harm our business, results of operations, and financial condition.

There is no assurance that we will continue to pay dividends at current or historical rates.

Our ability to continue to pay dividends at current or historical rates or to increase our dividend rate will depend on a number of factors, including, among others, the following:

•

our financial condition and results of future operations;

•

the terms of our loan covenants; and

•

our ability to acquire, finance, develop or redevelop and lease additional properties at attractive rates.

If we do not maintain or periodically increase the dividend on our common stock, or if we do not pay dividends on our preferred stock, it may have an adverse effect on the market price of our common stock and other securities.

Item 1B. Unresolve d Staff Comments

None.

Item 1C. Cybersecurity

Cybersecurity Risk Management and Strategy

The Company employs a tiered structure of management and oversight for cybersecurity, characterized by distinct layers of responsibility and decision making, which includes operation staff, management, and senior management and board-level governance. As discussed in more detail below under "Cybersecurity Governance," this involves management responsibility through a specialized Cyber Risk Committee (the "CRC") and oversight of that committee by a group of the most senior leaders of the Company, which comprise the Company’s Executive Committee. At the Company’s Board of Directors (the "Board") level, the Audit Committee oversees our cybersecurity risk management program.

Our strategy for managing cybersecurity risk is integrated into the Company’s overall risk management program and structure, as depicted in the Corporate Governance section of our Proxy under "Risk Oversight."

The Company, through its Chief Information Security Officer ("CISO"), other Company employees experienced in information network security, and the use of third-party expertise, references various recognized cybersecurity frameworks, such as the National Institute of Standards and Technology Cybersecurity Framework. These frameworks are used to benchmark and tailor the Company’s cybersecurity strategies and program to our risk profile and 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 specific challenges and needs of our business. The primary goal of this strategy is to proactively safeguard the confidentiality, security, and availability of the information we collect and store. This proactive approach includes attempts to identify, prevent, and mitigate cybersecurity threats, as well as preparing to quickly respond to cybersecurity incidents to minimize their impact. Under the leadership of our CISO and CRC, we regularly evaluate and enhance our cybersecurity practices to facilitate adaptation to the constantly evolving landscape of cybersecurity threats.

We have adopted a risk-based strategy to manage cybersecurity risks associated with third parties. We prioritize our cybersecurity efforts relating to third parties based on the likelihood and potential impact of cybersecurity threats. This includes reviewing the security protocols of key vendors, service providers, and external users of our systems.

The CRC engages third-party expertise from time to time as it deems necessary or appropriate to test our cybersecurity defenses, to evaluate the cybersecurity programs of current and potential vendors and service providers, and to seek specialized legal advice regarding cybersecurity.

Since at least January 1, 2022 , we are not aware of any cybersecurity incidents that have materially affected the Company. 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. Nonetheless, we face risks from cybersecurity threats that, if realized, are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition. See "Risk Factors – The unauthorized access, use, theft or destruction of tenant or employee personal, financial or other data, or of Regency's proprietary or confidential information stored in our information systems or by third parties on our behalf, could impact operations, and expose us to potential liabilities and material adverse financial impact."

Cybersecurity Governance

The Audit Committee of the Board is charged with overseeing our cybersecurity risk management program. The CRC Chair and the CISO provide the Audit Committee with regular updates. These updates cover the overall status of the Company’s cybersecurity program, as well as developments and potential new risks and trends. In the event of a significant cybersecurity threat or incident, the CRC would escalate communication frequency and intensity with the Audit Committee, Board, and the Company’s Executive Committee (discussed below).

As designated by the Company’s Executive Committee and the Audit Committee, our CRC leads Regency's cybersecurity risk management program. This includes risk identification, assessment, management, prevention and mitigation, as well as securing necessary resources and reporting on cybersecurity preparedness to the Executive Committee (which is currently comprised of the CEO, CFO, and several of the Company’s other senior leaders) and the Audit Committee.

CRC membership, which is subject to change from time to time, includes management leadership possessing a diverse range of education, experience and expertise, and is currently comprised of 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, communications, human capital, and legal matters including securities, privacy and technology contracting.

Item 2. P roperties

The following table is a list of our shopping centers, summarized by state and in order of largest holdings by number of properties, presented for consolidated properties (excludes properties owned by unconsolidated real estate partnerships):


	December 31, 2024										December 31, 2023
Location	Number of Properties		GLA (in thousands)		Percent of Total GLA			Percent Leased			Number of Properties		GLA (in thousands)		Percent of Total GLA			Percent Leased
Florida		86		10,558		24.2	%		96.5	%		88		10,767		24.6	%		95.1	%
California		55		8,355		19.0	%		96.0	%		54		8,300		19.0	%		94.9	%
Connecticut		43		3,924		8.9	%		94.1	%		43		3,702		8.5	%		92.5	%
Texas		27		3,518		8.0	%		96.9	%		26		3,288		7.5	%		97.3	%
New York		42		3,339		7.6	%		93.3	%		42		3,399		7.8	%		88.7	%
Georgia		22		2,125		4.8	%		97.3	%		22		2,121		4.8	%		94.2	%
New Jersey		17		1,585		3.6	%		97.0	%		17		1,585		3.6	%		93.3	%
North Carolina		10		1,226		2.8	%		98.5	%		10		1,221		2.8	%		98.1	%
Ohio		8		1,224		2.8	%		98.7	%		8		1,221		2.8	%		98.8	%
Colorado		13		1,097		2.5	%		97.9	%		13		1,097		2.5	%		97.7	%
Illinois		6		1,085		2.5	%		94.8	%		6		1,085		2.5	%		94.1	%
Washington		10		962		2.2	%		96.3	%		10		962		2.2	%		96.0	%
Virginia		6		943		2.1	%		98.3	%		6		939		2.1	%		97.7	%
Massachusetts		8		898		2.0	%		97.4	%		9		996		2.3	%		98.5	%
Oregon		7		741		1.7	%		95.3	%		7		741		1.7	%		95.0	%
Pennsylvania		4		447		1.0	%		97.3	%		4		443		1.0	%		99.5	%
Missouri		4		408		0.9	%		98.9	%		4		408		0.9	%		98.9	%
Tennessee		3		314		0.7	%		100.0	%		3		314		0.7	%		99.5	%
Maryland		2		289		0.7	%		89.9	%		2		244		0.6	%		89.9	%
Indiana		1		289		0.7	%		100.0	%		1		279		0.6	%		100.0	%
Minnesota		2		246		0.6	%		84.4	%		2		246		0.6	%		100.0	%
Delaware		1		229		0.5	%		97.1	%		1		229		0.5	%		96.2	%
South Carolina		1		51		0.1	%		100.0	%		1		51		0.1	%		100.0	%
District of Columbia		1		23		0.1	%		100.0	%		1		23		0.1	%		100.0	%
Michigan		—		—		0.0	%		0.0	%		1		97		0.2	%		74.0	%
Total		379		43,876		100.0	%		96.2	%		381		43,758		100.0	%		94.8	%

The weighted average annual effective rent for the consolidated portfolio of properties, net of tenant concessions, is $25.56 and $24.67 per square foot ("PSF") as of December 31, 2024 and 2023, respectively.

The following table is a list of our shopping centers, summarized by state and in order of largest holdings by number of properties, presented for unconsolidated properties (properties owned by our unconsolidated real estate partnerships):


	December 31, 2024										December 31, 2023
Location	Number of Properties		GLA (in thousands)		Percent of Total GLA			Percent Leased			Number of Properties		GLA (in thousands)		Percent of Total GLA			Percent Leased
California		17		2,319		17.4	%		98.4	%		17		2,320		17.8	%		98.4	%
Virginia		14		1,982		14.8	%		94.1	%		14		1,982		15.2	%		92.7	%
North Carolina		7		1,240		9.2	%		98.3	%		7		1,237		9.5	%		97.9	%
Texas		6		959		7.1	%		95.4	%		5		741		5.7	%		97.1	%
Washington		7		874		6.5	%		95.6	%		7		874		6.7	%		98.0	%
Colorado		6		858		6.4	%		96.9	%		6		858		6.6	%		95.5	%
Maryland		9		848		6.3	%		96.1	%		9		848		6.5	%		96.0	%
New York		5		786		5.8	%		96.6	%		5		786		6.0	%		98.0	%
Illinois		5		777		5.8	%		99.7	%		5		777		5.9	%		98.6	%
Florida		6		669		5.0	%		98.4	%		6		669		5.1	%		99.0	%
Pennsylvania		6		664		4.9	%		97.3	%		6		669		5.1	%		96.0	%
Minnesota		3		422		3.1	%		99.2	%		3		423		3.2	%		98.7	%
New Jersey		4		300		2.2	%		91.1	%		4		301		2.3	%		85.4	%
Connecticut		1		189		1.4	%		98.1	%		1		189		1.4	%		98.1	%
Rhode Island		1		159		1.2	%		97.0	%		—		—		0.0	%		0.0	%
Indiana		2		139		1.0	%		91.6	%		2		139		1.1	%		93.0	%
Oregon		1		93		0.7	%		97.5	%		1		93		0.7	%		100.0	%
South Carolina		1		80		0.6	%		100.0	%		1		80		0.6	%		100.0	%
Delaware		1		64		0.5	%		94.6	%		1		64		0.5	%		94.6	%
District of Columbia		1		17		0.1	%		100.0	%		1		17		0.1	%		100.0	%
Total		103		13,439		100.0	%		96.8	%		101		13,067		100.0	%		94.8	%

The weighted average annual effective rent for the unconsolidated portfolio of properties, net of tenant concessions, is $24.51 and $24.04 PSF as of December 31, 2024 and 2023, respectively.

The following table summarizes our top tenants occupying our shopping centers for consolidated properties plus our Pro-rata share of unconsolidated properties, as of December 31, 2024, based upon a percentage of total annualized base rent (GLA and dollars in thousands):


Tenant	GLA		Percent of Company Owned GLA			Annualized Base Rent		Percent of Annualized Base Rent			Number of Leased Stores
Publix		2,925		6.0	%	$	34,154		2.9	%		67
Albertsons Companies, Inc.		2,112		4.3	%		33,169		2.8	%		52
TJX Companies, Inc.		1,760		3.6	%		32,405		2.7	%		74
Amazon/Whole Foods		1,296		2.7	%		31,102		2.6	%		39
Kroger Co.		2,933		6.0	%		30,658		2.6	%		52
Ahold Delhaize		924		1.9	%		22,920		1.9	%		20
CVS		762		1.6	%		20,507		1.7	%		63
L.A. Fitness Sports Club		516		1.1	%		11,242		0.9	%		14
Trader Joe's		311		0.6	%		11,194		0.9	%		30
JPMorgan Chase Bank		179		0.4	%		11,109		0.9	%		58
Nordstrom		366		0.7	%		10,080		0.8	%		11
Starbucks		151		0.3	%		9,531		0.8	%		96
H.E. Butt Grocery Company		656		1.3	%		9,400		0.8	%		8
Ross Dress For Less		534		1.1	%		9,374		0.8	%		24
Gap, Inc		277		0.6	%		8,984		0.8	%		23
Bank of America		149		0.3	%		8,487		0.7	%		40
Target		771		1.6	%		8,485		0.7	%		7
Wells Fargo Bank		138		0.3	%		7,937		0.7	%		46
Petco Health and Wellness Company		303		0.6	%		7,426		0.6	%		29
JAB Holding Company		170		0.3	%		7,080		0.6	%		59
Walgreens Boots Alliance		266		0.5	%		6,961		0.6	%		24
Kohl's		526		1.1	%		6,381		0.5	%		7
Xponential Fitness		153		0.3	%		6,066		0.5	%		92
Ulta		199		0.4	%		6,046		0.5	%		23
Five Below		182		0.4	%		5,470		0.5	%		23
Walmart		677		1.4	%		5,371		0.5	%		7
Top Tenants		19,236		39.4	%	$	361,539		30.3	%		988

Our leases for tenant space under 10,000 square feet generally have initial terms ranging from three to seven years. Leases greater than 10,000 square feet ("Anchor Leases") generally have initial lease terms in excess of five years and are mostly comprised of Anchor Tenants. Many of the leases contain provisions allowing the tenant the option of extending the term of the lease at expiration. Our leases typically provide for the payment of fixed base rent, the tenant’s Pro-rata share of real estate taxes, insurance, and common area maintenance ("CAM") expenses, and reimbursement for utility costs if not directly metered.

The following table summarizes Pro-rata lease expirations (per their terms) for the next ten years and thereafter, for our consolidated and unconsolidated properties, assuming no tenants renew their leases (GLA and dollars of In Place Annual Base Rent Expiring Under Leases in thousands):


Lease Expiration Year	Number of Tenants with Expiring Leases		Pro-rata Expiring GLA		Percent of Total Company GLA			In Place Annual Base Rent Expiring Under Leases		Percent of In Place Annual Base Rent			Pro-rata Expiring Average Annual Base Rent PSF
(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

(1)

Leases currently under month-to-month rent or in process of renewal.

During 2025, we have a total of 1,252 leases expiring by their terms, representing 3.2 million square feet of GLA. These expiring leases have an average base rent of $26.24 PSF. The average base rent of new leases signed during 2024 was $34.58 PSF. During periods of macroeconomic uncertainty or weakness, when the percent of our space leased is low, and/or when supply of retail space for lease generally exceeds demand, tenants have more bargaining power, which may result in rental rate declines on new or renewal leases. In periods of macroeconomic strength, when the percent of space leased is relatively high, and/or when supply/demand metrics for retail space favor landlords, we have more bargaining power, which generally results in rental rate growth on new and renewal leases.

Demand for retail space in high quality, community centers located in trade areas with compelling demographics remained strong in 2024 and into early 2025, especially among business operators with a history of success and growing innovative business concepts. However, inflationary challenges and the potential for macroeconomic uncertainty or weakness could result in pressure on base rent growth for new and renewal leases as businesses seek to manage these challenges and uncertainties.

The following table lists information about our consolidated and unconsolidated properties. For further information, see "Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations " of this Report.


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)
Amerige Heights Town Center	Los Angeles-Long Beach-Anaheim	CA		2000	2000	$	—		97	96.0%	$	32.58	Albertsons, (Target)
Bloom on Third	Los Angeles-Long Beach-Anaheim	CA	35%	2018	1992		134,146		73	100.0%		60.42	Whole Foods, CVS, Citibank
Brea Marketplace	Los Angeles-Long Beach-Anaheim	CA	40%	2005	1987		—		352	97.8%		21.15	24 Hour Fitness, Big 5 Sporting Goods, Childtime Childcare, Old Navy, Sprout's, Target, Smart Parke
Circle Center West	Los Angeles-Long Beach-Anaheim	CA		2017	1989		—		63	100.0%		40.17	Marshalls
Circle Marina Center	Los Angeles-Long Beach-Anaheim	CA		2019	1994		24,000		112	90.1%		37.88	Sprouts, Big 5 Sporting Goods, Centinela Feed & Pet Supplies
Culver Center	Los Angeles-Long Beach-Anaheim	CA		2017	2000		—		217	94.2%		33.71	Ralphs, Best Buy, LA Fitness, Sit N' Sleep
El Camino Shopping Center	Los Angeles-Long Beach-Anaheim	CA		1999	2017		—		136	98.8%		43.75	Bristol Farms, CVS
Granada Village	Los Angeles-Long Beach-Anaheim	CA	40%	2005	2012		50,000		226	99.1%		28.82	Sprout's Markets, Rite Aid, PETCO, Homegoods, Burlington, TJ Maxx
Hasley Canyon Village	Los Angeles-Long Beach-Anaheim	CA		2003	2003		16,000		70	93.0%		25.74	Ralphs
Heritage Plaza	Los Angeles-Long Beach-Anaheim	CA		1999	2012		—		230	99.8%		45.09	Ralphs, CVS, Daiso, Mitsuwa Marketplace, Big 5 Sporting Goods
Laguna Niguel Plaza	Los Angeles-Long Beach-Anaheim	CA	40%	2005	1985		—		42	100.0%		33.32	CVS,(Albertsons)
Morningside Plaza	Los Angeles-Long Beach-Anaheim	CA		1999	1996		—		91	100.0%		26.63	Stater Bros.
Newland Center	Los Angeles-Long Beach-Anaheim	CA		1999	2016		—		152	100.0%		33.00	Albertsons
Nohl Plaza (6)	Los Angeles-Long Beach-Anaheim	CA		2023	1966		—		104	91.9%		16.96	Vons
Plaza Hermosa	Los Angeles-Long Beach-Anaheim	CA		1999	2013		—		95	100.0%		32.49	Von's, CVS
Ralphs Circle Center	Los Angeles-Long Beach-Anaheim	CA		2017	1983		—		60	98.5%		21.38	Ralphs
Rona Plaza	Los Angeles-Long Beach-Anaheim	CA		1999	1989		—		52	95.9%		22.36	Superior Super Warehouse
Seal Beach	Los Angeles-Long Beach-Anaheim	CA	20%	2002	1966		—		97	98.5%		28.21	Pavilions, CVS
Talega Village Center	Los Angeles-Long Beach-Anaheim	CA		2017	2007		—		102	93.9%		22.85	Ralphs
Tustin Legacy	Los Angeles-Long Beach-Anaheim	CA		2016	2017		—		112	100.0%		36.22	Stater Bros, CVS
Twin Oaks Shopping Center	Los Angeles-Long Beach-Anaheim	CA	40%	2005	2019		19,000		98	100.0%		26.34	Ralphs, Ace Hardware
Valencia Crossroads	Los Angeles-Long Beach-Anaheim	CA		2002	2003		—		173	100.0%		29.83	Whole Foods, Kohl's
Village at La Floresta	Los Angeles-Long Beach-Anaheim	CA		2014	2014		—		87	100.0%		39.08	Whole Foods
Von's Circle Center	Los Angeles-Long Beach-Anaheim	CA		2017	1972		3,475		151	100.0%		28.70	Von's, Ross Dress for Less, Planet Fitness
Woodman Van Nuys	Los Angeles-Long Beach-Anaheim	CA		1999	1992		—		108	100.0%		18.13	El Super
Silverado Plaza	Napa	CA	40%	2005	1974		15,600		85	95.7%		27.05	Nob Hill, CVS
Gelson's Westlake Market Plaza	Oxnard-Thousand Oaks-Ventura	CA		2002	2016		—		85	97.5%		32.91	Gelson's Markets, John of Italy Salon & Spa
Oakbrook Plaza	Oxnard-Thousand Oaks-Ventura	CA		1999	2017		—		83	91.3%		21.83	Gelson's Markets, (CVS), (Ace Hardware)
Westlake Village Plaza and Center	Oxnard-Thousand Oaks-Ventura	CA		1999	2015		—		201	97.3%		43.41	Von's, Sprouts, (CVS)
French Valley Village Center	Rvrside-San Bernardino-Ontario	CA		2004	2004		—		99	100.0%		28.72	Stater Bros, CVS
Oakshade Town Center	Sacramento-Roseville-Folsom	CA		2011	1998		3,253		104	81.4%		21.61	Safeway, Sierra
Prairie City Crossing	Sacramento-Roseville-Folsom	CA		1999	1999		—		90	100.0%		23.12	Safeway
Raley's Supermarket	Sacramento-Roseville-Folsom	CA	20%	2007	1964		—		63	100.0%		15.68	Raley's
The Marketplace	Sacramento-Roseville-Folsom	CA		2017	1990		—		111	100.0%		27.90	Safeway, CVS, Petco
4S Commons Town Center	San Diego-Chula Vista-Carlsbad	CA	93%	2004	2004		—		252	100.0%		35.25	Restoration Hardware Outlet, Ace Hardware, Cost Plus World Market, CVS, Jimbo's…Naturally!, Ralphs, ULTA
Balboa Mesa Shopping Center	San Diego-Chula Vista-Carlsbad	CA		2012	2014		—		207	100.0%		30.86	CVS, Kohl's, Von's
El Norte Pkwy Plaza	San Diego-Chula Vista-Carlsbad	CA		1999	2013		—		91	97.3%		20.91	Von's, Children's Paradise, ACE Hardware
Friars Mission Center	San Diego-Chula Vista-Carlsbad	CA		1999	1989		—		147	100.0%		41.16	Ralphs, CVS
Navajo Shopping Center	San Diego-Chula Vista-Carlsbad	CA	40%	2005	1964		11,000		102	96.4%		17.81	Albertsons, O'Reilly Auto Parts, Dollar Tree
Point Loma Plaza	San Diego-Chula Vista-Carlsbad	CA	40%	2005	1987		38,900		205	98.6%		23.08	Von's, Jo-Ann Fabrics, Marshalls, UFC Gym
Rancho San Diego Village	San Diego-Chula Vista-Carlsbad	CA	40%	2005	1981		—		153	95.4%		26.54	Smart & Final, 24 Hour Fitness, (Longs Drug)


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)
Scripps Ranch Marketplace	San Diego-Chula Vista-Carlsbad	CA		2017	2017		—		132	99.1%		36.63	Vons, CVS
The Hub Hillcrest Market	San Diego-Chula Vista-Carlsbad	CA		2012	2015		—		149	90.2%		45.71	Ralphs, Trader Joe's
Twin Peaks	San Diego-Chula Vista-Carlsbad	CA		1999	1988		—		208	99.1%		24.09	Target, Grocer
200 Potrero	San Francisco-Oakland-Berkeley	CA		2017	1928		—		30	100.0%		12.27	Gizmo Art Production, INC.
Bayhill Shopping Center	San Francisco-Oakland-Berkeley	CA	40%	2005	2019		28,800		122	98.9%		29.14	CVS, Mollie Stone's Market
Clayton Valley Shopping Center	San Francisco-Oakland-Berkeley	CA		2003	2004		—		260	91.5%		23.82	Grocery Outlet, Central, CVS, Dollar Tree, Ross Dress For Less
Diablo Plaza	San Francisco-Oakland-Berkeley	CA		1999	1982		—		63	98.3%		43.48	Bevmo!, (Safeway), (CVS)
El Cerrito Plaza	San Francisco-Oakland-Berkeley	CA		2000	2000		—		256	95.1%		29.76	Barnes & Noble, Jo-Ann Fabrics, PETCO, Ross Dress For Less, Trader Joe's, Marshalls, (CVS)
Encina Grande	San Francisco-Oakland-Berkeley	CA		1999	2016		—		106	100.0%		36.85	Whole Foods, Walgreens
Oakley Shops at Laurel Fields (7)	San Francisco-Oakland-Berkeley	CA		2024	2024		—		78	80.5%		29.02	Safeway
Persimmon Place	San Francisco-Oakland-Berkeley	CA		2014	2014		—		153	97.5%		38.02	Whole Foods, Nordstrom Rack, Homegoods
Plaza Escuela	San Francisco-Oakland-Berkeley	CA		2017	2002		—		154	92.5%		43.89	The Container Store, Trufusion, Talbots, The Cheesecake Factory, Barnes & Noble
Pleasant Hill Shopping Center	San Francisco-Oakland-Berkeley	CA	40%	2005	2016		49,367		227	100.0%		24.93	Target, Burlington, Ross Dress for Less, Homegoods
Potrero Center	San Francisco-Oakland-Berkeley	CA		2017	1997		—		227	70.9%		34.88	Safeway, 24 Hour Fitness, Ross Dress for Less, Petco
Powell Street Plaza	San Francisco-Oakland-Berkeley	CA		2001	1987		—		166	98.1%		37.19	Trader Joe's, Bevmo!, Ross Dress For Less, Marshalls, Old Navy
San Carlos Marketplace	San Francisco-Oakland-Berkeley	CA		2017	2007		—		154	97.3%		36.80	TJ Maxx, Best Buy, PetSmart, Bassett Furniture, Salon Republic
San Leandro Plaza	San Francisco-Oakland-Berkeley	CA		1999	1982		—		50	95.3%		39.75	(Safeway), (CVS)
Serramonte Center	San Francisco-Oakland-Berkeley	CA		2017	2018		—		1,074	98.0%		27.87	Buy Buy Baby, Cost Plus World Market, Crunch Fitness, DAISO, Dave & Buster's, Dick's Sporting Goods, Divano Homes, H&M, Macy's, Nordstrom Rack, Old Navy, Party City, Ross Dress for Less, Target, TJ Maxx, Uniqlo, Jagalchi, Koi Palace
Tassajara Crossing	San Francisco-Oakland-Berkeley	CA		1999	1990		—		146	98.3%		26.72	Safeway, CVS, Alamo Hardware
Willows Shopping Center (6)	San Francisco-Oakland-Berkeley	CA		2017	2015		—		233	96.4%		29.41	REI, UFC Gym, Old Navy, Ulta, Five Below, Airport Home Appliance
Woodside Central	San Francisco-Oakland-Berkeley	CA		1999	1993		—		81	98.7%		30.27	Chuck E. Cheese, Marshalls, (Target)
Ygnacio Plaza	San Francisco-Oakland-Berkeley	CA	40%	2005	1968		25,850		110	100.0%		41.81	Sports Basement,TJ Maxx
Blossom Valley	San Jose-Sunnyvale-Santa Clara	CA		1999	1990		22,300		93	87.4%		29.28	Safeway
Mariposa Shopping Center	San Jose-Sunnyvale-Santa Clara	CA	40%	2005	2020		26,950		127	97.4%		23.75	Safeway, CVS, Ross Dress for Less
Shoppes at Homestead	San Jose-Sunnyvale-Santa Clara	CA		1999	1983		—		116	98.2%		27.08	CVS, Crunch Fitness, (Orchard Supply Hardware)
Snell & Branham Plaza	San Jose-Sunnyvale-Santa Clara	CA	40%	2005	1988		19,200		92	98.5%		22.46	Safeway
The Pruneyard	San Jose-Sunnyvale-Santa Clara	CA		2019	2014		—		260	95.5%		44.12	Trader Joe's, The Sports Basement, Camera Cinemas, Marshalls
West Park Plaza	San Jose-Sunnyvale-Santa Clara	CA		1999	1996		—		88	100.0%		23.13	Safeway, Crunch Fitness
Golden Hills Plaza	San Luis Obispo-Paso Robles	CA		2006	2017		—		244	87.8%		7.31	Lowe's, TJ Maxx
Five Points Shopping Center	Santa Maria-Santa Barbara	CA	40%	2005	2014		—		145	97.6%		32.77	Smart & Final, CVS, Ross Dress for Less, Big 5 Sporting Goods, PETCO
Corral Hollow	Stockton	CA		2000	2000		—		153	100.0%		19.21	Safeway, CVS, Crunch Fitness
Alcove On Arapahoe	Boulder	CO	40%	2005	1957/2019		26,700		159	94.9%		20.27	Petco, HomeGoods, Jo-Ann Fabrics, Safeway, Ulta Salon
Crossroads Commons	Boulder	CO	20%	2001	1986		34,500		143	95.8%		30.98	Whole Foods, Barnes & Noble


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)
Crossroads Commons II	Boulder	CO	20%	2018	1995		5,500		18	100.0%		43.00	(Whole Foods), (Barnes & Noble)
Falcon Marketplace	Colorado Springs	CO		2005	2005		—		22	100.0%		27.59	(Wal-Mart)
Marketplace at Briargate	Colorado Springs	CO		2006	2006		—		29	100.0%		37.28	(King Soopers)
Monument Jackson Creek	Colorado Springs	CO		1998	1999		—		85	100.0%		13.36	King Soopers
Woodmen Plaza	Colorado Springs	CO		1998	1998		—		116	95.6%		14.11	King Soopers
Applewood Shopping Ctr	Denver-Aurora-Lakewood	CO	40%	2005	2017/2020		—		360	97.0%		17.20	Applejack Liquors, Hobby Lobby, Homegoods, King Soopers, PetSmart, Sierra Trading Post, Ulta, Three Little Mingos
Belleview Square	Denver-Aurora-Lakewood	CO		2004	2013		—		117	97.9%		22.68	King Soopers
Boulevard Center	Denver-Aurora-Lakewood	CO		1999	1986		—		77	94.5%		33.57	Eye Care Specialists, (Safeway)
Buckley Square	Denver-Aurora-Lakewood	CO		1999	1978		—		116	96.4%		12.59	Ace Hardware, King Soopers
Cherrywood Square Shop Ctr	Denver-Aurora-Lakewood	CO	40%	2005	1978		9,650		97	100.0%		13.29	King Soopers
Hilltop Village	Denver-Aurora-Lakewood	CO		2002	2018		—		101	97.3%		13.30	King Soopers
Littleton Square	Denver-Aurora-Lakewood	CO		1999	2015		—		99	96.0%		11.35	King Soopers
Lloyd King Center	Denver-Aurora-Lakewood	CO		1998	1998		—		83	100.0%		12.79	King Soopers
Ralston Square Shopping Center	Denver-Aurora-Lakewood	CO	40%	2005	1977		—		83	98.5%		17.26	King Soopers
Shops at Quail Creek	Denver-Aurora-Lakewood	CO		2008	2008		—		38	100.0%		28.49	(King Soopers)
Stroh Ranch	Denver-Aurora-Lakewood	CO		1998	1998		—		93	100.0%		14.66	King Soopers
Centerplace of Greeley III	Greeley	CO		2007	2007		—		119	100.0%		13.11	Hobby Lobby, Best Buy, TJ Maxx
22 Crescent Road	Bridgeport-Stamford-Norwalk	CT		2017	1984		—		4	100.0%		69.00	-
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	-
470 Main Street	Bridgeport-Stamford-Norwalk	CT		2023	1972		—		22	100.0%		31.12	-
91 Danbury Road	Bridgeport-Stamford-Norwalk	CT		2017	1965		—		5	100.0%		30.96	0
970 High Ridge Center	Bridgeport-Stamford-Norwalk	CT		2023	1960		—		27	89.6%		36.55	BevMax
Airport Plaza	Bridgeport-Stamford-Norwalk	CT		2023	1974		—		33	96.3%		31.20	-
Bethel Hub Center	Bridgeport-Stamford-Norwalk	CT		2023	1957		—		31	60.8%		15.03	La Placita Bethel Market
Black Rock	Bridgeport-Stamford-Norwalk	CT	80%	2014	1996		15,148		98	97.8%		30.18	Old Navy, The Clubhouse
Brick Walk (6)	Bridgeport-Stamford-Norwalk	CT	80%	2014	2007		30,591		122	97.2%		47.49	-
Compo Acres Shopping Center	Bridgeport-Stamford-Norwalk	CT		2017	2011		—		43	95.9%		57.62	Trader Joe's
Compo Shopping Center	Bridgeport-Stamford-Norwalk	CT		2024	1953		—		76	86.2%		53.75	CVS
Copps Hill Plaza	Bridgeport-Stamford-Norwalk	CT		2017	2002		—		173	87.3%		22.42	Stop & Shop, Homegoods, Marshalls, Rite Aid, Michael's
Cos Cob Commons	Bridgeport-Stamford-Norwalk	CT		2023	1986		—		48	84.3%		54.36	CVS
Cos Cob Plaza	Bridgeport-Stamford-Norwalk	CT		2023	1947		3,742		15	93.4%		54.62	-
Danbury Green	Bridgeport-Stamford-Norwalk	CT		2017	2006		—		124	100.0%		27.12	Trader Joe's, Hilton Garden Inn, DSW, Staples, Rite Aid, Warehouse Wines & Liquors
Danbury Square	Bridgeport-Stamford-Norwalk	CT		2023	1987		—		194	94.9%		13.03	Ocean State Job Lot, Planet Fitness, Elicit Brewing Company, Hobby Lobby
Darinor Plaza (6)	Bridgeport-Stamford-Norwalk	CT		2017	1978		—		153	100.0%		20.54	Kohl's, Old Navy, Party City
Fairfield Center (6)	Bridgeport-Stamford-Norwalk	CT	80%	2014	2000		—		95	87.1%		34.74	Fairfield University Bookstore, Merril Lynch
Fairfield Crossroads	Bridgeport-Stamford-Norwalk	CT		2023	1995		—		62	100.0%		25.28	Marshalls, DSW
Greenwich Commons	Bridgeport-Stamford-Norwalk	CT		2023	1961		4,667		10	100.0%		90.67	-
High Ridge Center	Bridgeport-Stamford-Norwalk	CT	100%	2023	1968		8,825		93	99.9%		49.95	Trader Joe's, Barnes & Noble
Knotts Landing	Bridgeport-Stamford-Norwalk	CT		2023	1994		—		6	100.0%		75.43	-
Main & Bailey	Bridgeport-Stamford-Norwalk	CT		2023	1950		—		62	78.4%		28.15	-
Newfield Green	Bridgeport-Stamford-Norwalk	CT		2023	1966		18,737		74	96.1%		41.78	Grade A Market, CVS
Old Greenwich CVS	Bridgeport-Stamford-Norwalk	CT	100%	2023	1941		846		8	100.0%		45.00	-


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)
Old Kings Market (fka Goodwives Shopping Center)	Bridgeport-Stamford-Norwalk	CT		2023	1955		22,607		96	93.2%		41.61	Stop & Shop
Post Road Plaza	Bridgeport-Stamford-Norwalk	CT		2017	1978		—		20	100.0%		59.79	Trader Joe's
Ridgeway Shopping Center	Bridgeport-Stamford-Norwalk	CT		2023	1952		41,940		365	92.0%		31.53	Stop & Shop, LA Fitness, Marshalls, Michael's, Staples, Old Navy, ULTA, Party City
Shelton Square	Bridgeport-Stamford-Norwalk	CT		2023	1982		—		189	98.4%		19.65	Stop & Shop, Homegoods, Hawley Lane, Edge Fitness
Station Centre @ Old Greenwich	Bridgeport-Stamford-Norwalk	CT		2023	1952		—		39	93.9%		37.26	Kings Food Markets
The Dock-Dockside	Bridgeport-Stamford-Norwalk	CT		2023	1974		32,908		278	99.5%		19.82	Stop & Shop, BJ's Whole Sale, Edge Fitness, West Marine, Petco, Dollar Tree, Osaka Hibachi
The Hub at Norwalk (fka Walmart Norwalk)	Bridgeport-Stamford-Norwalk	CT		2017	2003		—		146	100.0%		23.66	HomeGoods, Target
Westport Collection (fka Greens Farms Plaza)	Bridgeport-Stamford-Norwalk	CT		2023	1958		—		40	51.3%		26.64	BevMax
Westport Row	Bridgeport-Stamford-Norwalk	CT		2017	2010/2020		—		95	100.0%		45.62	The Fresh Market, Pottery Barn
Brookside Plaza	Hartford-E Hartford-Middletown	CT		2017	2006		—		226	96.5%		16.59	Burlington Coat Factory, PetSmart, ShopRite, Staples, TJ Maxx, LL Bean
Corbin's Corner	Hartford-E Hartford-Middletown	CT	40%	2005	2015		53,000		189	98.1%		32.70	Best Buy, Edge Fitness, Old Navy, The Tile Shop, Total Wine and More, Trader Joe's
Aldi Square	New Haven-Milford	CT		2023	2014		—		38	100.0%		16.80	Aldi
Orange Meadows	New Haven-Milford	CT		2023	1990		—		78	100.0%		24.17	Trader Joe's, TJMaxx, Bob's Discount Furniture, Ulta
Southbury Green	New Haven-Milford	CT		2017	2002		—		156	88.7%		22.63	ShopRite, Homegoods
The Shops at Stone Bridge (7)	New Haven-Milford	CT		2024	2024		—		155	79.1%		29.79	Whole Foods, TJ Maxx, Barnes & Noble
New Milford Plaza	Torrington	CT		2023	1970		—		235	98.9%		9.09	Walmart, Stop & Shop, Club 24, Dollar Tree
Sunny Valley Shops	Torrington	CT		2023	2003		—		72	93.3%		12.58	Staples, Planet Fitness
Veterans Plaza	Torrington	CT		2023	1966		—		80	100.0%		12.79	Big Y World Class Market, BevMax
Shops at The Columbia	Washington-Arlington-Alexandri	DC		2006	2006		—		23	100.0%		40.18	Trader Joe's
Spring Valley Shopping Center	Washington-Arlington-Alexandri	DC	40%	2005	1930		13,000		17	100.0%		103.05	-
Pike Creek	Philadelphia-Camden-Wilmington	DE		1998	2013		—		229	97.1%		17.72	Acme Markets, Edge Fitness, Pike Creek Community Hardware
Shoppes of Graylyn	Philadelphia-Camden-Wilmington	DE	40%	2005	1971		—		64	94.6%		25.82	Rite Aid
Corkscrew Village	Cape Coral-Fort Myers	FL		2007	1997		—		82	97.8%		15.89	Publix
Shoppes of Grande Oak	Cape Coral-Fort Myers	FL		2000	2000		—		79	100.0%		18.77	Publix
Millhopper Shopping Center	Gainesville	FL		1993	2017		—		80	97.7%		19.59	Publix
Newberry Square	Gainesville	FL		1994	1986		—		181	88.8%		10.67	Publix, Floor & Décor, Dollar Tree
Anastasia Plaza	Jacksonville	FL		1993	1988		—		102	98.8%		17.63	Publix
Atlantic Village	Jacksonville	FL		2017	2014		—		110	100.0%		19.50	LA Fitness, Pet Supplies Plus
Brooklyn Station on Riverside	Jacksonville	FL		2013	2013		—		50	100.0%		29.45	The Fresh Market
Courtyard Shopping Center	Jacksonville	FL		1993	1987		—		137	100.0%		3.68	Target, (Publix)
East San Marco	Jacksonville	FL		2007	2022		—		59	100.0%		28.53	Publix
Fleming Island	Jacksonville	FL		1998	2000		—		136	99.2%		18.22	Publix, PETCO, Planet Fitness, (Target)
Hibernia Pavilion	Jacksonville	FL		2006	2006		—		51	100.0%		16.72	Publix
John's Creek Center	Jacksonville	FL	20%	2003	2004		9,000		82	100.0%		17.51	Publix
Julington Village	Jacksonville	FL	20%	1999	1999		10,000		82	100.0%		18.04	Publix, (CVS)
Mandarin Landing	Jacksonville	FL		2017	2024		—		140	100.0%		22.70	Whole Foods, Aveda Institute, Baptist Health, Cooper's Hawk
Nocatee Town Center	Jacksonville	FL		2007	2017		—		114	100.0%		23.94	Publix


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)
Oakleaf Commons	Jacksonville	FL		2006	2006		—		77	96.3%		16.15	Publix
Old St Augustine Plaza	Jacksonville	FL		1996	2017/2020		—		248	100.0%		11.54	Publix, Burlington Coat Factory, Hobby Lobby, LA Fitness, Ross Dress for Less
Pablo Plaza	Jacksonville	FL		2017	2020		—		162	100.0%		19.32	Whole Foods, Office Depot, Marshalls, HomeGoods, PetSmart
Pine Tree Plaza	Jacksonville	FL		1997	1999		—		63	100.0%		15.82	Publix
Seminole Shoppes	Jacksonville	FL	50%	2009	2018		7,500		87	97.6%		24.72	Publix
Shoppes at Bartram Park	Jacksonville	FL	50%	2005	2017		—		135	100.0%		23.43	Publix, (Kohl's), (Tutor Time)
Shops at John's Creek	Jacksonville	FL		2003	2004		—		15	100.0%		28.57	-
South Beach Regional	Jacksonville	FL		2017	1990		—		305	98.4%		18.88	Trader Joe's, Home Depot, Ross Dress for Less, Staples, Nordstrom Rack, TJ Maxx
Starke (6)	Jacksonville	FL		2000	2000		—		13	100.0%		27.05	CVS
Avenida Biscayne	Miami-Ft Lauderdale-PompanoBch	FL		2017	1991		—		142	90.4%		57.09	DSW, Jewelry Exchange, Old Navy, The Fresh Market
Aventura Shopping Center	Miami-Ft Lauderdale-PompanoBch	FL		1994	2017		—		97	98.9%		39.73	CVS, Publix
Banco Popular Building	Miami-Ft Lauderdale-PompanoBch	FL		2017	1971		—		5	100.0%		92.31	-
Bird 107 Plaza	Miami-Ft Lauderdale-PompanoBch	FL		2017	1990		—		40	100.0%		22.87	Walgreens
Bird Ludlam	Miami-Ft Lauderdale-PompanoBch	FL		2017	1998		—		192	98.1%		26.95	CVS, Goodwill, Winn-Dixie
Boca Village Square	Miami-Ft Lauderdale-PompanoBch	FL		2017	2014		—		92	100.0%		48.27	CVS, Publix
Boynton Lakes Plaza	Miami-Ft Lauderdale-PompanoBch	FL		1997	2012		—		110	95.9%		17.82	Citi Trends, Pet Supermarket, Publix
Boynton Plaza	Miami-Ft Lauderdale-PompanoBch	FL		2017	2015		—		105	100.0%		21.85	CVS, Publix
Caligo Crossing	Miami-Ft Lauderdale-PompanoBch	FL		2007	2007		—		11	100.0%		46.60	(Kohl's)
Chasewood Plaza	Miami-Ft Lauderdale-PompanoBch	FL		1993	2015		—		152	96.2%		28.96	Publix, Pet Smart
Concord Shopping Plaza	Miami-Ft Lauderdale-PompanoBch	FL		2017	1993		—		309	100.0%		15.10	Big Lots, Dollar Tree, Home Depot, Winn-Dixie, YouFit Health Club
Coral Reef Shopping Center	Miami-Ft Lauderdale-PompanoBch	FL		2017	1990		—		75	98.7%		34.22	Aldi, Walgreens
Country Walk Plaza	Miami-Ft Lauderdale-PompanoBch	FL		2017	2008		16,000		101	96.5%		27.18	Publix, CVS
Countryside Shops	Miami-Ft Lauderdale-PompanoBch	FL		2017	1991/2018		—		186	98.0%		23.84	Publix, Ross Dress for Less, Painted Tree Boutique
Fountain Square	Miami-Ft Lauderdale-PompanoBch	FL		2013	2013		—		177	99.2%		29.78	Publix, Ross Dress for Less, TJ Maxx, Ulta, (Target)
Gardens Square	Miami-Ft Lauderdale-PompanoBch	FL		1997	1991		—		90	100.0%		20.14	Publix
Greenwood Shopping Centre	Miami-Ft Lauderdale-PompanoBch	FL		2017	1994		—		133	100.0%		18.41	Publix, Bealls
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)
Pine Island	Miami-Ft Lauderdale-PompanoBch	FL		2017	1999		—		255	92.5%		16.79	Publix, YouFit Health Club, Floor and Décor, Advanced Veterinary Care Center
Pine Ridge Square	Miami-Ft Lauderdale-PompanoBch	FL		2017	2013		—		118	98.7%		22.70	The Fresh Market, Marshalls, Ulta, Nordstrom Rack
Pinecrest Place (6)	Miami-Ft Lauderdale-PompanoBch	FL		2017	2017		—		70	98.3%		44.04	Whole Foods, (Target)
Point Royale Shopping Center	Miami-Ft Lauderdale-PompanoBch	FL		2017	2018		—		202	99.1%		17.21	Winn-Dixie, Burlington Coat Factory, Pasteur Medical Center, Planet Fitness, Rana Furniture
Prosperity Centre	Miami-Ft Lauderdale-PompanoBch	FL		2017	1993		—		124	69.6%		25.45	Office Depot, TJ Maxx, CVS
Sawgrass Promenade	Miami-Ft Lauderdale-PompanoBch	FL		2017	1998		—		107	89.9%		15.72	Publix, Walgreens, Dollar Tree
Sheridan Plaza	Miami-Ft Lauderdale-PompanoBch	FL		2017	1991/2022		—		507	92.6%		21.00	Publix, Kohl's, LA Fitness, Ross Dress for Less, Pet Supplies Plus, Burlington, Marshalls
Shoppes @ 104	Miami-Ft Lauderdale-PompanoBch	FL		1998	2018		—		121	98.5%		21.04	Fresco y Mas, CVS
Shoppes at Lago Mar	Miami-Ft Lauderdale-PompanoBch	FL		2017	1995		—		83	94.3%		17.13	Publix, YouFit Health Club
Shoppes of Jonathan's Landing	Miami-Ft Lauderdale-PompanoBch	FL		2017	1997		—		27	100.0%		32.51	(Publix)
Shoppes of Oakbrook	Miami-Ft Lauderdale-PompanoBch	FL		2017	2003		—		183	58.6%		22.33	Publix, Duffy's Sports Bar, CVS


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)
Shoppes of Silver Lakes	Miami-Ft Lauderdale-PompanoBch	FL		2017	1997		—		127	100.0%		21.93	Publix, Goodwill
Shoppes of Sunset	Miami-Ft Lauderdale-PompanoBch	FL		2017	2009		—		22	81.9%		29.24	-
Shoppes of Sunset II	Miami-Ft Lauderdale-PompanoBch	FL		2017	2009		—		28	93.4%		25.33	-
Shops at Skylake	Miami-Ft Lauderdale-PompanoBch	FL		2017	2006		—		287	97.6%		19.13	Publix, LA Fitness, TJ Maxx, Goodwill, Pasteur Medical
University Commons (6)	Miami-Ft Lauderdale-PompanoBch	FL		2015	2001		—		180	100.0%		34.86	Whole Foods, Nordstrom Rack, Barnes & Noble, Bed Bath & Beyond
Waterstone Plaza	Miami-Ft Lauderdale-PompanoBch	FL		2017	2005		—		61	100.0%		18.79	Publix
Welleby Plaza	Miami-Ft Lauderdale-PompanoBch	FL		1996	1982		—		110	94.4%		15.44	Publix, Dollar Tree
Wellington Town Square	Miami-Ft Lauderdale-PompanoBch	FL		1996	2022		—		108	97.4%		25.44	Publix, CVS
West Bird Plaza	Miami-Ft Lauderdale-PompanoBch	FL		2017	2000/2021		—		99	97.9%		27.20	Publix
West Lake Shopping Center	Miami-Ft Lauderdale-PompanoBch	FL		2017	2000		—		101	98.6%		23.62	Fresco y Mas, CVS
Westport Plaza	Miami-Ft Lauderdale-PompanoBch	FL		2017	2002		—		47	100.0%		23.59	Publix
Berkshire Commons	Naples-Marco Island	FL		1994	1992		—		110	100.0%		16.53	Publix, Walgreens
Naples Walk	Naples-Marco Island	FL		2007	1999		—		125	92.8%		19.54	Publix
Pavilion	Naples-Marco Island	FL		2017	2011		—		168	95.2%		24.34	LA Fitness, Paragon Theaters, J. Lee Salon Suites
Shoppes of Pebblebrook Plaza	Naples-Marco Island	FL	50%	2000	2000		—		80	97.0%		16.96	Publix, (Walgreens)
Alafaya Village	Orlando-Kissimmee-Sanford	FL		2017	1986		—		39	87.3%		27.54	-
Kirkman Shoppes	Orlando-Kissimmee-Sanford	FL		2017	2015		—		116	100.0%		27.21	LA Fitness, Walgreens
Lake Mary Centre	Orlando-Kissimmee-Sanford	FL		2017	2015		—		356	95.0%		18.61	The Fresh Market, Academy Sports, Hobby Lobby, LA Fitness, Ross Dress for Less, Office Depot
Plaza Venezia	Orlando-Kissimmee-Sanford	FL	20%	2016	2000		36,500		203	97.1%		35.13	Publix, Eddie V's
Town and Country	Orlando-Kissimmee-Sanford	FL		2017	1993		—		78	100.0%		11.98	Ross Dress for Less
Unigold Shopping Center	Orlando-Kissimmee-Sanford	FL		2017	1987		—		115	90.1%		16.19	YouFit Health Club, Ross Dress for Less
Willa Springs	Orlando-Kissimmee-Sanford	FL		2000	2000		16,700		90	100.0%		25.25	Publix
Cashmere Corners	Port St. Lucie	FL		2017	2016		—		86	100.0%		17.64	WalMart
The Plaza at St. Lucie West	Port St. Lucie	FL		2017	2006		—		27	100.0%		27.78	-
Charlotte Square	Punta Gorda	FL		2017	1980		—		91	92.1%		12.08	WalMart, Buffet City
Ryanwood Square	Sebastian-Vero Beach	FL		2017	1987		—		115	94.3%		13.13	Publix, Beall's, Harbor Freight Tools
South Point	Sebastian-Vero Beach	FL		2017	2003		—		72	100.0%		16.14	Publix
Treasure Coast Plaza	Sebastian-Vero Beach	FL		2017	1983		—		134	99.0%		19.36	Publix, TJ Maxx
Carriage Gate	Tallahassee	FL		1994	2013		—		73	100.0%		30.01	Trader Joe's, TJ Maxx
Ocala Corners (6)	Tallahassee	FL		2000	2000		—		93	92.9%		43.62	Publix
Bloomingdale Square	Tampa-St Petersburg-Clearwater	FL		1998	2021		—		252	99.5%		21.31	Bealls, Dollar Tree, Home Centric, LA Fitness, Publix
Northgate Square	Tampa-St Petersburg-Clearwater	FL		2007	1995		—		75	100.0%		17.26	Publix
Regency Square	Tampa-St Petersburg-Clearwater	FL		1993	2013		—		352	98.4%		21.30	AMC Theater, Dollar Tree, Five Below, Marshalls, Michael's, PETCO, Shoe Carnival, TJ Maxx, Ulta, Old Navy, (Best Buy), (Macdill)
Shoppes at Sunlake Centre	Tampa-St Petersburg-Clearwater	FL		2017	2008		—		117	100.0%		26.31	Publix
Suncoast Crossing (6)	Tampa-St Petersburg-Clearwater	FL		2007	2007		—		118	100.0%		7.65	Kohl's, (Target)
The Village at Hunter's Lake	Tampa-St Petersburg-Clearwater	FL		2018	2018		—		72	100.0%		28.89	Sprouts
Town Square	Tampa-St Petersburg-Clearwater	FL		1997	1999		—		44	100.0%		36.30	PETCO, Barnes & Noble
Village Center	Tampa-St Petersburg-Clearwater	FL		1995	2014		—		186	100.0%		23.45	Publix, PGA Tour Superstore, Walgreens
Westchase	Tampa-St Petersburg-Clearwater	FL		2007	1998		—		79	100.0%		18.31	Publix
Ashford Place	Atlanta-SandySprings-Alpharett	GA		1997	1993		—		53	100.0%		26.58	Harbor Freight Tools
Briarcliff La Vista	Atlanta-SandySprings-Alpharett	GA		1997	1962		—		43	80.0%		19.82	Michael's
Briarcliff Village	Atlanta-SandySprings-Alpharett	GA		1997	1990		—		189	99.1%		17.48	Burlington, Party City, Publix, Shoe Carnival, TJ Maxx
Bridgemill Market	Atlanta-SandySprings-Alpharett	GA		2017	2000		—		89	95.0%		19.62	Publix


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)
Brighten Park	Atlanta-SandySprings-Alpharett	GA		1997	2016		—		137	94.4%		28.84	Lidl, Big Blue Swim School, Kohl's
Buckhead Court	Atlanta-SandySprings-Alpharett	GA		1997	1984		—		49	98.1%		33.46	-
Buckhead Landing	Atlanta-SandySprings-Alpharett	GA		2017	1998/2024		—		152	97.6%		34.08	Binders Art Supplies & Frames, Publix, Golf Galaxy
Buckhead Station	Atlanta-SandySprings-Alpharett	GA		2017	1996		—		234	93.2%		27.35	Cost Plus World Market, DSW Warehouse, Nordstrom Rack, Old Navy, Saks Off 5th, TJ Maxx, Ulta, Bloomingdale's Outlet
Cambridge Square	Atlanta-SandySprings-Alpharett	GA		1996	1979		—		73	98.7%		24.17	Publix
Chastain Square	Atlanta-SandySprings-Alpharett	GA		2017	2001		—		92	100.0%		25.43	Publix
Cornerstone Square	Atlanta-SandySprings-Alpharett	GA		1997	1990		—		80	100.0%		19.53	Aldi, Barking Hound Village, CVS, HealthMarkets Insurance
Dunwoody Hall	Atlanta-SandySprings-Alpharett	GA		1997	1986		13,800		86	100.0%		22.16	Publix
Dunwoody Village	Atlanta-SandySprings-Alpharett	GA		1997	1975		—		121	97.2%		23.47	The Fresh Market, Walgreens, Dunwoody Prep
Howell Mill Village	Atlanta-SandySprings-Alpharett	GA		2004	1984		—		92	100.0%		25.79	Publix
Paces Ferry Plaza	Atlanta-SandySprings-Alpharett	GA		1997	2018		—		82	100.0%		42.70	Whole Foods
Powers Ferry Square	Atlanta-SandySprings-Alpharett	GA		1997	2013		—		99	100.0%		36.79	HomeGoods, PETCO
Powers Ferry Village	Atlanta-SandySprings-Alpharett	GA		1997	1994		—		69	100.0%		10.81	Publix, Barrel Town
Russell Ridge	Atlanta-SandySprings-Alpharett	GA		1994	1995		—		108	98.7%		13.57	Kroger
Sandy Springs	Atlanta-SandySprings-Alpharett	GA		2012	2006		—		113	97.8%		28.46	Trader Joe's, Fox's, Peter Glenn Ski & Sports
Sope Creek Crossing	Atlanta-SandySprings-Alpharett	GA		1998	2016		—		99	98.1%		17.71	Publix
The Shops at Hampton Oaks	Atlanta-SandySprings-Alpharett	GA		2017	2009		—		21	93.3%		13.74	(CVS)
Williamsburg at Dunwoody	Atlanta-SandySprings-Alpharett	GA		2017	1983		—		45	95.3%		26.48	-
Civic Center Plaza	Chicago-Naperville-Elgin	IL	40%	2005	1989		22,000		265	100.0%		11.47	Super H Mart, Home Depot, O'Reilly Automotive, King Spa
Clybourn Commons	Chicago-Naperville-Elgin	IL		2014	1999		—		32	89.9%		38.45	PETCO
Glen Oak Plaza	Chicago-Naperville-Elgin	IL		2010	1967		—		63	100.0%		28.06	Trader Joe's, Walgreens, Northshore University Healthsystems
Hinsdale Lake Commons	Chicago-Naperville-Elgin	IL		1998	2015		—		185	96.7%		17.10	Whole Foods, Goodwill, Charter Fitness, Petco
Mellody Farm	Chicago-Naperville-Elgin	IL		2017	2017		—		259	98.6%		31.98	Whole Foods, Nordstrom Rack, REI, HomeGoods, Barnes & Noble, West Elm
Naperville Plaza	Chicago-Naperville-Elgin	IL	20%	2023	1961		22,588		115	100.0%		27.85	Casey's Foods, Trader Joe's, Oswald's Pharmacy
Old Town Square	Chicago-Naperville-Elgin	IL	20%	2023	1998		14,000		87	97.5%		27.27	Jewel-Osco
Riverside Sq & River's Edge	Chicago-Naperville-Elgin	IL	40%	2005	1986		—		169	100.0%		19.18	Mariano's Fresh Market, Dollar Tree, Party City, Blink Fitness
Roscoe Square	Chicago-Naperville-Elgin	IL	40%	2005	2012		24,500		140	100.0%		24.93	Mariano's Fresh Market, Walgreens, Altitude Trampoline Park
Westchester Commons	Chicago-Naperville-Elgin	IL		2001	2014		—		143	93.5%		19.62	Mariano's Fresh Market, Goodwill
Willow Festival (6)	Chicago-Naperville-Elgin	IL		2010	2007		—		404	91.6%		19.52	Whole Foods, Lowe's, CVS, HomeGoods, REI, Ulta
Shops on Main	Chicago-Naperville-Elgin	IN	94%	2007	2017/2020		—		289	100.0%		17.83	Whole Foods, Dick's Sporting Goods, Ross Dress for Less, HomeGoods, DSW, Nordstrom Rack, Marshalls
Willow Lake Shopping Center	Indianapolis-Carmel-Anderson	IN	40%	2005	1987		—		86	86.4%		18.12	Indiana Bureau of Motor Vehicles, Snipes USA, (Kroger)
Willow Lake West Shopping Center	Indianapolis-Carmel-Anderson	IN	40%	2005	2001		10,000		53	100.0%		28.57	Trader Joe's
Fellsway Plaza	Boston-Cambridge-Newton	MA	75%	2013	2016		34,300		161	98.0%		27.44	Stop & Shop, Planet Fitness, BioLife Plasma Services
Shaw's at Plymouth	Boston-Cambridge-Newton	MA		2017	1993		—		60	100.0%		19.34	Shaw's


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)
Shops at Saugus	Boston-Cambridge-Newton	MA		2006	2006		—		87	100.0%		32.10	Trader Joe's, La-Z-Boy, PetSmart
Star's at Cambridge	Boston-Cambridge-Newton	MA		2017	1997		—		66	100.0%		41.18	Star Market
Star's at West Roxbury	Boston-Cambridge-Newton	MA		2017	2006		—		76	98.7%		27.65	Shaw's
The Abbot	Boston-Cambridge-Newton	MA		2017	1912/2024		—		64	71.9%		98.23	Center for Effective Alturism
Twin City Plaza	Boston-Cambridge-Newton	MA		2006	2004		—		285	100.0%		23.59	Shaw's, Marshall's, Extra Space Storage, Walgreens, K&G Fashion, Dollar Tree, Everfitness, Formlabs
The Longmeadow Shops	Springfield, MA	MA		2023	1962		13,000		99	98.9%		31.79	CVS
Festival at Woodholme	Baltimore-Columbia-Towson	MD	40%	2005	1986		18,510		81	93.7%		41.59	Trader Joe's
Parkville Shopping Center	Baltimore-Columbia-Towson	MD	40%	2005	2013		23,200		165	96.4%		17.83	Giant, Parkville Lanes, Dollar Tree, Petco, The Cellar Parkville
Southside Marketplace	Baltimore-Columbia-Towson	MD	40%	2005	2011		24,800		125	94.7%		25.86	Giant
Village at Lee Airpark (6)	Baltimore-Columbia-Towson	MD		2005	2014		—		118	100.0%		31.87	Giant, (Sunrise)
Burnt Mills	Washington-Arlington-Alexandri	MD	20%	2013	2004		—		31	100.0%		41.66	Trader Joe's
Cloppers Mill Village	Washington-Arlington-Alexandri	MD	40%	2005	1995		—		137	94.5%		19.53	Shoppers Food Warehouse, Dollar Tree
Firstfield Shopping Center	Washington-Arlington-Alexandri	MD	40%	2005	2014		—		22	100.0%		45.97	-
Takoma Park	Washington-Arlington-Alexandri	MD	40%	2005	1960		—		107	98.2%		15.48	Planet Fitness
Watkins Park Plaza	Washington-Arlington-Alexandri	MD	40%	2005	1985		—		111	98.6%		30.37	LA Fitness, CVS
Westbard Square	Washington-Arlington-Alexandri	MD		2017	2001/2024		—		171	98.4%		39.44	Giant, Bowlmor AMF
Woodmoor Shopping Center	Washington-Arlington-Alexandri	MD	40%	2005	1954		18,783		68	93.3%		38.65	CVS
Apple Valley Square	Minneapol-St. Paul-Bloomington	MN		2006	1998		—		179	78.7%		19.17	Jo-Ann Fabrics, PETCO, Savers,(Burlington Coat Factory), (Aldi)
Cedar Commons	Minneapol-St. Paul-Bloomington	MN		2011	1999		—		66	100.0%		30.87	Whole Foods
Colonial Square	Minneapol-St. Paul-Bloomington	MN	40%	2005	2014		19,700		93	100.0%		28.26	Lund's
Rockford Road Plaza	Minneapol-St. Paul-Bloomington	MN	40%	2005	1991		20,000		204	99.4%		14.62	Kohl's, PetSmart, HomeGoods, TJ Maxx, ULTA
Rockridge Center	Minneapol-St. Paul-Bloomington	MN	20%	2011	2006		14,500		125	98.3%		14.85	CUB Foods
Brentwood Plaza	St. Louis	MO		2007	2002		—		60	92.6%		10.45	Schnucks
Bridgeton	St. Louis	MO		2007	2005		—		71	100.0%		12.96	Schnucks, (Home Depot)
Dardenne Crossing	St. Louis	MO		2007	1996		—		67	100.0%		11.85	Schnucks
Kirkwood Commons	St. Louis	MO		2007	2000		—		210	100.0%		10.42	Walmart, TJ Maxx, HomeGoods, Famous Footwear, (Target), (Lowe's)
Blakeney Town Center	Charlotte-Concord-Gastonia	NC		2021	2006		—		384	97.9%		27.47	Harris Teeter, Marshalls, Best Buy, Petsmart, Off Broadway Shoes, Old Navy, (Target)
Carmel Commons	Charlotte-Concord-Gastonia	NC		1997	2012		—		146	100.0%		24.60	Chuck E. Cheese, The Fresh Market, Party City, Edwin Watts Golf
Cochran Commons	Charlotte-Concord-Gastonia	NC	20%	2007	2003		—		66	100.0%		17.58	Harris Teeter, (Walgreens)
Willow Oaks	Charlotte-Concord-Gastonia	NC		2014	2014		—		65	100.0%		18.27	Publix
Shops at Erwin Mill	Durham-Chapel Hill	NC	55%	2012	2012		12,000		91	100.0%		21.04	Harris Teeter
Southpoint Crossing	Durham-Chapel Hill	NC		1998	1998		—		103	96.1%		18.02	Harris Teeter
Village Plaza	Durham-Chapel Hill	NC	20%	2012	2020		11,515		73	93.4%		26.20	Whole Foods
Woodcroft Shopping Center	Durham-Chapel Hill	NC		1996	1984		—		90	97.1%		15.02	Food Lion, ACE Hardware
Glenwood Village	Raleigh-Cary	NC		1997	1983		—		43	94.4%		19.49	Harris Teeter
Holly Park	Raleigh-Cary	NC		2013	1969		—		158	99.0%		21.59	DSW Warehouse, Trader Joe's, Ross Dress For Less, Staples, US Fitness Products, Jerry's Artarama, Pet Supplies Plus, Ulta
Lake Pine Plaza	Raleigh-Cary	NC		1998	1997		—		88	100.0%		14.77	Harris Teeter
Market at Colonnade Center	Raleigh-Cary	NC		2009	2009		—		58	100.0%		29.08	Whole Foods
Midtown East	Raleigh-Cary	NC	50%	2017	2017		36,000		159	100.0%		26.43	Wegmans
Ridgewood Shopping Center	Raleigh-Cary	NC	20%	2018	1951		8,759		94	91.3%		31.17	Whole Foods, Walgreens
Shoppes of Kildaire	Raleigh-Cary	NC	40%	2005	1986		20,000		145	100.0%		21.87	Trader Joe's, Aldi, Staples, Barnes & Noble


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)
Sutton Square	Raleigh-Cary	NC	20%	2006	1985		—		101	97.0%		22.61	The Fresh Market
Village District	Raleigh-Cary	NC	30%	2004	2018		75,000		602	99.1%		26.52	Harris Teeter, The Fresh Market, The Oberlin, Wake Public Library, Walgreens, Talbots, Great Outdoor Provision Co., York Properties,The Cheshire Cat Gallery, Crunch Fitness Select Club, Bailey's Fine Jewelry, Sephora, Barnes & Noble, Goodnight's Comedy Club, Ballard Designs
Bloomfield Crossing	New York-Newark-Jersey City	NJ		2023	0		—		59	100.0%		16.03	Superfresh
Boonton ACME Shopping Center	New York-Newark-Jersey City	NJ		2023	1999		10,358		63	100.0%		25.54	Acme Markets
Cedar Hill Shopping Center	New York-Newark-Jersey City	NJ		2023	1971		6,815		43	100.0%		31.17	Walgreens
Chestnut Ridge Shopping Center	New York-Newark-Jersey City	NJ	50%	2023	1965		—		76	92.2%		30.97	Fresh Market, Drop Fitness
Chimney Rock (6)	New York-Newark-Jersey City	NJ		2016	2016		—		218	100.0%		38.34	Whole Foods, Nordstrom Rack, Saks Off 5th, The Container Store, Ulta, LL Bean
District at Metuchen	New York-Newark-Jersey City	NJ	20%	2018	2017		16,000		67	100.0%		33.14	Whole Foods
Emerson Plaza	New York-Newark-Jersey City	NJ		2023	1981		—		85	95.3%		14.50	Shoprite, K-9 Resorts Luxury Pet Hotel
Ferry Street Plaza	New York-Newark-Jersey City	NJ		2023	1995		8,471		108	100.0%		23.41	Seabra Foods, Flaming Grill
H Mart Plaza	New York-Newark-Jersey City	NJ		2023	1967		—		7	100.0%		46.32	-
Meadtown Shopping Center	New York-Newark-Jersey City	NJ		2023	1961		9,070		77	100.0%		26.71	Marshalls, Petco, Walgreens
Midland Park Shopping Center	New York-Newark-Jersey City	NJ		2023	1966		17,166		129	91.9%		25.08	Kings Food Markets, Crunch Fitness
Plaza Square	New York-Newark-Jersey City	NJ	40%	2005	1990		—		103	80.0%		18.05	Grocer, Retro Fitness
Pompton Lakes Towne Square	New York-Newark-Jersey City	NJ		2023	2000		—		66	92.2%		26.29	Planet Fitness
Rite Aid Plaza-Waldwick Plaza	New York-Newark-Jersey City	NJ		2023	1953		—		20	100.0%		30.42	Rite Aid
South Pass Village	New York-Newark-Jersey City	NJ		2023	1965		19,705		109	100.0%		32.06	Acme Markets
Valley Ridge Shopping Center	New York-Newark-Jersey City	NJ		2023	1962		16,249		103	93.0%		27.33	Whole Foods
Van Houten Plaza	New York-Newark-Jersey City	NJ		2023	1974		—		42	100.0%		11.05	Dollar Tree
Waldwick Plaza	New York-Newark-Jersey City	NJ		2023	1960		—		27	100.0%		28.19	-
Washington Commons	New York-Newark-Jersey City	NJ	100%	2023	1992		8,494		74	94.2%		23.95	Stop & Shop
Glenwood Green	Philadelphia-Camden-Wilmington	NJ	70%	2023	2024		—		355	95.6%		16.84	ShopRite, Target, Rendina
Haddon Commons	Philadelphia-Camden-Wilmington	NJ	40%	2005	1985		—		54	100.0%		18.29	Acme Markets
101 7th Avenue	New York-Newark-Jersey City	NY		2017	1930		—		57	0.0%		-	-
111 Kraft Avenue	New York-Newark-Jersey City	NY		2023	1902		—		9	74.1%		50.80	-
1175 Third Avenue	New York-Newark-Jersey City	NY		2017	1995		—		23	100.0%		112.26	Whole Foods, Five Below
1225-1239 Second Ave	New York-Newark-Jersey City	NY		2017	1987		—		19	100.0%		83.90	Dumbo Market
260-270 Sawmill Road	New York-Newark-Jersey City	NY		2023	1953		—		3	100.0%		1.69	-
27 Purchase Street	New York-Newark-Jersey City	NY		2023	0		—		10	100.0%		39.59	-
410 South Broadway	New York-Newark-Jersey City	NY		2023	1936		—		7	100.0%		1.21	-
48 Purchase Street	New York-Newark-Jersey City	NY		2023	0		—		6	100.0%		82.38	-
90 - 30 Metropolitan Avenue	New York-Newark-Jersey City	NY		2017	2007		—		60	100.0%		36.15	Michaels, Staples, Trader Joe's
Arcadian Shopping Center	New York-Newark-Jersey City	NY		2023	1978		—		166	97.9%		24.78	Stop & Shop, Westchester Community College, The 19th Hole
Biltmore Shopping Center	New York-Newark-Jersey City	NY		2023	1967		—		17	100.0%		39.90	-
Broadway Plaza (6)	New York-Newark-Jersey City	NY		2017	2014		—		147	93.2%		41.90	Aldi, Best Buy, Bob's Discount Furniture, TJ Maxx, Blink Fitness
Carmel ShopRite Plaza	New York-Newark-Jersey City	NY		2023	1981		—		142	96.9%		14.50	Shoprite, Carmel Cinema, Gold's Gyn, Rite Aid
Chilmark Shopping Center	New York-Newark-Jersey City	NY		2023	1963		—		47	100.0%		32.98	CVS


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)
Clocktower Plaza Shopping Ctr (6)	New York-Newark-Jersey City	NY		2017	1995		—		79	96.9%		48.76	Stop & Shop
DeCicco's Plaza	New York-Newark-Jersey City	NY		2023	1978		—		70	97.0%		40.53	Decicco & Sons
District Shops of Pelham Manor (fka Pelham Manor Plaza)	New York-Newark-Jersey City	NY		2023	1960		—		25	74.5%		36.02	Manor Market
East Meadow Plaza	New York-Newark-Jersey City	NY		2023	1971		—		139	85.6%		25.93	Lidl, Dollar Deal
Eastchester Plaza	New York-Newark-Jersey City	NY		2023	1963		—		24	100.0%		37.50	CVS
Eastport	New York-Newark-Jersey City	NY		2021	1980		—		48	94.0%		13.04	King Kullen, Rite Aid
Gateway Plaza	New York-Newark-Jersey City	NY	50%	2023	0		14,000		198	100.0%		9.78	Walmart, Bob's Discount Furniture
Harrison Shopping Square	New York-Newark-Jersey City	NY		2023	1958		—		26	95.2%		23.68	The Goddard School
Heritage 202 Center	New York-Newark-Jersey City	NY		2023	1989		—		19	93.8%		36.54	-
Hewlett Crossing I & II	New York-Newark-Jersey City	NY		2018	1954		—		52	100.0%		39.55	-
Lake Grove Commons	New York-Newark-Jersey City	NY	40%	2012	2008		49,246		141	100.0%		37.39	Whole Foods, LA Fitness
Lakeview Shopping Center	New York-Newark-Jersey City	NY		2023	1981		10,680		165	97.9%		18.55	Acme, Planet Fitness, Montclare Children's School, Rite Aid
McLean Plaza	New York-Newark-Jersey City	NY	100%	2023	1982		5,000		58	88.4%		19.92	Acme Markets
Midway Shopping Center	New York-Newark-Jersey City	NY	12%	2023	1958		21,346		244	97.4%		26.83	Shoprite, JoAnn, Amazing Savings, CVS, Planet Fitness, Denny's Kids, Ulta
New City PCSB Bank Pad	New York-Newark-Jersey City	NY		2023	1973		—		3	100.0%		102.08	-
Orangetown Shopping Center	New York-Newark-Jersey City	NY	100%	2023	1966		5,885		76	91.5%		22.26	CVS
Purchase Street Shops	New York-Newark-Jersey City	NY		2023	0		—		6	100.0%		37.74	-
Putnam Plaza	New York-Newark-Jersey City	NY	67%	2023	1971		16,916		189	89.1%		17.62	Tops, Dollar World, Rite Aid, Harbor Freight Tools
Riverhead Plaza	New York-Newark-Jersey City	NY	50%	2023	0		—		13	100.0%		39.46	-
Rivertowns Square	New York-Newark-Jersey City	NY		2018	2016		—		116	93.9%		27.79	Ulta, The Learning Experience, Mom's Organic Market, Look Cinemas
Somers Commons	New York-Newark-Jersey City	NY		2023	2003		—		135	89.9%		17.79	Level Fitness, Tractor Supply, Goodwill
Staples Plaza-Yorktown Heights	New York-Newark-Jersey City	NY		2023	1970		—		125	100.0%		11.45	Level Fitness, Staples, Party City, Extra Space Storage
Tanglewood Shopping Center	New York-Newark-Jersey City	NY		2023	1953		2,163		28	96.6%		44.02	-
The Gallery at Westbury Plaza	New York-Newark-Jersey City	NY		2017	2013		—		312	98.4%		53.54	Trader Joe's, Nordstrom Rack, Saks Fifth Avenue, Bloomingdale's, The Container Store, HomeGoods, Old Navy, Gap Outlet, Bassett Home Furnishings, Famous Footwear
The Meadows (fka East Meadow)	New York-Newark-Jersey City	NY		2021	1980		—		141	94.8%		16.48	Marshalls, Stew Leonard's, Net Cost Market, Catch Air
The Point at Garden City Park (6)	New York-Newark-Jersey City	NY		2016	2018		—		105	100.0%		31.29	King Kullen, Ace Hardware
The Shops at SunVet (fka SunVet) (6)(7)	New York-Newark-Jersey City	NY	100%	2023	2023		—		172	73.3%		45.92	Whole Foods, Nordstrom Rack
Towne Centre at Somers	New York-Newark-Jersey City	NY		2023	1988		—		84	98.2%		31.74	CVS
Valley Stream	New York-Newark-Jersey City	NY		2021	1950		—		99	95.0%		31.10	King Kullen
Village Commons	New York-Newark-Jersey City	NY		2023	1980		—		28	87.6%		39.47	-
Wading River	New York-Newark-Jersey City	NY		2021	2002		—		99	96.4%		24.56	King Kullen, CVS, Ace Hardware
Westbury Plaza	New York-Newark-Jersey City	NY		2017	2004		88,000		390	100.0%		28.10	WalMart, Costco, Marshalls, Total Wine and More, Olive Garden
Marine's Taste of Italy	Torrington	NY		2023	1988		—		3	100.0%		28.73	-
Cherry Grove	Cincinnati	OH		1998	2012		—		203	96.0%		13.34	Kroger, Shoe Carnival, TJ Maxx, Tuesday Morning
Hyde Park	Cincinnati	OH		1997	1995		—		398	100.0%		17.41	Kroger, Kohl's, Walgreens, Ace Hardware, Staples, Marshalls, Five Below
Red Bank Village	Cincinnati	OH		2006	2018		—		176	100.0%		8.00	WalMart


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)
Regency Commons	Cincinnati	OH		2004	2004		—		34	84.0%		27.58	-
West Chester Plaza	Cincinnati	OH		1998	1988		—		88	96.8%		10.20	Kroger
East Pointe	Columbus	OH		1998	2014		—		111	100.0%		11.65	Kroger
Kroger New Albany Center	Columbus	OH		1999	1999		—		96	100.0%		14.12	Kroger
Northgate Plaza (Maxtown Road)	Columbus	OH		1998	2017		—		117	100.0%		12.51	Kroger, (Home Depot)
Corvallis Market Center	Corvallis	OR		2006	2006		—		85	100.0%		22.79	Michaels, TJ Maxx, Trader Joe's
Northgate Marketplace	Medford	OR		2011	2011		—		81	96.3%		25.26	Trader Joe's, REI, PETCO
Northgate Marketplace Ph II	Medford	OR		2015	2015		—		177	96.4%		18.12	Dick's Sporting Goods, Homegoods, Marshalls
Greenway Town Center	Portland-Vancouver-Hillsboro	OR	40%	2005	2014		—		93	97.5%		17.00	Dollar Tree, Rite Aid, Whole Foods
Murrayhill Marketplace	Portland-Vancouver-Hillsboro	OR		1999	2016		—		150	90.4%		22.03	Safeway, Planet Fitness
Sherwood Crossroads	Portland-Vancouver-Hillsboro	OR		1999	1999		—		88	91.9%		12.40	Safeway
Tanasbourne Market (6)	Portland-Vancouver-Hillsboro	OR		2006	2006		—		71	100.0%		33.11	Whole Foods
Walker Center	Portland-Vancouver-Hillsboro	OR		1999	1987		—		89	95.7%		28.64	REI
Allen Street Shopping Ctr	Allentown-Bethlehem-Easton	PA	40%	2005	1958		—		46	100.0%		19.71	Grocery Outlet Bargain Market
Lower Nazareth Commons	Allentown-Bethlehem-Easton	PA		2007	2012		—		101	100.0%		28.73	Burlington Coat Factory, PETCO, (Wegmans), (Target)
Stefko Boulevard Shopping Center	Allentown-Bethlehem-Easton	PA	40%	2005	1976		—		134	97.9%		11.44	Valley Farm Market, Dollar Tree, Muscle Inc. Gym
Hershey (6)	Harrisburg-Carlisle	PA		2000	2000		—		6	100.0%		30.00	-
Baederwood Shopping Center	Philadelphia-Camden-Wilmington	PA	80%	2023	1999		24,365		117	97.4%		28.52	Whole Foods, Planet Fitness
City Avenue Shopping Center	Philadelphia-Camden-Wilmington	PA	40%	2005	1960		—		157	96.1%		21.97	Ross Dress for Less, TJ Maxx, Dollar Tree
Gateway Shopping Center	Philadelphia-Camden-Wilmington	PA		2004	2016		—		224	96.0%		36.71	Trader Joe's, Staples, TJ Maxx, Jo-Ann Fabrics
Mercer Square Shopping Center	Philadelphia-Camden-Wilmington	PA	40%	2005	1988		—		91	100.0%		23.43	Weis Markets
Newtown Square Shopping Center	Philadelphia-Camden-Wilmington	PA	40%	2005	2020		20,000		142	96.5%		20.87	Acme Markets, Michael's
Warwick Square Shopping Center	Philadelphia-Camden-Wilmington	PA	40%	2005	1999		—		93	95.6%		17.47	Grocery Outlet Bargain Market, Planet Fitness
East Greenwich Square	Boston-Cambridge-Newton	RI	70%	2024	1990		26,000		159	97.0%		20.00	Dave's Fresh Marketplace, Les Isle Rose
Indigo Square	Charleston-North Charleston	SC		2017	2017		—		51	100.0%		32.01	Greenwise (Vac 8/29/20)
Merchants Village	Charleston-North Charleston	SC	40%	1997	1997		9,000		80	100.0%		19.16	Publix
Harpeth Village Fieldstone	Nashvil-Davdsn-Murfree-Frankln	TN		1997	1998		—		70	100.0%		17.43	Publix
Northlake Village	Nashvil-Davdsn-Murfree-Frankln	TN		2000	2013		—		135	100.0%		16.14	Kroger
Peartree Village	Nashvil-Davdsn-Murfree-Frankln	TN		1997	1997		—		110	100.0%		20.52	Kroger, PETCO
Hancock	Austin-Round Rock-Georgetown	TX		1999	1998		—		263	99.2%		20.53	24 Hour Fitness, Firestone Complete Auto Care, H.E.B, PETCO, Twin Liquors
Market at Round Rock	Austin-Round Rock-Georgetown	TX		1999	1987		—		123	85.6%		21.63	Sprout's Markets, Office Depot
North Hills	Austin-Round Rock-Georgetown	TX		1999	1995		—		164	98.8%		23.70	H.E.B.
Shops at Mira Vista	Austin-Round Rock-Georgetown	TX		2014	2002		151		68	100.0%		27.16	Trader Joe's, Champions Westlake Gymnastics & Cheer
Tech Ridge Center	Austin-Round Rock-Georgetown	TX		2011	2020		—		243	98.3%		21.47	H.E.B., Pinstack, Baylor Scott & White
University Commons - Austin	Austin-Round Rock-Georgetown	TX	20%	2024	2024		—		218	93.8%		21.03	HEB
Bethany Park Place	Dallas-Fort Worth-Arlington	TX		1998	1998		10,200		99	98.6%		12.07	Kroger
CityLine Market	Dallas-Fort Worth-Arlington	TX		2014	2014		—		81	100.0%		30.87	Whole Foods
CityLine Market Phase II	Dallas-Fort Worth-Arlington	TX		2015	2015		—		22	100.0%		28.99	CVS
Hillcrest Village	Dallas-Fort Worth-Arlington	TX		1999	1991		—		15	100.0%		51.47	-
Keller Town Center	Dallas-Fort Worth-Arlington	TX		1999	2014		—		120	95.9%		17.00	Tom Thumb
Lebanon/Legacy Center	Dallas-Fort Worth-Arlington	TX		2000	2002		—		56	97.0%		31.71	(WalMart)
Market at Preston Forest	Dallas-Fort Worth-Arlington	TX		1999	1990		—		96	100.0%		23.28	Tom Thumb
Mockingbird Commons	Dallas-Fort Worth-Arlington	TX		1999	1987		—		120	100.0%		22.21	Tom Thumb, Ogle School of Hair Design


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)
Preston Oaks (6)	Dallas-Fort Worth-Arlington	TX		2013	2022		—		103	96.2%		41.60	Central Market, Talbots
Prestonbrook	Dallas-Fort Worth-Arlington	TX		1998	1998		—		92	98.9%		15.73	Kroger
Shiloh Springs	Dallas-Fort Worth-Arlington	TX		1998	1998		—		110	100.0%		15.84	Kroger
Alden Bridge	Houston-Woodlands-Sugar Land	TX		2002	1998		26,000		139	97.4%		21.80	Kroger, Walgreens
Baybrook East (7)	Houston-Woodlands-Sugar Land	TX	50%	2020	2021		11,778		155	91.3%		12.73	H.E.B
Cochran's Crossing	Houston-Woodlands-Sugar Land	TX		2002	1994		—		138	93.7%		21.16	Kroger
Indian Springs Center	Houston-Woodlands-Sugar Land	TX		2002	2003		—		140	100.0%		26.92	H.E.B.
Jordan Ranch (7)	Houston-Woodlands-Sugar Land	TX	50%	2024	2024		—		162	83.2%		14.81	HEB
Market at Springwoods Village	Houston-Woodlands-Sugar Land	TX	53%	2016	2018		3,750		167	98.9%		18.44	Kroger
Panther Creek	Houston-Woodlands-Sugar Land	TX		2002	1994		—		166	99.0%		25.47	CVS, The Woodlands Childrens Museum, Fitness Project
Sienna Grande Shops (fka Sienna) (7)	Houston-Woodlands-Sugar Land	TX	75%	2023	2023		—		30	58.6%		35.60	-
Southpark at Cinco Ranch	Houston-Woodlands-Sugar Land	TX		2012	2017		—		265	100.0%		14.85	Kroger, Academy Sports, PETCO, Spec's Liquor and Finer Foods
Sterling Ridge	Houston-Woodlands-Sugar Land	TX		2002	2000		—		129	100.0%		22.98	Kroger, CVS
Sweetwater Plaza	Houston-Woodlands-Sugar Land	TX	20%	2001	2000		20,000		135	93.7%		18.81	Kroger, Walgreens
The Village at Riverstone	Houston-Woodlands-Sugar Land	TX		2016	2016		—		165	95.0%		17.44	Kroger
Weslayan Plaza East	Houston-Woodlands-Sugar Land	TX	40%	2005	1969		—		169	100.0%		22.37	Berings, Ross Dress for Less, Michaels, The Next Level Fitness, Spec's Liquor, Trek Bicycle
Weslayan Plaza West	Houston-Woodlands-Sugar Land	TX	40%	2005	1969		—		186	98.1%		22.38	Randalls Food, Walgreens, PETCO, Homegoods, Barnes & Noble
Westwood Village	Houston-Woodlands-Sugar Land	TX		2006	2006		—		242	97.5%		19.60	Fitness Project, PetSmart, Office Max, Ross Dress For Less, TJ Maxx, Kelsey Seybold,(Target)
Woodway Collection	Houston-Woodlands-Sugar Land	TX	40%	2005	2012		25,900		97	94.2%		32.52	Whole Foods
Carytown Exchange	Richmond	VA	69%	2018	2022		—		116	100.0%		29.09	Publix, CVS
Hanover Village Shopping Center	Richmond	VA	40%	2005	1971		—		90	100.0%		10.35	Aldi, Tractor Supply Company, Harbor Freight Tools, Dollar Tree
Village Shopping Center	Richmond	VA	40%	2005	1948		24,250		116	83.8%		26.94	Publix, CVS
Ashburn Farm Village Center	Washington-Arlington-Alexandri	VA	40%	2005	1996		—		92	100.0%		18.24	Patel Brothers, The Shop Gym
Belmont Chase	Washington-Arlington-Alexandri	VA		2014	2014		—		91	100.0%		35.19	Cooper's Hawk Winery, Whole Foods
Centre Ridge Marketplace	Washington-Arlington-Alexandri	VA	40%	2005	1996		11,640		107	96.2%		20.21	United States Coast Guard Ex, Planet Fitness
Festival at Manchester Lakes	Washington-Arlington-Alexandri	VA	40%	2005	2021		—		169	96.2%		31.39	Amazon Fresh, Homesense, Hyper Kidz
Fox Mill Shopping Center	Washington-Arlington-Alexandri	VA	40%	2005	2013		22,500		103	97.6%		27.74	Giant
Greenbriar Town Center	Washington-Arlington-Alexandri	VA	40%	2005	1972		76,200		340	97.2%		29.79	Big Blue Swim School, Bob's Discount Furniture, CVS, Giant, Marshalls, Planet Fitness, Ross Dress for Less, Total Wine and More
Kamp Washington Shopping Center	Washington-Arlington-Alexandri	VA	40%	2005	1960		—		71	100.0%		35.50	PGA Tour Superstore
Kings Park Shopping Center	Washington-Arlington-Alexandri	VA	40%	2005	2015		21,800		96	100.0%		34.87	Giant, CVS
Lorton Station Marketplace	Washington-Arlington-Alexandri	VA	20%	2006	2005		7,300		136	91.4%		26.76	Amazon Fresh, Planet Fitness, Five Below, LLC
Point 50	Washington-Arlington-Alexandri	VA		2007	2021		—		48	100.0%		33.27	Amazon Fresh
Saratoga Shopping Center	Washington-Arlington-Alexandri	VA	40%	2005	1977		22,800		113	95.1%		22.48	Giant
Shops at County Center	Washington-Arlington-Alexandri	VA		2005	2005		—		101	100.0%		21.74	Harris Teeter, Planet Fitness


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)
The Crossing Clarendon	Washington-Arlington-Alexandri	VA		2016	2023		—		420	96.2%		39.71	Whole Foods, Crate & Barrel, The Container Store, Barnes & Noble, Pottery Barn, Ethan Allen, The Cheesecake Factory, LifeTime, Corobus Sports, Three Notch'd Brewing Company
The Field at Commonwealth	Washington-Arlington-Alexandri	VA		2017	2018		—		167	100.0%		23.89	Wegmans
Village Center at Dulles	Washington-Arlington-Alexandri	VA	20%	2002	1991		46,000		307	85.5%		30.62	Giant, CVS, Advance Auto Parts, Chuck E. Cheese, HomeGoods, Goodwill, Furniture Max
Willston Centre I	Washington-Arlington-Alexandri	VA	40%	2005	1952		—		105	86.5%		30.38	Fashion K City
Willston Centre II	Washington-Arlington-Alexandri	VA	40%	2005	2010		32,000		136	100.0%		28.50	Safeway, (Target), (PetSmart)
6401 Roosevelt	Seattle-Tacoma-Bellevue	WA		2019	1929		—		8	100.0%		27.92	-
Aurora Marketplace	Seattle-Tacoma-Bellevue	WA	40%	2005	1991		13,400		107	100.0%		19.13	Safeway, TJ Maxx
Ballard Blocks I	Seattle-Tacoma-Bellevue	WA	50%	2018	2007		—		132	98.4%		27.71	LA Fitness, Ross Dress for Less, Trader Joe's
Ballard Blocks II	Seattle-Tacoma-Bellevue	WA	50%	2018	2018		—		117	99.0%		35.03	Bright Horizons, Kaiser Permanente, PCC Community Markets, Prokarma, Trufusion, West Marine
Broadway Market	Seattle-Tacoma-Bellevue	WA	20%	2014	1988		21,500		140	94.3%		29.42	Gold's Gym, Mosaic Salon Group, Quality Food Centers
Cascade Plaza	Seattle-Tacoma-Bellevue	WA	20%	1999	1999		—		206	86.9%		13.24	Big 5 Sporting Goods, Dollar Tree, Jo-Ann Fabrics, Planet Fitness, Ross Dress For Less, Safeway, Aaron's
Eastgate Plaza	Seattle-Tacoma-Bellevue	WA	40%	2005	2018/2021		22,000		85	100.0%		32.47	Safeway, Rite Aid
Grand Ridge Plaza	Seattle-Tacoma-Bellevue	WA		2012	2018		—		331	99.5%		27.53	Bevmo!, Dick's Sporting Goods, Marshalls, Regal Cinemas,Safeway, Ulta
Inglewood Plaza	Seattle-Tacoma-Bellevue	WA		1999	1985		—		17	100.0%		48.11	-
Island Village	Seattle-Tacoma-Bellevue	WA		2023	2013		—		106	98.7%		16.47	Safeway, Rite Aid
Klahanie Shopping Center	Seattle-Tacoma-Bellevue	WA		2016	1998		—		67	89.6%		39.15	(QFC)
Melrose Market	Seattle-Tacoma-Bellevue	WA		2019	2009		—		21	92.7%		37.57	-
Overlake Fashion Plaza	Seattle-Tacoma-Bellevue	WA	40%	2005	2020		—		87	100.0%		30.71	Marshalls, Bevmo!, Amazon Go Grocery
Pine Lake Village	Seattle-Tacoma-Bellevue	WA		1999	1989		—		103	98.6%		27.82	Quality Food Centers, Rite Aid
Roosevelt Square	Seattle-Tacoma-Bellevue	WA		2017	2017		—		150	84.7%		28.96	Whole Foods, Guitar Center, LA Fitness
Sammamish-Highlands	Seattle-Tacoma-Bellevue	WA		1999	2013		—		101	100.0%		39.83	Trader Joe's, Bartell Drugs, (Safeway)
Southcenter	Seattle-Tacoma-Bellevue	WA		1999	1990		—		57	100.0%		36.04	(Target)
Regency Centers Total						$	2,186,955		57,315	96.3%	$	25.16

(1)

CBSA refers to Core-Based Statistical Area (e.g. metropolitan area).

(2)

Represents our percentage ownership interest in the property, if not wholly-owned.

(3)

Percentages also include properties where we have not yet incurred at least 90% of the expected costs to complete development and the property is not yet 95% occupied or the anchor has not yet been open for at least two years ("development properties" or "properties in development"). However, if development properties were excluded, the total percent leased would be 94.9% for our Combined Portfolio of shopping centers.

(4)

Average base rent PSF is calculated based on annual minimum contractual base rent per the tenant lease, excluding percentage rent and recovery revenue.

(5)

Retailers in parenthesis are "shadow anchors" at our shopping centers (as described in Item 1A, "Risk Factors"). We have no ownership or leasehold interest in their space, which is adjacent to our property or on a parcel owned by the shadow anchor that appears to be part of our center.

(6)

The ground underlying the building and improvements is not owned by Regency or its unconsolidated real estate partnerships, but is subject to a ground lease.

(7)

Property in development.

Item 3. Legal Proceedings

We are a party to various legal proceedings that arise in the ordinary course of our business. We are not currently involved in any litigation, nor, to our knowledge, is any litigation threatened against us, the outcome of which would, in our judgment based on information currently available to us, have a material adverse effect on our financial position or results of operations. However, no assurances can be given as to the outcome of any threatened or pending legal proceedings.

See Note 17 - Commitments and Contingencies in the Notes for discussion regarding material legal proceeds and contingencies.

Item 4. Mine Saf ety Disclosures

Not applicable.

PART II

Item 5. Market for the Registrant's Common Equity, Related St ockholder Matters, and Issuer Purchases of Equity Securities

Our common stock is listed on the NASDAQ Global Select Market under the symbol "REG."

As of February 07, 2025, there were 140,467 holders of our common stock.

We intend to pay regular quarterly distributions to Regency Centers Corporation's common shareholders. Future distributions will be declared and paid at the discretion of our Board of Directors and will depend upon cash generated by our operating results, our financial condition, cash flows, capital requirements, future business prospects, annual dividend requirements under the REIT provisions of the Internal Revenue Code of 1986, as amended, and such other factors as our Board of Directors deems relevant. 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 real estate investment trust taxable income for the taxable year, excluding any net capital gains. Under certain circumstances we could be required to make distributions in excess of cash available for distributions in order to meet such requirements. We have a dividend reinvestment plan under which our shareholders may elect to reinvest their dividends automatically in common stock. Under the plan, we may elect to purchase common stock in the open market on behalf of shareholders or may issue new common stock to such shareholders.

Under the terms of our Line, in the event of any monetary default, we may not make distributions to shareholders except to the extent necessary to maintain our REIT status.

There were no unregistered sales of equity securities during the quarter ended December 31, 2024.

The following table represents information with respect to purchases by Regency of its common stock by month during the three month period ended December 31, 2024:


Period	Total number of shares purchased (1)		Total number of shares purchased as part of publicly announced plans or programs (2)		Average price paid per share		Maximum number or approximate dollar value of shares that may yet be purchased under the plans or programs (2)
October 1, 2024, through October 31, 2024		—		—	$	—	$	250,000,000
November 1, 2024, through November 30, 2024		145,257		—	$	73.77	$	250,000,000
December 1, 2024, through December 31, 2024		—		—	$	—	$	250,000,000

(1)

Represents shares purchased to cover payment of withholding taxes in connection with restricted stock vesting by participants under Regency's Long-Term Omnibus Plan.

(2)

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. Any stock repurchased, if not retired, will be treated as treasury stock. This program will expire on June 30, 2026, 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, 2019. The following performance graph and table do not constitute soliciting material and should not be deemed filed or incorporated by reference into any other previous or future filings by us under the Securities Act of 1933, as amended (the "Securities Act") or the Securities Exchange Act of 1934, as amended (the "Exchange Act").


	12/31/2019		12/31/2020		12/31/2021		12/31/2022		12/31/2023		12/31/2024
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 6. [Reserved ]

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Executing on our Strategy

During the year ended December 31, 2024, we had Net income attributable to common shareholders of $386.7 million as compared to $359.5 million during the year ended December 31, 2023 with the increase primarily related to the 2023 acquisition of UBP.

During the year ended December 31, 2024:

•

Our Pro-rata same property NOI, excluding termination fees, grew 3.1%, primarily attributable to improvements in base rent from increases in year over year occupancy rates, contractual rent steps in existing leases, and positive rent spreads on new and renewal leases.

•

We executed 2,032 new and renewal leasing transactions representing 9.9 million Pro-rata SF with positive rent spreads of 9.5% during 2024, compared to 1,839 such transactions representing 6.9 million Pro-rata SF with positive rent spreads of 10.0% in 2023. Rent spreads are calculated on all executed leasing transactions for comparable Retail Operating Property spaces, including spaces vacant greater than 12 months.

•

At December 31, 2024, our total property portfolio was 96.3% leased while our same property portfolio was 96.7% leased, compared to 95.1% and 95.7%, respectively, at December 31, 2023.

We continued our development and redevelopment of high quality shopping centers:

•

Estimated Pro-rata project costs of our current in process development and redevelopment projects totaled $497.3 million compared to $468.1 million at December 31, 2023.

•

Development and redevelopment projects completed during 2024 represented $236.6 million of estimated net project costs, with an average stabilized yield of 8.0%. A stabilized yield for development and redevelopment projects represents the incremental NOI (estimated stabilized NOI less NOI prior to project commencement) divided by the total project costs.

We engaged in successful capital markets transactions and related activity that enabled us to maintain liquidity and the financial flexibility to cost effectively fund investment opportunities and debt maturities:

•

We received a credit rating upgrade to A3 with a stable outlook from Moody's Investors Service, and S&P Global upgraded our outlook to 'Positive' and affirmed the Company's BBB+ credit rating.

•

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.

•

We have $101.6 million of secured loans maturing during the next 12 months, including Regency's pro-rata share of maturities within our unconsolidated real estate partnerships, which we intend to refinance or pay-off as they mature.

•

At December 31, 2024, we had $1.4 billion available on the Line, which expires on March 23, 2028 unless we exercise the available options to extend the maturity for two additional six-month periods, in which case the term will be extended in accordance with any such option exercise.

•

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.

Leasing Activity and Significant Tenants

We believe our high-quality, neighborhood and community shopping centers located in suburban trade areas with compelling demographics create attractive spaces for retail and service providers to operate their businesses.

Pro-rata Percent Leased

The following table summarizes Pro-rata percent leased of our combined consolidated and unconsolidated shopping center portfolio:


	December 31, 2024			December 31, 2023
Percent Leased – All properties		96.3	%		95.1	%
Anchor Space (spaces ≥ 10,000 SF)		98.4	%		96.7	%
Shop Space (spaces < 10,000 SF)		93.0	%		92.4	%

Our percent leased increased primarily due to favorable leasing activity in both our Anchor and Shop Space categories during 2024.

Pro-rata Leasing Activity

The following table summarizes leasing activity, including our Pro-rata share of activity within the portfolio of our real estate partnerships (totals as a weighted-average PSF):


	Year Ended December 31, 2024
	Leasing Transactions		SF (in thousands)		Base Rent PSF		Tenant Allowance and Landlord Work PSF		Leasing Commissions PSF
Anchor Space Leases
New		39		952	$	20.06	$	61.64	$	6.77
Renewal		153		4,778		18.48		0.72		0.09
Total Anchor Space Leases		192		5,730	$	18.76	$	11.74	$	1.30
Shop Space Leases
New		598		1,415	$	39.91	$	44.11	$	14.58
Renewal		1,242		2,714		38.39		2.52		0.65
Total Shop Space Leases		1,840		4,129	$	38.92	$	16.98	$	5.49
Total Leases		2,032		9,859	$	27.19	$	13.93	$	3.05


	Year Ended December 31, 2023
	Leasing Transactions		SF (in thousands)		Base Rent PSF		Tenant Allowance and Landlord Work PSF		Leasing Commissions PSF
Anchor Space Leases
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
Shop Space Leases
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

The weighted-average base rent PSF on signed Shop Space leases during 2024 was $38.92 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 $35.98 PSF. New and renewal rent spreads, compared to prior rents on these same spaces leased, were positive at 9.5% for the 12 months ended December 31, 2024, compared to 10.0% for the 12 months ended December 31, 2023.

Diversification and Concentration of Tenant Risk

We seek to reduce our risk by limiting concentration. For example, we utilize geographic diversification, as described in "Item 2. Properties " of this Report, and also seek to avoid dependence on any single property, market, or tenant. Based on percentage of annualized base rent, the following table summarizes our most significant tenants, of which four of the top five are grocers:


	December 31, 2024
Anchor	Number of Stores		Percentage of Company- owned GLA (1)			Percentage of Annual Base Rent (1)
Publix		67		6.0	%		2.9	%
Albertsons Companies, Inc. (2)		52		4.3	%		2.8	%
TJX Companies, Inc.		74		3.6	%		2.7	%
Amazon/Whole Foods		39		2.7	%		2.6	%
Kroger Co. (2)		52		6.0	%		2.6	%

(1)

Includes Regency's Pro-rata share of unconsolidated properties and excludes those owned by anchors.

(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.

Bankruptcies and Credit Concerns

Our management team devotes significant time to researching and monitoring consumer preferences and trends, customer shopping behaviors, changes in delivery methods, shifts to e-commerce, and changing demographics in order to anticipate the challenges and opportunities impacting our industry. We seek to mitigate potentially adverse impacts through maintaining a high quality portfolio, diversifying our geographic and tenant mix, replacing less successful tenants with stronger operators, anchoring our centers with market leading grocery stores that drive customer traffic, and investing in suburban trade areas with compelling demographic populations benefiting from high levels of disposal income. The potential for a recession and the severity and duration of any economic downturn could negatively impact our existing tenants and their ability to continue to meet their lease obligations.

Although base rent is derived from long-term lease contracts, tenants that file for bankruptcy generally have the legal right to reject any or all of their leases and close related stores. Any unsecured claim we hold against a bankrupt tenant for unpaid rent might be 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, in a tenant bankruptcy situation it is likely that we would recover substantially less than the full value of any unsecured claims we hold. Additionally, we may incur significant expense to adjudicate our claim and significant downtime to re-lease the vacated space. In the event that a tenant with a significant number of leases in our shopping centers files for bankruptcy and rejects its leases, we could experience a significant reduction in our revenues. As of December 31, 2024, the tenants who are currently in bankruptcy and which continue to occupy space in our shopping centers represent an aggregate of 0.7% 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, 2023, compared to the same period in 2022, 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, 2023, filed with the SEC on February 16, 2024.

Results of Operations

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.

Comparison of the years ended December 31, 2024 and 2023:

The changes in revenues are summarized in the following table:


(in thousands)	2024			2023			Change
Lease income
Base rent	$	986,916			897,451			89,465
Recoveries from tenants		345,145			311,775			33,370
Percentage rent		13,777			12,963			814
Uncollectible lease income		(3,324	)		(549	)		(2,775	)
Other lease income		23,722			20,685			3,037
Straight-line rent		20,300			10,788			9,512
Above/below market rent amortization, net		24,843			30,826			(5,983	)
Total lease income	$	1,411,379			1,283,939			127,440
Other property income		14,651			11,573			3,078
Management, transaction, and other fees		27,874			26,954			920
Total revenues	$	1,453,904			1,322,466			131,438

Lease income increased by $127.4 million primarily due to the following:

•

$89.5 million increase in Base rent, mainly driven by the following:

$63.0 million increase resulting from the acquisition of UBP;

$22.5 million increase resulting from same properties, including:

▪

$15.1 million increase due to increases from occupancy, rent steps in existing leases, and positive rental spreads on new and renewal leases; and

▪

$7.4 million increase due to redevelopment projects that commenced operations in 2024.

$6.5 million increase from acquisitions of other operating properties in 2024 and 2023;

$1.9 million increase from rent commencements at completed development properties; partially offset by

$4.4 million decrease due to dispositions of operating properties.

•

$33.4 million increase in contractual Recoveries from tenants which represents their proportionate share of the operating, maintenance, insurance, and real estate tax expenses that we incur to operate our shopping centers. Recoveries from tenants increased, mainly from the following:

$23.5 million increase from the acquisition of UBP;

$8.6 million increase from same properties primarily due to higher operating costs in the current year coupled with higher expense recovery rates;

$2.3 million increase driven by the acquisition of other operating properties in 2023 and 2024 and rent commencements at development properties; partially offset by

$1.0 million decrease from dispositions of operating properties.

•

$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.

•

$3.0 million increase in Other lease income primarily due to:

$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.

•

$9.5 million increase in Straight-line rent mainly due to:

$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

$1.8 million increase from lease commencements at development properties and acquisitions of other operating properties.

•

$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.

There were no significant changes in Management, transaction, and other fees.

Changes in our operating expenses are summarized in the following table:


(in thousands)	2024		2023		Change
Depreciation and amortization	$	394,714		352,282		42,432
Property operating expense		248,637		229,209		19,428
Real estate taxes		184,415		165,560		18,855
General and administrative		101,465		97,806		3,659
Other operating expenses		10,867		9,459		1,408
Total operating expenses	$	940,098		854,316		85,782

Depreciation and amortization increased by $42.4 million, mainly due to the following:

•

$33.4 million increase from the acquisition of UBP;

•

$6.4 million increase from acquisitions of other operating properties and development properties becoming available for occupancy;

•

$3.2 million increase from same properties mainly driven by the timing of capital expenditures being placed in service within our redevelopment projects and accelerated amortization of certain early tenant move-outs; partially offset by

•

$1.1 million decrease from dispositions of operating properties.

Property operating expense increased by $19.4 million, mainly due to the following:

•

$18.1 million increase from the acquisition of UBP; and

•

$1.3 million increase from same properties primarily attributable to higher recoverable common area maintenance and other tenant-related costs.

Real estate taxes increased by $18.9 million, mainly due to the following:

•

$14.9 million increase from acquisition of UBP; and

•

$3.5 million net increase from same properties primarily due to increases in real estate tax assessments across the portfolio.

•

$1.2 million increase from the acquisitions of other operating properties and development properties; offset by

•

$0.7 million decrease from dispositions of operating properties.

General and administrative costs increased by $3.7 million, mainly due to the following:

•

$6.9 million increase in compensation costs primarily driven by salary increases and performance-based incentive compensation;

•

$1.6 million increase primarily attributable to higher costs in technology related spending and professional fees;

•

$0.5 million increase due to changes in the value of participant obligations within the deferred compensation plan, which were attributable to increases in the market values of those investments recognized in Net investment income; partially offset by

•

$5.3 million change in overhead capitalization due to the number, timing and status of our development and redevelopment projects.

Other operating expenses increased by $1.4 million, mainly due to the acquisition of UBP.

Changes in Other expense, net are summarized in the following table:


(in thousands)	2024			2023			Change
Interest expense, net
Interest on notes payable	$	187,084			154,647			32,437
Interest on unsecured credit facilities		8,566			6,824			1,742
Capitalized interest		(6,627	)		(5,695	)		(932	)
Hedge expense		728			438			290
Interest income		(9,632	)		(1,965	)		(7,667	)
Interest expense, net		180,119			154,249			25,870
Provision for impairment of real estate		14,304			—			14,304
Gain on sale of real estate, net of tax		(34,162	)		(661	)		(33,501	)
Loss (gain) on early extinguishment of debt		180			(99	)		279
Net investment income		(6,181	)		(5,665	)		(516	)
Total other expense, net	$	154,260			147,824			6,436

Interest expense, net increased by $25.9 million primarily due to the following:

•

$32.4 million increase in Interest on notes payable is primarily due to:

$21.8 million increase due to a higher weighted average outstanding balance, coupled with incrementally higher weighted average contractual interest rates, and

$10.6 million increase related to the loans assumed with the UBP acquisition;

•

$1.7 million increase in Interest on unsecured credit facilities is primarily due to a higher weighted average outstanding balance under our Line coupled with incrementally higher weighted average contractual interest rates; partially offset by

•

$7.7 million increase in interest income primarily due to maintaining higher levels of excess cash in short term investments.

Provision for impairment of real estate of $14.3 million was recognized in 2024 related to the sale of one operating property and the change in expected hold period of another operating property.

During 2024, we recognized gains on sale of $34.2 million mainly from the sale of five operating properties and recognition of two sales type leases. During 2023, we recognized gains on sale of we recognized gains on sale of $0.7 million from three land parcels.

There were no significant changes in Loss (gain) on early extinguishments of debt, Net investment income and Equity in income of investments in real estate partnerships.

The following represents the remaining components that comprise Net income attributable to common shareholders and unit holders:


(in thousands)	2024			2023			Change
Net income	$	409,840			370,867			38,973
Income attributable to noncontrolling interests		(9,452	)		(6,310	)		(3,142	)
Net income attributable to the Company		400,388			364,557			35,831
Preferred stock dividends		(13,650	)		(5,057	)		(8,593	)
Net income attributable to common shareholders	$	386,738			359,500			27,238
Net income attributable to exchangeable operating partnership units ("EOP")		2,338			2,008			330
Net income attributable to common unit holders	$	389,076			361,508			27,568

The $3.1 million increase in Income attributable to noncontrolling interests is mainly due to the acquisition of UBP.

The $8.6 million increase in Preferred stock dividends is related to the preferred stock issued in connection with the UBP acquisition. The current period includes a full year of dividends as compared to a partial year in 2023, as the UBP acquisition was completed on August 18, 2023.

Supplemental Earnings Information on Non-GAAP Measures

We use certain non-GAAP measures, in addition to certain performance metrics determined under GAAP, as we believe these measures improve the understanding of the operating results. We believe these non-GAAP 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 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 provide Pro-rata financial information because we believe it assists investors and analysts in estimating our economic interest in our consolidated and unconsolidated real estate partnerships, when read in conjunction with our reported results under GAAP. We believe presenting our Pro-rata share of operating results, along with other non-GAAP measures, may assist in comparing our operating results to other REITs. We continually evaluate the usefulness, relevance, limitations, and calculation of our reported non-GAAP measures to determine how best to provide relevant information to the public, and thus such reported non-GAAP measures could change. See "Non-GAAP Measures" in "Item 1. Business " for additional information regarding the definition of and other information regarding the non-GAAP measures we present in this Report.

We do not consider non-GAAP measures as 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 measures is 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 measures. In order to compensate for these limitations, reconciliations of the non-GAAP measures we use to their most directly comparable GAAP measures are provided, including as set forth below. Non-GAAP measures should not be relied upon in evaluating the financial condition, results of operations, or future prospects.

Pro-rata Same Property NOI:

Pro-rata same property NOI, excluding termination fees/expenses, increased $27.8 million from the following major components:


(Pro-rata in thousands)	2024			2023			Change
Base rent	$	976,833			950,572			26,261
Recoveries from tenants		339,865			330,909			8,956
Percentage rent		14,515			14,484			31
Termination fees		4,879			7,870			(2,991	)
Uncollectible lease income		(3,912	)		(242	)		(3,670	)
Other lease income		13,557			12,488			1,069
Other property income		10,749			9,245			1,504
Total real estate revenue		1,356,486			1,325,326			31,160
Operating and maintenance		226,489			224,837			1,652
Termination expense		5			—			5
Real estate taxes		175,975			171,737			4,238
Ground rent		14,169			13,710			459
Total real estate operating expenses		416,638			410,284			6,354
Pro-rata same property NOI	$	939,848			915,042			24,806
Less: Termination fees		4,874			7,870			(2,996	)
Pro-rata same property NOI, excluding termination fees	$	934,974			907,172			27,802
Pro-rata same property NOI growth, excluding termination fees								3.1	%

Total real estate revenue increased by $31.2 million, on a net basis, as follows:

•

Base rent increased by $26.3 million due to rent steps in existing leases, positive rental spreads on new and renewal leases, and increases in occupancy, as well as redevelopment projects completing and operating.

•

Recoveries from tenants increased by $9.0 million due to increases in recoverable expenses, expense recovery rates and increased occupancy.

•

Termination fees decreased by $3.0 million due to higher termination fees recognized in 2023 due to early tenant move outs.

•

Uncollectible lease income adjustment decreased by $3.7 million primarily driven by favorable collections in 2023 of previously reserved amounts, reducing our adjustment in the comparable period.

•

Other lease income increased by $1.1 million primarily due to sustainability income and other fees.

•

Other property income increased by $1.5 million primarily due to business interruption insurance proceeds received in 2024.

Total real estate operating expenses increased by $6.4 million, on a net basis, as follows:

•

Operating and maintenance increased by $1.7 million primary due to increases in common area maintenance and other tenant-recoverable costs.

•

Real estate taxes increased by $4.2 million primary due to an increase in real estate assessments across the portfolio.

Reconciliation of Pro-rata Same Property NOI to Net Income Attributable to Common Shareholders:

Our reconciliation of Net income attributable to common shareholders to Same Property NOI, on a Pro-rata basis, is as follows:


(in thousands)	2024			2023
Net income attributable to common shareholders	$	386,738			359,500
Less:
Management, transaction, and other fees		27,874			26,954
Other (1)		49,944			46,084
Plus:
Depreciation and amortization		394,714			352,282
General and administrative		101,465			97,806
Other operating expense		10,867			9,459
Other expense, net		154,260			147,824
Equity in income of investments in real estate excluded from NOI (2)		54,040			46,088
Net income attributable to noncontrolling interests		9,452			6,310
Preferred stock dividends and issuance costs		13,650			5,057
NOI		1,047,368			951,288
Less non-same property NOI		(107,520	)		(36,246	)
Same property NOI	$	939,848			915,042

(1)

Includes straight-line rental income and expense, net of reserves, above and below market rent amortization, other fees, and noncontrolling interests.

(2)

Includes non-NOI income earned and expenses incurred at our unconsolidated real estate partnerships, including those separated out above for our consolidated properties.

Same Property Roll-forward:

Our same property pool includes the following property count, Pro-rata GLA, and changes therein:


	2024						2023
(GLA in thousands)	Property Count			GLA			Property Count			GLA
Beginning same property count		394			42,135			389			41,383
Acquired properties owned for entirety of comparable periods		4			441			5			771
Developments that reached completion by beginning of earliest comparable period presented		3			278			—			—
Disposed properties		(4	)		(415	)		(1	)		(27	)
SF adjustments (1)		—			71			—			8
Change in intended property use		—			—			1			—
Ending same property count		397			42,510			394			42,135

(1)

SF adjustments arising from re-measurements or redevelopments.

Nareit FFO, Core Operating Earnings and AFFO:

Our reconciliation of net income attributable to common shareholders to Nareit FFO, to Core Operating Earnings, and to AFFO is as follows:


(in thousands, except share information)	2024			2023
Reconciliation of Net income attributable to common shareholders to Nareit FFO
Net income attributable to common shareholders	$	386,738			359,500
Adjustments to reconcile to Nareit FFO: (1)
Depreciation and amortization (excluding FF&E)		422,581			378,400
Gain on sale of real estate, net of tax		(35,069	)		(3,822	)
Provision for impairment of real estate		14,304			—
EOP units		2,338			2,008
Nareit FFO attributable to common stock and unit holders	$	790,892			736,086
Reconciliation of Nareit FFO to Core Operating Earnings
Nareit Funds From Operations	$	790,892			736,086
Adjustments to reconcile to Core Operating Earnings: (1)
Not Comparable Items
Merger transition costs		7,718			4,620
Loss (gain) on early extinguishment of debt		180			(99	)
Certain Non Cash Items
Straight-line rent		(22,980	)		(11,060	)
Uncollectible straight-line rent		2,446			(1,174	)
Above/below market rent amortization, net		(23,431	)		(29,869	)
Debt and derivative mark-to-market amortization		5,837			2,352
Core Operating Earnings	$	760,662			700,856
Reconciliation of Core Operating Earnings to AFFO:
Core Operating Earnings	$	760,662			700,856
Adjustments to reconcile to AFFO: (1)
Operating capital expenditures		(138,229	)		(112,694	)
Debt cost and derivative adjustments		8,391			6,739
Stock-based compensation		18,549			17,277
AFFO	$	649,373			612,178

(1)

Includes Regency's consolidated entities and its Pro-rata share of unconsolidated investment partnerships, net of Pro-rata share attributable to noncontrolling interests.

Liquidity and Capital Resources

General

We use cash flows generated from operating, investing, and financing activities to strengthen our balance sheet, finance our development and redevelopment projects, fund our investment activities, and maintain financial flexibility. A significant portion of our cash from operations is distributed to our common shareholders in the form of dividends in order to maintain our status as a REIT.

Except for $200 million of private placement debt, our Parent Company has no capital commitments other than its guarantees of the commitments of our Operating Partnership. All remaining debt is held by our Operating Partnership, its subsidiaries, or by our real estate partnerships. The Operating Partnership is a co-issuer and a guarantor of the $200 million of outstanding debt of our Parent Company. The Parent Company will from time to time access the capital markets for the purpose of issuing new equity and will simultaneously contribute all of the offering proceeds to the Operating Partnership in exchange for additional partnership units.

We continually assess our available liquidity and our expected cash requirements, including monitoring our tenant rent collections. We have access to and draw on multiple financing sources to fund our operations and our long-term capital needs, including the requirements of our in process and planned developments, redevelopments, other capital expenditures, and the repayment of debt. We expect to meet these needs for the next 12 months and beyond by using a combination of the following: cash flow from operations after funding our common stock and preferred stock dividends, borrowings from our Line, proceeds from the sale of real estate, mortgage loan and unsecured bank financing, distributions received from our real estate partnerships, and when the capital markets are favorable, proceeds from the sale of equity securities or the issuance of new unsecured debt. We continually evaluate alternative financing options, and we believe we can obtain new financing on reasonable terms, although likely at higher interest rates than that of our debt currently outstanding, due to the current interest rate environment.

On January 8, 2024, we priced a public offering of $400 million of senior unsecured notes due in 2034 (the "January 2024 Notes") under our existing shelf registration statement filed with the SEC. The January 2024 Notes were issued at 99.617% of par value with a coupon of 5.25%, and will mature on January 15, 2034. Additionally, on August 12, 2024, we priced a public offering of $325 million of senior unsecured notes due in 2035 (the "August 2024 Notes") under our existing shelf registration statement filed with the SEC. The August 2024 Notes were issued at 99.813% of par value with a coupon of 5.10%, and will mature on January 15, 2035.

We redeemed $250 million of senior unsecured notes that matured in June 2024, and our next maturity of senior unsecured notes occurs in November 2025. We have $101.6 million of secured loan maturities during the next 12 months, including Regency's pro-rata share of maturities within our unconsolidated real estate partnerships, which we intend to refinance or pay-off as they mature. Based upon our available cash balance, sources of capital, our current credit ratings, and the number of high quality, unencumbered properties we own, we believe our available capital resources are sufficient to meet our expected capital needs for the next year, although, in the longer term, we can provide no assurances.

In addition to our $56.3 million of unrestricted cash, we have the following additional sources of capital available:


(in thousands)	December 31, 2024
ATM program (see note 12 to our Consolidated Financial Statements)
Original offering amount	$	500,000
Available capacity (1)	$	400,000
Line of Credit (see note 9 to our Consolidated Financial Statements)
Total commitment amount	$	1,500,000
Available capacity (2)	$	1,424,940
Maturity (3)	March 23, 2028

(1)

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. After giving effect to this forward equity offering as of December 31, 2024, $400 million of common stock remains available for issuance under the ATM program authorized by the Company's Board of Directors, which is subject to change in the discretion of the Board.

(2)

Net of letters of credit issued against our Line.

(3)

The Company has the option under its Line to extend the maturity for two additional six-month periods, subject to the terms of the Line.

The declaration of dividends is determined quarterly by our Board of Directors. On February 4, 2025, our Board of Directors:

•

Declared a common stock dividend of $0.705 per share, payable on April 2, 2025, to shareholders of record as of March 12, 2025;

•

Declared a dividend on the Series A Preferred Stock, which will be paid at a rate of $0.390625 per share on April 30, 2025. The dividend will be payable to holders of record of the Series A Preferred Stock as of the close of business on April 15, 2025; and

•

Declared a dividend on the Series B Preferred Stock, which will be paid at a rate of $0.367200 per share on April 30, 2025. The dividend will be payable to holders of record of the Series B Preferred Stock as of the close of business on April 15, 2025.

While future dividends will be determined at the discretion of our Board of Directors, we plan to continue paying an aggregate amount of distributions to our stock and unit holders, that, at a minimum, meet the requirements to continue qualifying as a REIT for federal income tax purposes. We have historically generated sufficient cash flow from operations to fund our dividend distributions. During the years ended December 31, 2024 and 2023, we generated cash flows from operating activities of $790.2 million and $719.6 million, respectively, and paid $507.0 million and $458.8 million in dividends to our common and preferred stock and unit holders, in the same respective periods.

We currently have development and redevelopment projects in various stages of planning, design and construction, along with a pipeline of potential projects for future development or redevelopment. After funding our common and preferred stock dividend payments in January 2025, we estimate that we will require capital during the next 12 months of approximately $544.9 million related to leasing commissions, tenant improvements, in-process developments and redevelopments, capital contributions to our real estate partnerships, and repaying maturing debt. These capital requirements are being impacted by inflation resulting in increased costs of construction materials, labor, and services from third party contractors and suppliers. In response, we have implemented mitigation strategies such as entering into fixed cost construction contracts, pre-ordering materials, and other planning efforts. Further, continued challenges from permitting delays and labor and material shortages may extend the time to completion of these projects.

If we start new developments or redevelopments, commit to property acquisitions, repay debt prior to maturity, declare future dividends, or repurchase shares of our common stock, our cash requirements will increase. If we refinance maturing debt, our cash requirements will decrease.

We endeavor to maintain a high percentage of unencumbered assets. As of December 31, 2024, 88.6% of our wholly-owned real estate assets were unencumbered. Our low level of encumbered assets allows us to more readily access the secured and unsecured debt markets and to maintain borrowing capacity on the Line.

Our Line and unsecured debt require that we remain in compliance with various financial covenants customary for debt of this type, which are described in Note 9 of the Consolidated Financial Statements. We were in compliance with these covenants at December 31, 2024, and expect to remain in compliance.

Summary of Cash Flow Activity

The following table summarizes net cash flows related to operating, investing, and financing activities of the Company:


(in thousands)	2024			2023			Change
Net cash provided by operating activities	$	790,198			719,591			70,607
Net cash used in investing activities		(326,644	)		(341,978	)		15,334
Net cash used in financing activities		(493,024	)		(355,035	)		(137,989	)
Net change in cash and cash equivalents and restricted cash		(29,470	)		22,578			(52,048	)
Total cash, cash equivalents, and restricted cash	$	61,884			91,354			(29,470	)

Net cash provided by operating activities:

Net cash provided by operating activities changed by $70.6 million due to:

•

$68.0 million increase in cash from operations due to the acquisition of UBP, and timing of receipts and payments

•

$2.6 million increase in operating cash flow distributions from Investments in real estate partnerships.

Net cash used in investing activities:

Net cash used in investing activities changed by $15.3 million as follows:


(in thousands)	2024			2023			Change
Cash flows from investing activities:
Acquisition of operating real estate	$	(45,405	)		(45,386	)		(19	)
Acquisition of UBP, net of cash acquired of $14,143		—			(82,389	)		82,389
Real estate development and capital improvements		(343,368	)		(232,855	)		(110,513	)
Proceeds from sale of real estate		108,615			11,167			97,448
Proceeds from property insurance casualty claims		5,286			—			5,286
Issuance of notes receivable		(32,651	)		(4,000	)		(28,651	)
Collection of notes receivable		3,115			4,000			(885	)
Investments in real estate partnerships		(41,345	)		(13,119	)		(28,226	)
Return of capital from investments in real estate partnerships		13,034			11,308			1,726
Dividends on investment securities		453			1,283			(830	)
Acquisition of investment securities		(101,044	)		(7,990	)		(93,054	)
Proceeds from sale of investment securities		106,666			16,003			90,663
Net cash used in investing activities	$	(326,644	)		(341,978	)		15,334

Significant changes in investing activities include:

•

We paid $45.4 million in 2024 to purchase one operating property. In 2023, we paid $45.4 million to purchase two operating properties.

•

During 2023, we invested $82.4 million, net of $14.1 million in cash acquired, for the acquisition of UBP, including $39.3 million for UBP debt repaid at closing, and $57.2 million in direct transaction and other costs.

•

During 2024, we invested $110.5 million more on real estate development, redevelopment, and capital improvements, as further detailed in a table below.

•

We sold six operating properties in 2024 for proceeds of $108.6 million compared to five land parcels and one development project interest in 2023 for proceeds of $11.2 million.

•

We received additional property insurance claim proceeds of $5.3 million in 2024 primarily attributable to a single property that was impacted by a weather event in 2019.

•

During 2024, in connection with a secured lending transaction entered into by the Company, we issued a note receivable in the amount of $29.8 million at an interest rate of 6.8% maturing in January 2027, secured by a mortgage and the related grocery-anchored shopping center. In addition, we issued $2.9 million short-term notes receivable to real estate partners in 2024, as compared to the issuance of a $4.0 million in 2023.

•

We collected $3.1 million in notes receivable during 2024, and collected $4.0 million during 2023.

•

Investments in real estate partnerships:

In 2024, we invested $41.3 million to fund our share of acquiring one operating property within an existing real estate partnership, and for our share of development and redevelopment activities, including investing in two new ground up development projects,

In 2023, we invested $13.1 million, including $2.8 million to fund our share of acquiring one operating property within an existing real estate partnership, and $10.3 million to fund our share of development and redevelopment activities.

•

Return of capital from our unconsolidated investments in real estate partnerships includes sales or financing proceeds:

During 2024, we received $13.0 million, which represents our share of proceeds from debt financing activities and the sale of an ownership interest in a real estate partnership.

During 2023, we received $11.3 million, including $3.6 million from our share of proceeds from debt financing activities and $7.7 million from our share of proceeds from real estate sales.

•

Acquisition of securities and proceeds from sale of securities pertain to investment activities held in our captive insurance company and our deferred compensation plan. Additionally, we invested approximately $90 million in commercial deposits with proceeds received from the sale of the January 2024 Notes. The commercial deposits were subsequently settled at maturity during the second quarter of 2024.

We plan to continue developing and redeveloping shopping centers for long-term investment. During 2024, we deployed capital of $343.4 million for the development, redevelopment, and improvement of our real estate properties, comprised of the following:


(in thousands)	2024		2023		Change
Capital expenditures:
Land acquisitions	$	16,885		2,580		14,305
Building and tenant improvements		113,550		92,609		20,941
Redevelopment costs		129,553		88,426		41,127
Development costs		61,902		34,981		26,921
Capitalized interest		6,487		5,505		982
Capitalized direct compensation		14,991		8,754		6,237
Real estate development and capital improvements	$	343,368		232,855		110,513

•

In 2024, we acquired three land parcels for development and two income-producing outparcels, compared to one land parcel for development in 2023.

•

Building and tenant improvements increased $20.9 million in 2024, primarily related to the timing and volume of capital projects.

•

Redevelopment costs are $41.1 million higher than prior year. We intend to continuously improve our portfolio of shopping centers through redevelopment which can include adjacent land acquisition, existing building expansion, facade renovation, new out-parcel building construction, and redevelopment related tenant improvement costs. The size and magnitude of each redevelopment project varies with each redevelopment plan. The timing and duration of these projects could also result in volatility in NOI. See the tables below for more details about our redevelopment projects.

•

Development costs are higher in 2024 due to the progress towards completion of our development projects in process. See the tables below for more details about our development projects.

•

Interest is capitalized on our development and redevelopment projects and is based on cumulative actual costs expended. We cease interest capitalization when the property is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would we capitalize interest on the project beyond 12 months after the anchor tenant opens for business. If we reduce our development and redevelopment activity, the amount of interest that we capitalize may be lower than historical averages.

•

We have a staff of employees who directly manage and support our development and redevelopment program. Internal compensation costs directly attributable to these activities are capitalized as part of each project.

The following table summarizes our development projects in-process and completed:


(in thousands, except cost PSF)					December 31, 2024
Property Name	Market	Ownership (3)	Start Date	Estimated Stabilization Year (1)	Estimated / Actual Net Development Costs (2) (3)		GLA (3)		Cost PSF of GLA (2) (3)		% of Costs Incurred

Developments In-Process
Baybrook East - Phase 1B	Houston, TX	50%	Q2-2022	2026		9,792		77		127		88	%
Sienna Grande - Phase 1	Houston, TX	75%	Q2-2023	2027		9,409		23		409		79	%
The Shops at SunVet	Long Island, NY	100%	Q2-2023	2027		92,863		172		540		56	%
The Shops at Stone Bridge	Cheshire, CT	100%	Q1-2024	2027		68,277		155		440		37	%
Jordan Ranch Market	Houston, TX	50%	Q3-2024	2027		23,006		81		284		28	%
Oakley Shops at Laurel Fields	Bay Area, CA	100%	Q3-2024	2027		34,982		78		448		20	%
Total Developments In-Process					$	238,329		586	$	407		45	%

Developments Completed
Glenwood Green	Metro NYC	70%	Q1-2022	2025		45,880		249		184
Total Developments Completed					$	45,880		249	$	184

(1)

Estimated Stabilization Year represents the estimated first full calendar year that the project will reach our expected stabilized yield.

(2)

Includes leasing costs and is net of tenant reimbursements.

(3)

Estimated Net Development Costs and GLA are reported based on Regency’s ownership interest in the real estate partnership at completion.

The following table summarizes our redevelopment projects in process and completed:


(in thousands)					December 31, 2024
Property Name	Market	Ownership (3)	Start Date	Estimated Stabilization Year (1)	Estimated Net Project Costs (2) (3)		% of Costs Incurred

Redevelopments In-Process
Bloom on Third	Los Angeles, CA	35%	Q4-2022	2027	$	24,525		49	%
Serramonte Center - Phase 3	San Francisco, CA	100%	Q2-2023	2025		36,989		24	%
Circle Marina Center	Los Angeles, CA	100%	Q3-2023	2025		14,986		79	%
Avenida Biscayne	Miami, FL	100%	Q4-2023	2026		22,743		43	%
Cambridge Square	Atlanta, GA	100%	Q4-2023	2026		15,002		42	%
Anastasia Plaza	St. Augustine, FL	100%	Q3-2024	2026		15,607		6	%
East Meadow Plaza - Phase 1	Long Island, NY	100%	Q3-2024	2026		11,736		39	%
West Chester Plaza	Cincinnati, OH	100%	Q4-2024	2028		15,442		34	%
Willows Shopping Center	Bay Area, CA	100%	Q4-2024	2027		16,807		6	%
Various Redevelopments	Various	20% - 100%	Various	Various		85,120		32	%
Total Redevelopments In-Process					$	258,957		34	%

Redevelopments Completed
The Abbot	Boston, MA	100%	Q2-2019	2026		59,854		95	%
Westbard Square Phase I	Bethesda, MD	100%	Q2-2021	2025		38,826		92	%
Buckhead Landing	Atlanta, GA	100%	Q2-2022	2025		30,634		93	%
Mandarin Landing	Jacksonville, FL	100%	Q2-2023	2025		16,422		93	%
Various Properties	Various	20% - 100%	Various	Various		45,009		96	%
Total Redevelopments Completed					$	190,745

(1)

Estimated Stabilization Year represents the estimated first full calendar year that the project will reach our expected stabilized yield.

(2)

Includes leasing costs and is net of tenant reimbursements.

(3)

Estimated Net Development Costs are reported based on Regency’s ownership interest in the real estate partnership at completion.

Net cash used in financing activities:

Net cash flows from financing activities increased by $138.0 million during 2024, as follows:


(in thousands)	2024			2023			Change
Cash flows from financing activities:
Net proceeds from common stock issuances	$	—			(33	)		33
Repurchase of common shares in conjunction with equity award plans		(19,540	)		(7,662	)		(11,878	)
Common shares repurchased through share repurchase program		(200,066	)		(20,006	)		(180,060	)
Contributions from noncontrolling interests		6,789			10,238			(3,449	)
Distributions to and redemptions of noncontrolling interests		(12,185	)		(7,813	)		(4,372	)
Dividend payments and operating partnership distributions		(506,967	)		(458,846	)		(48,121	)
(Repayments of) proceeds from unsecured credit facilities, net		(87,000	)		152,000			(239,000	)
Proceeds from issuance of fixed rate unsecured notes, net of debt discount		722,860			—			722,860
Proceeds from notes payable		12,000			59,500			(47,500	)
Debt repayment		(392,470	)		(72,827	)		(319,643	)
Payment of financing costs		(16,655	)		(526	)		(16,129	)
Proceeds from sale of treasury stock		210			103			107
Redemption of EOP units		—			(9,163	)		9,163
Net cash used in financing activities	$	(493,024	)		(355,035	)		(137,989	)

Significant changes in financing activities include the following:

•

We repurchased a portion of the common stock granted to employees for stock-based compensation to satisfy employee tax withholding requirements, which totaled $19.5 million and $7.7 million during the years ended December 31, 2024 and 2023, respectively. The 2024 period includes $10.7 million of these repurchases to satisfy employee tax withholding obligations related to the UBP acquisition.

•

During 2024, we paid $200.1 million to repurchase 3,306,709 shares of our common stock under our Repurchase Program, as compared to $20.0 million to repurchase 349,519 shares of our common stock during 2023.

•

During 2024, we received $6.8 million in contributions for the limited partners' share of development funding. During 2023, we received $10.2 million of contributions from limited partners for their share of debt repayments and development funding.

•

During 2024, we distributed $12.2 million to limited partners, including proceeds to partially redeem a noncontrolling interest in one real estate partnership. During 2023, we distributed $7.8 million in operating distributions.

•

We paid $48.1 million more in dividends as a result of an increase in our dividend rate per share and the number of shares of our common stock outstanding, as well as preferred dividends which commenced in late 2023 as a result of the UBP acquisition.

•

We had the following debt related activity during 2024:

We repaid $87.0 million in net proceeds from our Line,

We received $722.9 million in proceeds from issuing unsecured public debt

We received $12.0 million in proceeds from issuance of a mortgage loan

We paid $392.5 million for debt repayments, including:

▪

$250.0 million in unsecured public debt repayments,

▪

$131.3 million for repaying seven mortgage loans at maturity, and

▪

$11.2 million in principal mortgage payments.

We paid $16.7 million in loan costs relating to the recast of the Line as well as the unsecured public debt offerings.

•

We had the following debt related activity during 2023:

We received $59.5 million in proceeds from issuance of a mortgage refinancing,

We paid $72.8 million for debt repayments, including:

▪

$11.2 million in principal mortgage payments, and

▪

$61.6 million for a combination of repaying or refinancing six mortgage loans at maturity.

•

We paid $9.2 million in 2023 for the redemption of exchangable operating partnership units.

Contractual Obligations and Other Commitments

We have material obligations at December 31, 2024, which are discussed in our notes to Consolidated Financial Statements and include:

•

Mortgage loans, unsecured notes, and unsecured credit facilities as discussed in note 9, and related interest rate swaps as discussed in note 10;

•

We have shopping centers that are subject to non-cancelable long-term ground leases where a third party owns and has leased the underlying land to us to construct and/or operate a shopping center. We also have non-cancelable operating leases pertaining to office space from which we conduct our business. These lease obligations are discussed in note 7;

•

Our share of mortgage loans within our Investments in real estate partnerships, as discussed in note 4;

•

Letters of credit of $10.9 million issued to cover our captive insurance program and performance obligations on certain development projects, the latter of which will be satisfied upon completion of the development projects;

•

Obligations for retirement savings plans due to uncertainty around timing of participant withdrawals, which are solely within the control of the participant, and are further discussed in note 14; and

•

We will also incur obligations related to construction or development contracts on projects in process; however, future amounts under these construction contracts are not due until future satisfactory performance under the contracts.

Critical Accounting Estimates

Knowledge about our significant accounting policies is necessary for a complete understanding of our Consolidated Financial Statements. The preparation of our Consolidated Financial Statements requires that we make certain estimates, judgments, and assumptions that impact the balance of assets and liabilities as of the financial statement date and the reported amount of income and expenses during the financial reporting period. These accounting estimates, judgments and assumptions are based upon, but not limited to historical experience, current trends, expected future results, current market conditions, and interpretation of industry accounting standards. While the following is not intended to be a comprehensive list of our accounting estimates, the estimates discussed below are believed to be critical because of their significance to the Consolidated Financial Statements and the possibility that future events may differ from those judgments, or that the use of different assumptions could result in materially different estimates. We review these estimates on a periodic basis to ensure reasonableness; however, the amounts we may ultimately realize could differ from such estimates.

Impairment of Real Estate Investments

In accordance with GAAP, we evaluate our real estate for impairment whenever there are events or changes in circumstances, including property operating performance, general market conditions or changes in expected hold periods, that indicate that the carrying value of our real estate properties (including any related amortizable intangible assets or liabilities) may not be recoverable. If such events or changes occur, we compare the current carrying value of the asset to the estimated undiscounted cash flows that are directly associated with the use and ultimate disposition of the asset. Our estimated cash flows are based on several key assumptions, including rental rates, expected leasing activity, costs of tenant improvements, leasing commissions, expected hold period, comparable sales information, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and the resulting impairment, if any, could differ from the actual gain or loss recognized upon ultimate sale in an arm's length transaction. If the carrying value of the asset exceeds the estimated undiscounted cash flows, an impairment loss is recognized equal to the excess of carrying value over the estimated fair value.

The estimated fair value of real estate assets is subjective and is estimated through comparable sales information and other market data if available, as well as the use of an income approach such as the direct capitalization method or the discounted cash flow approach. The discounted cash flow method uses similar assumptions to the undiscounted cash flow method above, as well as a discount rate. Such cash flow projections and rates are subject to management judgment and changes in those assumptions could impact the estimation of fair value. In estimating the fair value of undeveloped land, we generally use market data and comparable sales information. Changes in events or changes in circumstances may alter the expected hold period of an asset or asset group, which may result in an impairment loss and such loss could be material to the Company's financial condition or operating performance.

Recent Accounting Pronouncements

See note 1 to Consolidated Financial Statements.

Environmental Matters

We are subject to numerous environmental laws and regulations, which primarily pertain to chemicals historically used by certain current and former dry cleaning and gas station tenants and the existence of asbestos in older shopping centers. We believe that the relatively few tenants who currently operate dry cleaning plants or gas stations do so in accordance with current laws and regulations. Generally, we endeavor to require tenants to remove dry cleaning plants from our shopping centers or convert them to more environmentally friendly systems, in accordance with the terms of our leases. We carry an environmental insurance policy for certain third-party liabilities and, in certain circumstances, remediation costs on shopping centers for currently unknown contamination. We have also secured environmental insurance policies, where appropriate, on a relatively small number of specific properties with known contamination, in order to mitigate our environmental risk. We monitor the shopping centers containing environmental issues and in certain cases voluntarily remediate the sites. We also have legal obligations to remediate certain sites and we are in the process of doing so.

The Company had accrued liabilities of $17.3 million for environmental remediation, which are included in Accounts payable, and other liabilities on the Company’s Consolidated Balance Sheets as of December 31, 2024. We believe that the ultimate remediation of currently known environmental matters will not have a material effect on our financial position, cash flows, or results of operations. We can give no assurance that existing environmental studies on our shopping centers have revealed all potential environmental contamination; that our estimate of liabilities will not change as more information becomes available; that any previous owner, occupant or tenant did not create any material environmental condition not known to us; that the current environmental condition of the shopping centers will not be affected by tenants and occupants, by the condition of nearby properties, or by unrelated third parties; or that changes in applicable environmental laws and regulations or their interpretation will not result in additional environmental liability to us.

Item 7A. Quantitative and Qualita tive Disclosures about Market Risk

We are exposed to two significant components of interest rate risk:

•

Under the Line, as further described in note 9 to the Consolidated Financial Statements, we have a variable interest rate that, as of December 31, 2024, 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 0.715%. SOFR rates charged on our Line change monthly, and the applicable margin on the Line was dependent upon maintaining specific credit ratings or leverage targets, as well as meeting specific sustainability target thresholds. If our credit ratings were downgraded or if we fail to meet the leverage targets or sustainability target thresholds, the applicable margin on the Line would increase, resulting in higher interest costs. 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%.

•

We are also exposed to changes in interest rates when we refinance our existing long-term fixed rate debt. The objective of our interest rate risk management program is to limit the impact of interest rate changes on earnings and cash flows. To achieve these objectives, we borrow primarily at fixed interest rates and may 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 do not enter into derivative or interest rate transactions for speculative purposes. Our interest rate swaps are structured solely for the purpose of interest rate protection.

We continuously monitor the capital markets and evaluate our ability to issue new debt, to repay maturing debt, or to fund our commitments. We continue to believe, in light of our credit ratings, the available capacity under our unsecured credit facility, and the number of high quality, unencumbered properties that we own which could collateralize borrowings, we will be able to successfully issue new secured or unsecured debt to fund maturing debt obligations. 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.

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, 2024. For variable rate mortgages and unsecured credit facilities for which we have interest rate swaps in place to fix the interest rate, they are included in the Fixed rate debt section below at their all-in fixed rate. The table is presented by year of expected maturity to evaluate the expected cash flows and sensitivity to interest rate changes. Although the average interest rate for variable rate debt is included in the table, those rates represent rates that existed as of December 31, 2024, 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 $0.7 million per year based on $74.6 million of floating rate mortgage debt and floating rate line of credit balances outstanding at December 31, 2024.

Further, the table below incorporates only those exposures that exist as of December 31, 2024, and does not consider exposures or positions that could arise after that date or obligations repaid before maturity. Since firm commitments are not presented, the table has limited predictive value. As a result, our ultimate realized gain or loss with respect to interest rate fluctuations will depend on the exposures that arise during the period, our hedging strategies at that time, and actual interest rates.

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, 2024:


(dollars in thousands)	2025			2026			2027			2028			2029			Thereafter			Total		Fair Value
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 fixed rate debt (2)		4.09	%		4.11	%		4.13	%		4.25	%		4.23	%		4.47	%
Variable rate SOFR debt (1)	$	3,870			120			120			70,525			—			—			74,635		74,795
Average interest rate for all variable rate debt (2)		5.55	%		5.49	%		5.48	%		5.48	%		—	%		—	%

(1)

Reflects amount of debt maturities during each of the years presented as of December 31, 2024.

(2)

Reflects weighted average interest rates of debt outstanding at the end of each year presented. For variable rate debt, the rate as of December 31, 2024, was used to determine the average interest rate for all future periods.

Item 8. Financial Statements and Supplementary Data

Regency Centers Corporation and Regency Centers, L.P.

Index to Financial Statements



Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 185)	61

Regency Centers Corporation:
Consolidated Balance Sheets as of December 31, 2024 and 2023	67
Consolidated Statements of Operations for the years ended December 31, 2024, 2023, and 2022	68
Consolidated Statements of Comprehensive Income for the years ended December 31, 2024, 2023, and 2022	69
Consolidated Statements of Equity for the years ended December 31, 2024, 2023, and 2022	70
Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023, and 2022	73

Regency Centers, L.P.:
Consolidated Balance Sheets as of December 31, 2024 and 2023	75
Consolidated Statements of Operations for the years ended December 31, 2024, 2023, and 2022	76
Consolidated Statements of Comprehensive Income for the years ended December 31, 2024, 2023, and 2022	77
Consolidated Statements of Capital for the years ended December 31, 2024, 2023, and 2022	78
Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023, and 2022	80

Notes to Consolidated Financial Statements	82

Financial Statement Schedule
Schedule III - Consolidated Real Estate and Accumulated Depreciation - December 31, 2024	0

All other schedules are omitted because of the absence of conditions under which they are required, materiality or because information required therein is shown in the Consolidated Financial Statements or notes thereto.

Rep ort of Independent Regist ered Public Accounting Firm

To the Shareholders and the Board of Directors of

Regency Centers Corporation:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Regency Centers Corporation and subsidiaries (the Company) as of December 31, 2024 and 2023, 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, 2024, 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, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024, 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, 2024, 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 14, 2025 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of expected hold periods for certain real estate assets

As discussed in Note 1 to the consolidated financial statements and presented on the consolidated balance sheet, real estate assets, less accumulated depreciation was $10.7 billion as of December 31, 2024. The Company evaluates real estate properties (including any related amortizable intangible assets or liabilities) for impairment whenever there are events or changes in circumstances that indicate the carrying value of the real estate properties may not be recoverable.

We identified the Company’s assessment of events or changes in circumstances that could indicate a shortened expected hold period for certain real estate properties as a critical audit matter. Subjective auditor judgment was required to evaluate the events or changes in circumstances assessed by the Company that could indicate shortened expected hold periods for certain real estate properties. A shortening of the expected hold period could indicate a potential impairment.

The following are the primary procedures we performed to address this critical audit matter. 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 could indicate shortened expected hold periods for certain real estate properties. To evaluate relevant events or changes in circumstances indicating a potential shortening of the expected holding period, we:

•

inquired of management and obtained written representations regarding potential property disposal plans, if any

•

read minutes of the meetings of the Company’s board of directors

•

inquired of the Company’s plans with those in the organization who are responsible for, and have authority over, potential disposition activities

•

compared management’s assessment of properties with potential shortened expected hold periods to information obtained from those in the organization responsible for disposition activity

•

inspected listings from external sources of real estate properties for sale by the Company.

/s/ KPMG LLP

We have served as the Company's auditor since 1993.

Jacksonville, Florida

February 14, 2025

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Regency Centers Corporation:

Opinion on Internal Control Over Financial Reporting

We have audited Regency Centers Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2024, 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, 2024, 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, 2024 and 2023, 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, 2024, 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 14, 2025 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Jacksonville, Florida

February 14, 2025

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Regency Centers Corporation

and the Partners of Regency Centers, L.P.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Regency Centers, L.P. and subsidiaries (the Partnership) as of December 31, 2024 and 2023, 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, 2024, 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, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024, 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, 2024, 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 14, 2025 expressed an unqualified opinion on the effectiveness of the Partnership’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

Critical Audit Matter

Evaluation of expected hold periods for certain real estate assets

As discussed in Note 1 to the consolidated financial statements and presented on the consolidated balance sheet, real estate assets, less accumulated depreciation was $10.7 billion as of December 31, 2024. The Partnership evaluates real estate properties (including any related amortizable intangible assets or liabilities) for impairment whenever there are events or changes in circumstances that indicate the carrying value of the real estate properties may not be recoverable.

We identified the Partnership’s assessment of events or changes in circumstances that could indicate a shortened expected hold period for certain real estate properties as a critical audit matter. Subjective auditor judgment was required to evaluate the events or changes in circumstances assessed by the Partnership that could indicate shortened expected hold periods for certain real estate properties. A shortening of the expected hold period could indicate a potential impairment.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of a control related to the Partnership’s assessment of events or changes in circumstances that could indicate shortened expected hold periods for certain real estate properties. To evaluate relevant events or changes in circumstances indicating a potential shortening of the expected holding period, we:

•

inquired of management and obtained written representations regarding potential property disposal plans, if any

•

read minutes of the meetings of the general partner’s board of directors

•

inquired of the Partnership’s plans with those in the organization who are responsible for, and have authority over, potential disposition activities

•

compared management’s assessment of properties with potential shortened expected hold periods to information obtained from those in the organization responsible for disposition activity

•

inspected listings from external sources of real estate properties for sale by the Partnership.

/s/ KPMG LLP

We have served as the Partnership's auditor since 1998.

Jacksonville, Florida

February 14, 2025

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Regency Centers Corporation

and the Partners of Regency Centers, L.P.:

Opinion on Internal Control Over Financial Reporting

We have audited Regency Centers, L.P. and subsidiaries' (the Partnership) internal control over financial reporting as of December 31, 2024, 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 Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, 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 Partnership as of December 31, 2024 and 2023, 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, 2024, 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 14, 2025 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Partnership’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Partnership’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

Definition and Limitations of Internal Control Over Financial Reporting

/s/ KPMG LLP

Jacksonville, Florida

February 14, 2025

RE GENCY CENTERS CORPORATION

Consolidated Balance Sheets

December 31, 2024 and 2023

(in thousands, except share data)


	2024			2023
Assets
Net real estate investments:
Real estate assets, at cost	$	13,698,419			13,454,391
Less: accumulated depreciation		2,960,399			2,691,386
Real estate assets, net		10,738,020			10,763,005
Investments in sales-type leases, net		16,291			8,705
Investments in real estate partnerships		399,044			370,605
Net real estate investments		11,153,355			11,142,315
Properties held for sale, net		—			18,878
Cash, cash equivalents, and restricted cash, including $ 5,601 and $ 6,383 of restricted cash at December 31, 2024 and 2023, respectively		61,884			91,354
Tenant and other receivables, net		255,495			206,162
Deferred leasing costs, less accumulated amortization of $ 131,080 and $ 124,107 at December 31, 2024 and 2023, respectively		79,911			73,398
Acquired lease intangible assets, less accumulated amortization of $ 395,209 and $ 364,413 at December 31, 2024 and 2023, respectively		229,983			283,375
Right of use assets, net		322,287			328,002
Other assets		289,046			283,429
Total assets	$	12,391,961			12,426,913
Liabilities and Equity
Liabilities:
Notes payable, net	$	4,343,700			4,001,949
Unsecured credit facility		65,000			152,000
Accounts payable and other liabilities		392,302			358,612
Acquired lease intangible liabilities, less accumulated amortization of $ 222,052 and $ 211,067 at December 31, 2024 and 2023, respectively		364,608			398,302
Lease liabilities		244,861			246,063
Tenants' security, escrow deposits and prepaid rent		81,183			78,052
Total liabilities		5,491,654			5,234,978
Commitments and contingencies		—			—
Equity:
Shareholders' equity:
Preferred stock $ 0.01 par value per share, 30,000,000 shares authorized; 9,000,000 shares issued and outstanding, in the aggregate, in Series A and Series B at December 31, 2024 and 2023		225,000			225,000
Common stock $ 0.01 par value per share, 220,000,000 shares authorized; 181,361,454 and 184,581,070 shares issued and outstanding at December 31, 2024 and 2023, respectively		1,814			1,846
Treasury stock at cost, 479,251 and 448,140 shares held at December 31, 2024 and 2023, respectively		( 28,045	)		( 25,488	)
Additional paid-in-capital		8,503,227			8,704,240
Accumulated other comprehensive gain (loss)		2,226			( 1,308	)
Distributions in excess of net income		( 1,980,076	)		( 1,871,603	)
Total shareholders' equity		6,724,146			7,032,687
Noncontrolling interests:
Exchangeable operating partnership units, aggregate redemption value of $ 81,076 and $ 74,199 at December 31, 2024 and 2023, respectively		40,744			42,195
Limited partners' interests in consolidated partnerships		135,417			117,053
Total noncontrolling interests		176,161			159,248
Total equity		6,900,307			7,191,935
Total liabilities and equity	$	12,391,961			12,426,913

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

RE GENCY CENTERS CORPORATION

Consolidated Statements of Operations

For the years ended December 31, 2024, 2023, and 2022

(in thousands, except per share data)


	2024			2023			2022
Revenues:
Lease income	$	1,411,379			1,283,939			1,187,452
Other property income		14,651			11,573			10,719
Management, transaction, and other fees		27,874			26,954			25,851
Total revenues		1,453,904			1,322,466			1,224,022
Operating expenses:
Depreciation and amortization		394,714			352,282			319,697
Property operating expense		248,637			229,209			196,148
Real estate taxes		184,415			165,560			149,795
General and administrative		101,465			97,806			79,903
Other operating expenses		10,867			9,459			6,166
Total operating expenses		940,098			854,316			751,709
Other expense, net:
Interest expense, net		180,119			154,249			146,186
Provision for impairment of real estate		14,304			—			—
Gain on sale of real estate, net of tax		( 34,162	)		( 661	)		( 109,005	)
Loss (gain) on early extinguishment of debt		180			( 99	)		—
Net investment (income) loss		( 6,181	)		( 5,665	)		6,921
Total other expense, net		154,260			147,824			44,102
Income before equity in income of investments in real estate partnerships		359,546			320,326			428,211
Equity in income of investments in real estate partnerships		50,294			50,541			59,824
Net income		409,840			370,867			488,035
Noncontrolling interests:
Exchangeable operating partnership units ("EOP")		( 2,338	)		( 2,008	)		( 2,105	)
Limited partners' interests in consolidated partnerships		( 7,114	)		( 4,302	)		( 3,065	)
Net income attributable to noncontrolling interests		( 9,452	)		( 6,310	)		( 5,170	)
Net income attributable to the Company		400,388			364,557			482,865
Preferred stock dividends		( 13,650	)		( 5,057	)		—
Net income attributable to common shareholders	$	386,738			359,500			482,865

Net income attributable to common shareholders:
Per common share - basic	$	2.12			2.04			2.82
Per common share - diluted	$	2.11			2.04			2.81

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

REG ENCY CENTERS CORPORATION

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2024, 2023, and 2022

(in thousands)


	2024			2023			2022
Net income	$	409,840			370,867			488,035
Other comprehensive income (loss):
Effective portion of change in fair value of derivative instruments:
Effective portion of change in fair value of derivative instruments		12,523			( 2,448	)		20,061
Reclassification adjustment of derivative instruments included in net income		( 8,895	)		( 7,536	)		833
Unrealized (loss) gain on available-for-sale debt securities		( 32	)		337			( 1,309	)
Other comprehensive income (loss)		3,596			( 9,647	)		19,585
Comprehensive income		413,436			361,220			507,620
Less: comprehensive income attributable to noncontrolling interests:
Net income attributable to noncontrolling interests		9,452			6,310			5,170
Other comprehensive income (loss) attributable to noncontrolling interests		62			( 779	)		1,798
Comprehensive income attributable to noncontrolling interests		9,514			5,531			6,968
Comprehensive income attributable to the Company	$	403,922			355,689			500,652

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

REG ENCY CENTERS CORPORATION

Consolidated Statements of Equity

For the years ended December 31, 2024, 2023, and 2022

(in thousands, except per share data)


	Shareholders' Equity																				Noncontrolling Interests
	Preferred Stock		Common Stock			Treasury Stock			Additional Paid In Capital			Accumulated Other Comprehensive 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, 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
Other comprehensive income before reclassification		—		—			—			—			17,008			—			17,008			80			1,664			1,744			18,752
Amounts reclassified from accumulated other comprehensive income		—		—			—			—			779			—			779			5			49			54			833
Deferred compensation plan, net		—		—			( 1,703	)		1,702			—			—			( 1	)		—			—			—			( 1	)
Restricted stock issued, net of amortization		—		2			—			16,665			—			—			16,667			—			—			—			16,667
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	)
Common stock issued under dividend reinvestment plan		—		—			—			524			—			—			524			—			—			—			524
Common stock issued for partnership units exchanged		—		—			—			1,275			—			—			1,275			( 1,275	)		—			( 1,275	)		—
Common stock issued, net of issuance costs		—		10			—			61,274			—			—			61,284			—			—			—			61,284
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
Distributions to partners		—		—			—			—			—			—			—			—			( 14,816	)		( 14,816	)		( 14,816	)
Dividends declared:
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


	Shareholders' Equity																				Noncontrolling Interests
	Preferred Stock		Common Stock			Treasury Stock			Additional Paid In Capital			Accumulated Other Comprehensive 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, 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
Net income		—		—			—			—			—			364,557			364,557			2,008			4,302			6,310			370,867
Other comprehensive loss
Other comprehensive loss before reclassification		—		—			—			—			( 2,063	)		—			( 2,063	)		( 9	)		( 39	)		( 48	)		( 2,111	)
Amounts reclassified from accumulated other comprehensive loss		—		—			—			—			( 6,805	)		—			( 6,805	)		( 39	)		( 692	)		( 731	)		( 7,536	)
Adjustment for noncontrolling interests in the Operating Partnership		—		—			—			13,518			—			—			13,518			( 13,518	)		—			( 13,518	)		—
Deferred compensation plan, net		—		—			( 1,027	)		1,027			—			—			—			—			—			—			—
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	)
Common stock repurchased and retired		—		( 3	)		—			( 20,003	)		—			—			( 20,006	)		—			—			—			( 20,006	)
Repurchase of EOP units		—		—			—			—			—			—			—			( 9,163	)		—			( 9,163	)		( 9,163	)
Common stock issued under dividend reinvestment plan		—		—			—			622			—			—			622			—			—			—			622
Common stock issued for partnership units exchanged		—		—			—			198			—			—			198			( 198	)		—			( 198	)		—
Common stock issued, net of issuance costs		—		136			—			818,361			—			—			818,497			—			—			—			818,497
Issuance of EOP units		—		—			—			—			—			—			—			31,253			—			31,253			31,253
Issuance of preferred stock		225,000		—			—			—			—			—			225,000			—			—			—			225,000
Contributions from partners		—		—			—			—			—			—			—			—			74,730			74,730			74,730
Distributions to partners		—		—			—			—			—			—			—			—			( 7,813	)		( 7,813	)		( 7,813	)
Dividends declared:
Preferred stock (Series A: $ 0.781250 per share/unit; Series B: $ 0.734400 per share/unit)		—		—			—			—			—			( 5,057	)		( 5,057	)		—			—			—			( 5,057	)
Common stock/unit ($ 2.620 per share/unit)		—		—			—			—			—			( 466,126	)		( 466,126	)		( 2,628	)		—			( 2,628	)		( 468,754	)
Balance at December 31, 2023	$	225,000		1,846			( 25,488	)		8,704,240			( 1,308	)		( 1,871,603	)		7,032,687			42,195			117,053			159,248			7,191,935


	Shareholders' Equity																				Noncontrolling Interests
	Preferred Stock		Common Stock			Treasury Stock			Additional Paid In Capital			Accumulated Other Comprehensive 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, 2023	$	225,000		1,846			( 25,488	)		8,704,240			( 1,308	)		( 1,871,603	)		7,032,687			42,195			117,053			159,248			7,191,935
Net income		—		—			—			—			—			400,388			400,388			2,338			7,114			9,452			409,840
Other comprehensive income
Other comprehensive income before reclassification		—		—			—			—			11,845			—			11,845			70			576			646			12,491
Amounts reclassified from accumulated other comprehensive income		—		—			—			—			( 8,311	)		—			( 8,311	)		( 50	)		( 534	)		( 584	)		( 8,895	)
Adjustment for noncontrolling interests		—		—			—			( 10,833	)		—			—			( 10,833	)		2,119			8,714			10,833			—
Deferred compensation plan, net		—		—			( 2,557	)		2,557			—			—			—			—			—			—			—
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	)
Common stock repurchased and retired		—		( 33	)		—			( 200,033	)		—			—			( 200,066	)		—			—			—			( 200,066	)
Common stock issued under dividend reinvestment plan		—		—			—			657			—			—			657			—			—			—			657
Common stock issued for partnership units exchanged		—		—			—			735			—			—			735			( 735	)		—			( 735	)		—
Contributions from partners		—		—			—			—			—			—			—			—			14,679			14,679			14,679
Distributions to partners		—		—			—			—			—			—			—			—			( 12,185	)		( 12,185	)		( 12,185	)
Dividends declared:
Preferred stock (Series A: $ 1.562 500 per share/unit; Series B: $ 1.468 800 per share/unit)		—		—			—			—			—			( 13,650	)		( 13,650	)		—			—			—			( 13,650	)
Common stock/unit ($ 2.715 per share/unit)		—		—			—			—			—			( 495,211	)		( 495,211	)		( 5,193	)		—			( 5,193	)		( 500,404	)
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

See accompanying notes to consolidated financial statements.

REG ENCY CENTERS CORPORATION

Consolidated Statements of Cash Flows

For the years ended December 31, 2024, 2023, and 2022

(in thousands)


	2024			2023			2022
Cash flows from operating activities:
Net income	$	409,840			370,867			488,035
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		394,714			352,282			319,697
Amortization of deferred financing costs and debt premiums		13,096			8,252			5,799
Amortization of above and below market lease intangibles, net		( 22,701	)		( 29,130	)		( 20,995	)
Stock-based compensation, net of capitalization		23,504			20,075			16,521
Equity in income of investments in real estate partnerships		( 50,294	)		( 50,541	)		( 59,824	)
Gain on sale of real estate, net of tax		( 34,162	)		( 661	)		( 109,005	)
Provision for impairment of real estate		14,304			—			—
Loss (gain) on early extinguishment of debt		180			( 99	)		—
Distribution of earnings from investments in real estate partnerships		69,156			66,531			61,416
Deferred compensation expense (income)		5,256			4,782			( 6,128	)
Realized and unrealized (gain) loss on investments		( 5,930	)		( 5,571	)		7,040
Changes in assets and liabilities:
Tenant and other receivables		( 24,219	)		( 13,904	)		( 35,274	)
Deferred leasing costs		( 11,703	)		( 11,156	)		( 10,801	)
Other assets		1,818			3,028			1,292
Accounts payable and other liabilities		4,253			5,152			( 9,088	)
Tenants' security, escrow deposits and prepaid rent		3,086			( 316	)		7,130
Net cash provided by operating activities		790,198			719,591			655,815
Cash flows from investing activities:
Acquisition of operating real estate, net of cash acquired of $ 3,061 in 2022		( 45,405	)		( 45,386	)		( 169,639	)
Acquisition of UBP, net of cash acquired of $ 14,143		—			( 82,389	)		—
Real estate development and capital improvements		( 343,368	)		( 232,855	)		( 195,418	)
Proceeds from sale of real estate		108,615			11,167			143,133
Proceeds from property insurance casualty claims		5,286			—			—
Issuance of notes receivable		( 32,651	)		( 4,000	)		—
Collection of notes receivable		3,115			4,000			1,823
Investments in real estate partnerships		( 41,345	)		( 13,119	)		( 36,266	)
Return of capital from investments in real estate partnerships		13,034			11,308			48,473
Dividends on investment securities		453			1,283			1,113
Acquisition of investment securities		( 101,044	)		( 7,990	)		( 21,112	)
Proceeds from sale of investment securities		106,666			16,003			21,785
Net cash used in investing activities		( 326,644	)		( 341,978	)		( 206,108	)


	2024			2023			2022
Cash flows from financing activities:
Net proceeds from common stock issuance	$	—			( 33	)		61,284
Repurchase of common shares in conjunction with equity award plans		( 19,540	)		( 7,662	)		( 6,447	)
Common shares repurchased through share repurchase program		( 200,066	)		( 20,006	)		( 75,419	)
Proceeds from sale of treasury stock		210			103			64
Contributions from noncontrolling interests		6,789			10,238			—
Distributions to and redemptions of noncontrolling interests		( 12,185	)		( 7,813	)		( 7,245	)
Distributions to exchangeable operating partnership unit holders		( 2,952	)		( 2,368	)		( 1,867	)
Redemption of EOP units		—			( 9,163	)		—
Dividends paid to common shareholders		( 490,365	)		( 453,065	)		( 428,276	)
Dividends paid to preferred shareholders		( 13,650	)		( 3,413	)		—
Repayment of fixed rate unsecured notes		( 250,000	)		—			—
Proceeds from issuance of fixed rate unsecured notes, net of debt discount		722,860			—			—
Proceeds from unsecured credit facilities		722,419			557,000			95,000
Repayment of unsecured credit facilities		( 809,419	)		( 405,000	)		( 95,000	)
Proceeds from notes payable		12,000			59,500			—
Repayment of notes payable		( 131,261	)		( 61,592	)		( 6,745	)
Scheduled principal payments		( 11,209	)		( 11,235	)		( 11,219	)
Payment of financing costs		( 16,655	)		( 526	)		( 88	)
Net cash used in financing activities		( 493,024	)		( 355,035	)		( 475,958	)
Net change in cash and cash equivalents and restricted cash		( 29,470	)		22,578			( 26,251	)
Cash and cash equivalents and restricted cash at beginning of the year		91,354			68,776			95,027
Cash and cash equivalents and restricted cash at end of the year	$	61,884		$	91,354			68,776

Supplemental disclosure of cash flow information:
Cash paid for interest (net of capitalized interest of $ 6,627 , $ 5,695 , and $ 4,166 in 2024, 2023, and 2022, respectively)	$	161,356			147,176			141,359
Cash paid for income taxes, net of refunds	$	7,724			933			570
Supplemental disclosure of non-cash transactions:
Common and Preferred stock, and exchangeable operating partnership dividends declared but not paid	$	133,114			126,683			111,709
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
Right of use assets obtained in exchange for new operating lease liabilities	$	1,271			36,577			—
Sale of leased asset in exchange for net investment in sales-type lease	$	2,846			8,510			—
UBP Acquisition:
Notes payable assumed in acquisition, at fair value	$	—			284,706			—
Noncontrolling interest assumed in acquisition, at fair value	$	—			64,492			—
Common stock exchanged for UBP shares	$	—			818,530			—
Preferred stock exchanged for UBP shares	$	—			225,000			—
EOP units issued for acquisition of real estate	$	—			31,253			—
Real estate received in lieu of rental revenue	$	1,853			—			—
Change in accrued capital expenditures	$	14,036			8,877			4,888
Stock-based compensation capitalized	$	1,941			954			735
Contributions to investments in real estate partnerships	$	18,459			920			—
Contributions from limited partners in consolidated partnerships	$	7,890			—			5,436
Change in fair value of securities	$	32			338			1,658

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

RE GENCY CENTERS, L.P.

Consolidated Balance Sheets

December 31, 2024 and 2023

(in thousands, except unit data)


	2024		2023
Assets
Net real estate investments:
Real estate assets, at cost	$	13,698,419		13,454,391
Less: accumulated depreciation		2,960,399		2,691,386
Real estate assets, net		10,738,020		10,763,005
Investments in sales-type leases, net		16,291		8,705
Investments in real estate partnerships		399,044		370,605
Net real estate investments		11,153,355		11,142,315
Properties held for sale, net		—		18,878
Cash, cash equivalents, and restricted cash, including $ 5,601 and $ 6,383 of restricted cash at December 31, 2024 and 2023, respectively		61,884		91,354
Tenant and other receivables, net		255,495		206,162
Deferred leasing costs, less accumulated amortization of $ 131,080 and $ 124,107 at December 31, 2024 and 2023, respectively		79,911		73,398
Acquired lease intangible assets, less accumulated amortization of $ 395,209 and $ 364,413 at December 31, 2024 and 2023, respectively		229,983		283,375
Right of use assets, net		322,287		328,002
Other assets		289,046		283,429
Total assets	$	12,391,961		12,426,913
Liabilities and Capital
Liabilities:
Notes payable, net	$	4,343,700		4,001,949
Unsecured credit facility		65,000		152,000
Accounts payable and other liabilities		392,302		358,612
Acquired lease intangible liabilities, less accumulated amortization of $ 222,052 and $ 211,067 at December 31, 2024 and 2023, respectively		364,608		398,302
Lease liabilities		244,861		246,063
Tenants' security, escrow deposits and prepaid rent		81,183		78,052
Total liabilities		5,491,654		5,234,978
Commitments and contingencies		—		—
Capital:
Partners' capital:
Preferred units $ 0.01 par value per unit, 30,000,000 units authorized; 9,000,000 units issued and outstadning, in the aggregate, in Series A and Series B at December 31, 2024 and 2023		225,000		225,000
General partner's common units, 181,361,454 and 184,581,070 units issued and outstanding at December 31, 2024 and 2023, respectively		6,496,920		6,808,995
Limited partners' common units, 1,096,659 and 1,107,454 units issued and outstanding at December 31, 2024 and 2023, respectively		40,744		42,195
Accumulated other comprehensive gain (loss)		2,226		( 1,308	)
Total partners' capital		6,764,890		7,074,882
Noncontrolling interest: Limited partners' interests in consolidated partnerships		135,417		117,053
Total capital		6,900,307		7,191,935
Total liabilities and capital	$	12,391,961		12,426,913

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

REG ENCY CENTERS, L.P.

Consolidated Statements of Operations

For the years ended December 31, 2024, 2023, and 2022

(in thousands, except per unit data)


	2024			2023			2022
Revenues:
Lease income	$	1,411,379			1,283,939			1,187,452
Other property income		14,651			11,573			10,719
Management, transaction, and other fees		27,874			26,954			25,851
Total revenues		1,453,904			1,322,466			1,224,022
Operating expenses:
Depreciation and amortization		394,714			352,282			319,697
Property operating expense		248,637			229,209			196,148
Real estate taxes		184,415			165,560			149,795
General and administrative		101,465			97,806			79,903
Other operating expenses		10,867			9,459			6,166
Total operating expenses		940,098			854,316			751,709
Other expense, net:
Interest expense, net		180,119			154,249			146,186
Provision for impairment of real estate		14,304			—			—
Gain on sale of real estate, net of tax		( 34,162	)		( 661	)		( 109,005	)
Loss (gain) on early extinguishment of debt		180			( 99	)		—
Net investment (income) loss		( 6,181	)		( 5,665	)		6,921
Total other expense, net		154,260			147,824			44,102
Income before equity in income of investments in real estate partnerships		359,546			320,326			428,211
Equity in income of investments in real estate partnerships		50,294			50,541			59,824
Net income		409,840			370,867			488,035
Limited partners' interests in consolidated partnerships		( 7,114	)		( 4,302	)		( 3,065	)
Net income attributable to the Partnership		402,726			366,565			484,970
Preferred unit distributions		( 13,650	)		( 5,057	)		—
Net income attributable to common unit holders	$	389,076			361,508			484,970

Net income attributable to common unit holders:
Per common unit - basic	$	2.12			2.04			2.82
Per common unit - diluted	$	2.11			2.04			2.81

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

REG ENCY CENTERS, L.P.

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2024, 2023, and 2022

(in thousands)


	2024			2023			2022
Net income	$	409,840			370,867			488,035
Other comprehensive income (loss):
Effective portion of change in fair value of derivative instruments:
Effective portion of change in fair value of derivative instruments		12,523			( 2,448	)		20,061
Reclassification adjustment of derivative instruments included in net income		( 8,895	)		( 7,536	)		833
Unrealized (loss) gain on available-for-sale debt securities		( 32	)		337			( 1,309	)
Other comprehensive income (loss)		3,596			( 9,647	)		19,585
Comprehensive income		413,436			361,220			507,620
Less: comprehensive income attributable to noncontrolling interests:
Net income attributable to noncontrolling interests		7,114			4,302			3,065
Other comprehensive income (loss) attributable to noncontrolling interests		42			( 731	)		1,713
Comprehensive income attributable to noncontrolling interests		7,156			3,571			4,778
Comprehensive income attributable to the Partnership	$	406,280			357,649			502,842

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

REG ENCY CENTERS, L.P.

Consolidated Statements of Capital

For the years ended December 31, 2024, 2023, and 2022

(in thousands)


	General Partner Preferred and Common Units			Limited Partners			Accumulated Other Comprehensive Loss			Total Partners' Capital			Noncontrolling Interests in Limited Partners' Interest in Consolidated Partnerships			Total Capital
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											—						—
Other comprehensive income before reclassification		—			80			17,008			17,088			1,664			18,752
Amounts reclassified from accumulated other comprehensive income		—			5			779			784			49			833
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	)
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization		16,667			—			—			16,667			—			16,667
Common units repurchased and retired as a result of common stock repurchased and retired by Parent Company		( 75,419	)		—			—			( 75,419	)		—			( 75,419	)
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	)
EOP units exchanged for common stock of Parent Company		1,275			( 1,275	)		—			—			—			—
Balance at December 31, 2022	$	6,089,425			34,489			7,560			6,131,474			46,565			6,178,039
Net income		364,557			2,008			—			366,565			4,302			370,867
Other comprehensive loss
Other comprehensive loss before reclassification		—			( 9	)		( 2,063	)		( 2,072	)		( 39	)		( 2,111	)
Amounts reclassified from accumulated other comprehensive loss		—			( 39	)		( 6,805	)		( 6,844	)		( 692	)		( 7,536	)
Adjustment for noncontrolling interests in the Operating Partnership		13,518			( 13,518	)		—			—			—			—
Contributions from partners		—			—			—			—			74,730			74,730
Issuance of EOP units		—			31,253			—			31,253			—			31,253
Distributions to partners		( 466,126	)		( 2,628	)		—			( 468,754	)		( 7,813	)		( 476,567	)
Preferred unit distributions		( 5,057	)		—			—			( 5,057	)		—			( 5,057	)
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization		20,441			—			—			20,441			—			20,441
Preferred units issued as a result of preferred stock issued by Parent Company, net of issuance costs		225,000			—			—			225,000			—			225,000
Common units repurchased and retired as a result of common stock repurchased and retired by Parent Company		( 20,006	)		—			—			( 20,006	)		—			( 20,006	)
Common units issued as a result of common stock issued by Parent Company, net of issuance costs		818,497			—			—			818,497			—			818,497
Repurchase of EOP units		—			( 9,163	)		—			( 9,163	)		—			( 9,163	)
Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances		( 6,452	)		—			—			( 6,452	)		—			( 6,452	)
EOP units exchanged for common stock of Parent Company		198			( 198	)		—			—			—			—
Balance at December 31, 2023	$	7,033,995			42,195			( 1,308	)		7,074,882			117,053			7,191,935


	General Partner Preferred and Common Units			Limited Partners			Accumulated Other Comprehensive Loss			Total Partners' Capital			Noncontrolling Interests in Limited Partners' Interest in Consolidated Partnerships			Total Capital
Balance at December 31, 2023	$	7,033,995			42,195			( 1,308	)		7,074,882			117,053			7,191,935
Net income		400,388			2,338			—			402,726			7,114			409,840
Other comprehensive income
Other comprehensive income before reclassification		—			70			11,845			11,915			576			12,491
Amounts reclassified from accumulated other comprehensive income		—			( 50	)		( 8,311	)		( 8,361	)		( 534	)		( 8,895	)
Adjustment for noncontrolling interests in the Operating Partnership		( 10,833	)		2,119			—			( 8,714	)		8,714			—
Contributions from partners		—			—			—			—			14,679			14,679
Issuance of EOP units		—			—			—			—			—			—
Distributions to partners		( 495,211	)		( 5,193	)		—			( 500,404	)		( 12,185	)		( 512,589	)
Preferred unit distributions		( 13,650	)		—			—			( 13,650	)		—			( 13,650	)
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization		24,917			—			—			24,917			—			24,917
Common units repurchased and retired as a result of common stock repurchased and retired by Parent Company		( 200,066	)		—			—			( 200,066	)		—			( 200,066	)
Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances		( 18,355	)		—			—			( 18,355	)		—			( 18,355	)
EOP units exchanged for common stock of Parent Company		735			( 735	)		—			—			—			—
Balance at December 31, 2024	$	6,721,920			40,744			2,226			6,764,890			135,417			6,900,307

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

REG ENCY CENTERS, L.P.

Consolidated Statements of Cash Flows

For the years ended December 31, 2024, 2023, and 2022

(in thousands)


	2024			2023			2022
Cash flows from operating activities:
Net income	$	409,840			370,867			488,035
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		394,714			352,282			319,697
Amortization of deferred financing costs and debt premiums		13,096			8,252			5,799
Amortization of above and below market lease intangibles, net		( 22,701	)		( 29,130	)		( 20,995	)
Stock-based compensation, net of capitalization		23,504			20,075			16,521
Equity in income of investments in real estate partnerships		( 50,294	)		( 50,541	)		( 59,824	)
Gain on sale of real estate, net of tax		( 34,162	)		( 661	)		( 109,005	)
Provision for impairment of real estate		14,304			—			—
Loss (gain) on early extinguishment of debt		180			( 99	)		—
Distribution of earnings from investments in real estate partnerships		69,156			66,531			61,416
Deferred compensation expense (income)		5,256			4,782			( 6,128	)
Realized and unrealized (gain) loss on investments		( 5,930	)		( 5,571	)		7,040
Changes in assets and liabilities:
Tenant and other receivables		( 24,219	)		( 13,904	)		( 35,274	)
Deferred leasing costs		( 11,703	)		( 11,156	)		( 10,801	)
Other assets		1,818			3,028			1,292
Accounts payable and other liabilities		4,253			5,152			( 9,088	)
Tenants' security, escrow deposits and prepaid rent		3,086			( 316	)		7,130
Net cash provided by operating activities		790,198			719,591			655,815
Cash flows from investing activities:
Acquisition of operating real estate, net of cash acquired of $ 3,061 in 2022		( 45,405	)		( 45,386	)		( 169,639	)
Acquisition of UBP, net of cash acquired of $ 14,143		—			( 82,389	)		—
Real estate development and capital improvements		( 343,368	)		( 232,855	)		( 195,418	)
Proceeds from sale of real estate		108,615			11,167			143,133
Proceeds from property insurance casualty claims		5,286			—			—
Issuance of notes receivable		( 32,651	)		( 4,000	)		—
Collection of notes receivable		3,115			4,000			1,823
Investments in real estate partnerships		( 41,345	)		( 13,119	)		( 36,266	)
Return of capital from investments in real estate partnerships		13,034			11,308			48,473
Dividends on investment securities		453			1,283			1,113
Acquisition of investment securities		( 101,044	)		( 7,990	)		( 21,112	)
Proceeds from sale of investment securities		106,666			16,003			21,785
Net cash used in investing activities		( 326,644	)		( 341,978	)		( 206,108	)


	2024			2023			2022
Cash flows from financing activities:
Net proceeds from common stock issuance	$	—			( 33	)		61,284
Repurchase of common units in conjunction with equity award plans		( 19,540	)		( 7,662	)		( 6,447	)
Common units repurchased through share repurchase program		( 200,066	)		( 20,006	)		( 75,419	)
Proceeds from sale of treasury stock		210			103			64
Contributions from noncontrolling interests		6,789			10,238			—
Distributions to and redemptions of noncontrolling interests		( 12,185	)		( 7,813	)		( 7,245	)
Distributions to partners		( 493,317	)		( 455,433	)		( 430,143	)
Dividends paid to preferred unit holders		( 13,650	)		( 3,413	)		—
Redemption of EOP units		—			( 9,163	)		—
Repayment of fixed rate unsecured notes		( 250,000	)		—			—
Proceeds from issuance of fixed rate unsecured notes, net of debt discount		722,860			—			—
Proceeds from unsecured credit facilities		722,419			557,000			95,000
Repayment of unsecured credit facilities		( 809,419	)		( 405,000	)		( 95,000	)
Proceeds from notes payable		12,000			59,500			—
Repayment of notes payable		( 131,261	)		( 61,592	)		( 6,745	)
Scheduled principal payments		( 11,209	)		( 11,235	)		( 11,219	)
Payment of financing costs		( 16,655	)		( 526	)		( 88	)
Net cash used in financing activities		( 493,024	)		( 355,035	)		( 475,958	)
Net change in cash and cash equivalents and restricted cash		( 29,470	)		22,578			( 26,251	)
Cash and cash equivalents and restricted cash at beginning of the year		91,354			68,776			95,027
Cash and cash equivalents and restricted cash at end of the year	$	61,884			91,354			68,776

Supplemental disclosure of cash flow information:
Cash paid for interest (net of capitalized interest of $ 6,627 , $ 5,695 , and $ 4,166 in 2024, 2023, and 2022, respectively)	$	161,356			147,176			141,359
Cash paid for income taxes, net of refunds	$	7,724			933			570
Supplemental disclosure of non-cash transactions:
Common and Preferred units, and exchangeable operating partnership dividends declared but not paid	$	133,114			126,683			111,709
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
Right of use assets obtained in exchange for new operating lease liabilities	$	1,271			36,577			—
Sale of leased asset in exchange for net investment in sales-type lease	$	2,846			8,510			—
UBP Acquisition:
Notes payable assumed in acquisition, at fair value	$	—			284,706			—
Noncontrolling interest assumed in acquisition, at fair value	$	—			64,492			—
Common stock exchanged for UBP shares	$	—			818,530			—
Preferred stock exchanged for UBP shares	$	—			225,000			—
EOP units issued for acquisition of real estate	$	—			31,253			—
Real estate received in lieu of rental revenue	$	1,853			—			—
Change in accrued capital expenditures	$	14,036			8,877			4,888
Stock-based compensation capitalized	$	1,941			954			735
Contributions to investments in real estate partnerships	$	18,459			920			—
Contributions from limited partners in consolidated partnerships	$	7,890			—			5,436
Change in fair value of securities	$	32			338			1,658

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

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Su mmary of Significant Accounting Policies

(a)

Organization and Principles of Consolidation

General

Regency Centers Corporation (the "Parent Company") began its operations as a REIT in 1993 and is the general partner of Regency Centers, L.P. (the "Operating Partnership"). The Parent Company primarily engages in the ownership, management, leasing, acquisition, development, and redevelopment of shopping centers through the Operating Partnership and has no other assets other than through its investment in the Operating Partnership. Its only indebtedness consists of $ 200 million of unsecured private placement notes, which are co-issued and guaranteed by the Operating Partnership. The Parent Company guarantees all of the unsecured debt of the Operating Partnership.

As of December 31, 2024, the Parent Company, the Operating Partnership, and their controlled subsidiaries on a consolidated basis (the "Company" or "Regency") owned 379 properties and held partial interests in an additional 103 properties through unconsolidated Investments in real estate partnerships (also referred to as "joint ventures" or "investment partnerships").

Acquisition of Urstadt Biddle Properties Inc.

On August 18, 2023 , the Company acquired Urstadt Biddle Properties Inc. ("UBP") which was accounted for as an asset acquisition. Under the terms of the merger agreement, each share of Urstadt Biddle common stock and Urstadt Biddle Class A common stock was converted into 0.347 of a share of common stock of the Parent Company. Additionally, each share of UBP’s 6.25 % Series H Cumulative Redeemable Preferred Stock and 5.875 % Series K Cumulative Redeemable Preferred Stock was converted into one share of newly issued Parent Company 6.25 % Series A Cumulative Redeemable Preferred Stock ("Parent Company Series A preferred stock") and 5.875 % Series B Cumulative Redeemable Preferred Stock ("Parent Company Series B preferred stock"), respectively (collectively referred to as the "Preferred Stock").

As a result of the acquisition, the Company acquired 74 properties representing 5.3 million square feet of GLA, including 10 properties held through real estate partnerships.

Estimates, Risks, and Uncert ainties

The preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of commitments and contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The most significant estimates in the Company's financial statements relate to the net carrying values of its real estate investments, collectibility of lease income, and acquired lease intangible assets and liabilities. It is possible that the estimates and assumptions that have been utilized in the preparation of the Consolidated Financial Statements could change significantly if economic conditions were to weaken .

The success of the Company's tenants in operating their businesses and their corresponding ability to pay rent continue to be influenced by current economic challenges, which may impact their cost of doing business, including but not limited to the impact of inflation, the cost and availability of labor, increasing energy prices and interest rates, and access to credit. Additionally, geopolitical and macroeconomic challenges, including the war involving Russia and Ukraine, the current Middle East conflicts and wars, and economic conflicts with China, as well as the slowing of its economy, could impact aspects of the U.S. economy and, therefore, consumer spending. The policies implemented by the U.S. government to address these and related issues, including changes by the Board of Governors of the Federal Reserve System of its benchmark federal funds rate, increases or decreases in federal government spending, and economic sanctions and tariffs, could result in adverse impacts on the U.S. economy, including a slowing of growth and potentially a recession, thereby impacting consumer spending, tenants' businesses, and/or decreasing future demand for space in shopping centers. The potential impact of current macroeconomic and geopolitical challenges on the Company's financial condition, results of operations, and cash flows is subject to change and continues to depend on the extent and duration of these risks and uncertainties.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Consolidation

The accompanying Consolidated Financial Statements include the accounts of the Parent Company, the Operating Partnership, its wholly-owned subsidiaries, and consolidated partnerships in which the Company has a controlling financial interest. Investments in real estate partnerships not controlled by the Company are accounted for under the equity method of accounting. All significant inter-company balances and transactions are eliminated in the Consolidated Financial Statements.

The Company consolidates properties that are wholly-owned and properties where it owns less than 100% but holds a controlling financial interest in the entity. Controlling financial interest is determined using an evaluation based on accounting standards related to the consolidation of Variable Interest Entities ("VIEs") and voting interest entities. For joint ventures that are determined to be a VIE, the Company consolidates the entity where it is deemed to be the primary beneficiary. Determination of the primary beneficiary is based on whether an entity has (1) the power to direct the activities of the VIE that most significantly impact the entity's economic performance, and (2) the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE.

Ownership of the Parent Company

The Parent Company currently has a single class of common stock and two series of preferred stock outstanding.

Ownership of the Operating Partnership

The Operating Partnership's capital includes Common Units and Preferred Units. As of December 31, 2024, the Parent Company owned approximately 99.4 % or 181,361,454 of the 182,458,113 of the outstanding Common Units, with the remaining limited partner's Common Units held by third parties ("Exchangeable operating partnership units" or "EOP units"). The Parent Company currently owns all of the Preferred Units.

Each EOP unit is exchangeable for cash or one share of common stock of the Parent Company, at the discretion of the Parent Company, and the unit holder cannot require redemption in cash or common stock (i.e., registered shares of the Parent). The Parent Company has evaluated the conditions as specified under Accounting Standards Codification ("ASC") Topic 480, Distinguishing Liabilities from Equity , as it relates to EOP units outstanding and concluded that the Parent Company has the right to satisfy the redemption requirements of the units by delivering shares of unregistered common stock. Accordingly, the Parent Company classifies EOP units as permanent equity in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity and Comprehensive Income. The Parent Company serves as general partner of the Operating Partnership. The EOP unit holders have limited rights over the Operating Partnership such that they do not have the power to direct the activities that most significantly impact the Operating Partnership’s economic performance. As such, the Operating Partnership is considered a VIE, and the Parent Company, which consolidates it, is the primary beneficiary. The Parent Company's only investment is the Operating Partnership. Net income and distributions of the Operating Partnership are allocable to the general and limited common Partnership Units in accordance with their ownership percentages.

Real Estate Partnerships

As of December 31, 2024, Regency held partial ownership interests in 122 properties through real estate partnerships, of which 19 are consolidated. Regency's partners include institutional investors, real estate developers and/or operators, and passive investors (the "Partners" or "Limited Partners"). These partnerships have been established to own and operate real estate properties. The Company’s involvement with these entities is through its ownership of its equity interest in the partnerships and management of the properties. The entities were deemed VIEs primarily because the unrelated investors do not have substantive kick-out rights to remove the general or managing partner by a vote of a simple majority or less, and they do not have substantive participating rights. Regency has variable interests in these entities through its equity ownership, with Regency being the primary beneficiary in certain of these real estate partnerships. Regency consolidates the partnerships into its financial statements for which it is the primary beneficiary and reports the limited partners' interests as noncontrolling interests. For those partnerships which Regency is not the primary beneficiary and does not have a controlling financial interest, but has significant influence, Regency recognizes its equity investments in them in accordance with the equity method of accounting.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The assets of these partnerships are restricted to use by the respective partnerships and cannot be directly reached by general creditors of the Company, except to the extent that the Company has provided payment guarantees. Similarly, the obligations of the partnerships are backed by, and can only be settled through the assets of these partnerships or by additional capital contributions by the partners, or, where applicable, by the Company under such guarantees. As managing member, Regency maintains the books and records and typically provides leasing property and asset management services to the partnerships. The Partners' level of involvement in these partnerships varies from protective decisions (debt, bankruptcy, selling primary asset(s) of business) to participating involvement such as approving leases, operating budgets, and capital budgets.

•

Certain partnerships were deemed VIEs primarily because the unrelated investors do not have substantive kick-out rights to remove the general or managing partner by a vote of a simple majority or less, and they do not have substantive participating rights. Those partnerships for which the Partners are involved in the day to day decisions and do not have any other aspects that would cause them to be considered VIEs, are evaluated for consolidation using the voting interest model.

Those partnerships in which Regency does not have a controlling financial interest are accounted for using the equity method of accounting and Regency's ownership interest is recognized through single-line presentation as Investments in real estate partnerships, in the Consolidated Balance Sheet, and Equity in income of investments in real estate partnerships, in the Consolidated Statements of Operations. Cash distributions of earnings from operations from Investments in real estate partnerships are presented in Cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows. Cash distributions from the sale of a property or loan proceeds received from the placement of debt on a property included in Investments in real estate partnerships are presented in Cash flows provided by investing activities in the accompanying Consolidated Statements of Cash Flows. If distributed proceeds from debt refinancing and real estate sales in excess of Regency's carrying value of its investment results in a negative investment balance for a partnership, it is recorded within Accounts payable and other liabilities in the Consolidated Balance Sheets.

The net difference in the carrying amount of investments in real estate partnerships and the underlying equity in net assets is accreted to earnings and recorded in Equity in income of investments in real estate partnerships in the accompanying Consolidated Statements of Operations over the expected useful lives of the properties and other intangible assets, which range from 10 to 40 years .

The majority of the operations of the VIEs are funded with cash flows generated by the properties, or in the case of developments, with capital contributions or third-party construction loans.

The carrying amounts of VIEs' assets and liabilities included in the Company's consolidated financial statements, exclusive of the Operating Partnership, are as follows:


(in thousands)	December 31, 2024		December 31, 2023
Assets
Real estate assets, net	$	312,873		270,674
Cash, cash equivalents and restricted cash		16,687		8,201
Tenant and other receivables, net		5,833		3,883
Deferred costs, net		3,178		2,494
Acquired lease intangible assets, net		6,293		12,099
Right of use assets, net		18,148		44,377
Other assets		597		893
Total Assets	$	363,609		342,621
Liabilities
Notes payable	$	32,653		33,211
Accounts payable and other liabilities		16,149		29,919
Acquired lease intangible liabilities, net		10,627		21,456
Tenants' security, escrow deposits and prepaid rent		1,260		1,239
Lease liabilities		19,370		21,433
Total Liabilities	$	80,059		107,258

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Noncontrolling Interests

The Company accounts for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. Noncontrolling interests represent the portion of equity that the Company does not own in those entities it consolidates. Noncontrolling interests also include amounts related to partnership units issued by consolidated subsidiaries of the Company in connection with certain property acquisitions. These partnership units have a defined redemption amount and the unit holders generally have the right to redeem their units at any time after a certain period from issuance. For these partnership units, the Company has the option to settle redemption amounts in cash or common stock. The Company evaluates the terms of the partnership units issued in accordance with the FASB’s Distinguishing Liabilities from Equity guidance. The partnership units for which the Company has the option to settle redemption amounts in cash or common stock are included in the caption Noncontrolling interests within the equity section on the Company’s Consolidated Balance Sheets.

Noncontrolling Interests of the Parent Company

The Consolidated Financial Statements of the Parent Company include the following ownership interests held by owners other than the common shareholders of the Parent Company: (i) the EOP units and (ii) the minority-owned interest held by third parties in consolidated partnerships ("Limited partners' interests in consolidated partnerships"). The Parent Company has included all of these noncontrolling interests in permanent equity, separate from the Parent Company's shareholders' equity, in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity. The portion of net income or comprehensive income attributable to these noncontrolling interests is included in net income and comprehensive income in the accompanying Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income of the Parent Company.

The Parent Company also evaluated its fiduciary duties to itself, its shareholders, and, as the managing general partner of the Operating Partnership, to the Operating Partnership, and concluded its fiduciary duties are not in conflict with each other or the underlying agreements. Therefore, the Parent Company classifies such units and interests as permanent equity in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity.

Noncontrolling Interests of the Operating Partnership

The Operating Partnership has determined that limited partners' interests in consolidated partnerships are noncontrolling interests. Subject to certain conditions and pursuant to the terms of the partnership agreements, the Company generally has the right, but not the obligation, to purchase the other members' interest or sell its own interest in these consolidated partnerships. The Operating Partnership has included these noncontrolling interests in permanent capital, separate from partners' capital, in the accompanying Consolidated Balance Sheets and Consolidated Statements of Capital. The portion of net income (loss) or comprehensive income (loss) attributable to these noncontrolling interests is included in Net income and Comprehensive income in the accompanying Consolidated Statements of Operations and Consolidated Statements Comprehensive Income of the Operating Partnership.

(b)

Revenues and Tenant Receivable

Leasing Income and Tenant Receivables

The Company leases space to tenants under agreements with varying terms that generally provide for fixed payments of base rent, with stated increases over the term of the lease. Some of the lease agreements contain provisions that provide for additional rents based on tenants' sales volume ("percentage rent"), which are recognized when the tenants achieve the specified targets as defined in their lease agreements. Additionally, most lease agreements contain provisions for reimbursement of the tenants' share of actual real estate taxes and insurance and common area maintenance ("CAM") costs (collectively "Recoverable Costs") incurred.

Lease terms generally range from three to seven years for tenant spaces under 10,000 square feet ("Shop Space") and in excess of five years for spaces greater than 10,000 square feet ("Anchor Space"). Many leases also provide tenants the option to extend their lease beyond the initial term of the lease. If a tenant does not exercise its option or otherwise negotiate to renew, the lease expires and the lease contains an obligation for the tenant to relinquish its space, allowing it to be re-leased to a new tenant. This generally involves some level of cost to prepare the space for re-leasing, which is capitalized and depreciated over the shorter period of the life of the subsequent lease or the useful life of the improvement.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company accounts for its leases under ASC Topic 842, Leases ("Topic 842"), as follows:

Classification

Under Topic 842, new leases or modifications thereto must be evaluated against specific classification criteria, which, based on the customary terms of the Company's leases, are classified as operating leases. However, certain longer-term leases (both lessee and lessor leases) may be classified as direct financing or sales type leases, which may result in selling profit and an accelerated pattern of earnings recognition. At December 31, 2024, the Company classified three leases as sales type leases, with all others classified as operating leases.

Recognition and Presentation

Lease income for operating leases with fixed payment terms is recognized on a straight-line basis over the expected term of the lease for all leases for which collectibility is considered probable. CAM is considered a non-lease component of the lease contract under Topic 842. However, as the timing and pattern of providing the CAM service to the tenant is the same as the timing and pattern of the tenant's use of the underlying lease asset, the Company elected, as part of an available practical expedient, to combine CAM with the remaining lease components, along with tenant's reimbursement of real estate taxes and insurance, and recognize them together as Lease income in the accompanying Consolidated Statements of Operations.

For sales type leases, the Company records any selling profit or loss arising from the lease at inception within Gain on sale of real estate, net of tax in the accompanying Consolidated Statement of Operations, as well as any initial direct costs recorded as an expense if, at commencement, the fair value of the underlying asset differs from its carrying amount, otherwise, they are deferred and included in the net investment in the lease. The net investment in the sales-type lease represents the lease receivable, the components of which are the future lease payments and any guaranteed residual value for the underlying assets, as well as any unguaranteed residual asset expected at the end of the lease term, each measured at net present value discounted using a rate implicit in the lease. Interest income is recorded within Lease income in the accompanying Consolidated Statements of Operations over the lease term so as to produce a constant periodic rate of return on the Company’s net investment in the leases. At the commencement date, the Company derecognizes the carrying amount of the underlying asset. When measuring the net investment in a long-term ground lease, the undiscounted residual value of the land will be limited to its fair value at commencement which will likely equate to its cost.

Collectibility

At lease commencement, the Company generally expects that collectibility of substantially all payments due under the lease is probable due to the Company's credit checks on tenants and other creditworthiness analysis undertaken before entering into a new lease; therefore, income from most operating leases is initially recognized on a straight-line basis. For operating leases in which collectibility of Lease income is not considered probable, Lease income is recognized on a cash basis and all previously recognized straight-line rent receivables are reversed in the period in which the Lease income is determined not to be probable of collection. Should collectibility of Lease income become probable again, through evaluation of qualitative and quantitative measures on a tenant by tenant basis, accrual basis accounting resumes and all commencement-to-date straight-line rent is recognized in that period.

In addition to the lease-specific collectibility assessment performed under Topic 842, the Company may also recognize a general reserve, as a reduction to Lease income, for its portfolio of operating lease receivables which are not expected to be fully collectible based on the Company's historical collection experience. The Company estimates the collectibility of the accounts receivable related to base rents, straight-line rents, recoveries from tenants, and other revenue taking into consideration the Company's historical write-off experience, tenant credit-worthiness, current economic trends, and remaining lease terms. Uncollectible lease income is a direct charge against Lease income. Although we estimate uncollectible receivables and provide for them through charges against income, actual experience may differ from those estimates.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The following table represents the components of Tenant and other receivables, net of amounts considered uncollectible, in the accompanying Consolidated Balance Sheets:


	December 31,
(in thousands)	2024		2023
Tenant receivables	$	35,306		34,814
Straight-line rent receivables		157,507		138,590
Other receivables (1)		62,682		32,758
Total tenant and other receivables, net	$	255,495		206,162

(1)

Other receivables include notes receivables, construction receivables, insurance receivables, and amounts due from real estate partnerships for Management, transaction and other fee income.

As of December 31, 2024, the Company has an outstanding note receivable in the carrying amount of $ 29.8 million at an interest rate of 6.8 % maturing in January 2027, secured by a grocery-anchored shopping center.

Real Estate Sales

The Company accounts for sales of nonfinancial assets under ASC Subtopic 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets , whereby the Company derecognizes real estate and recognizes a gain or loss on sales when a contract exists and control of the property has transferred to the buyer. Control of the property, including controlling financial interest, is generally considered to transfer upon closing through transfer of the legal title and possession of the property. While generally rare, any retained noncontrolling interest is measured at fair value at that time.

Management Services and Other Property Income

The Company recognizes revenue under ASC Topic 606, Revenue from Contracts with Customers ("Topic 606") , when or as control of the promised services are transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The following is a description of the Company's revenue from contracts with customers within the scope of Topic 606.

Property and Asset Management Services

The Company is engaged under agreements with its joint venture partnerships, which are generally perpetual in nature and cancellable through unanimous partner approval, absent an event of default. Under these agreements, the Company is to provide asset and property management and leasing services for the joint ventures' shopping centers. The fees are market-based, generally calculated as a percentage of either revenues earned or the estimated values of the properties managed or the proceeds received, and are recognized over the monthly or quarterly periods as services are rendered. Property management and asset management services represent a series of distinct daily services. Accordingly, the Company satisfies its performance obligation as service is rendered each day and the variability associated with that compensation is resolved each day. Amounts due from the partnerships for such services are paid during the month following the monthly or quarterly service periods.

Several of the Company's partnership agreements provide for incentive payments, generally referred to as "promotes" or "earnouts," to Regency for appreciation in property values in Regency's capacity as managing member. The terms of these promotes are based on appreciation in real estate value over designated time intervals or upon designated events. The Company evaluates its expected promote payout at each reporting period, which generally does not result in revenue recognition until the measurement period has completed, when the amount can be reasonably determined and the amount is not probable of significant reversal.

Leasing Services

Leasing service fees are based on a percentage of the total rent due under the lease. The leasing service is considered performed upon successful execution of an acceptable tenant lease for the joint ventures' shopping centers, at which time revenue is recognized. Payment of the first half of the fee is generally due upon lease execution and the second half is generally due upon tenant opening or the commencement of rent payments.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Transaction Services

The Company also receives transaction fees, as contractually agreed upon with each joint venture, which include acquisition fees, disposition fees, and financing service fees. Control of these services is generally transferred at the time the related transaction closes, which is the point in time when the Company recognizes the related fee revenue. Any unpaid amounts related to transaction-based fees are included in Tenant and other receivables within the Consolidated Balance Sheets.

Other Property Income

Other property income includes parking fees and other incidental income from the properties and is generally recognized at the point in time that the performance obligation is met.

Income within Management, transaction, and other fees is primarily derived from contracts with the Company's real estate partnerships. The primary components of these revenue streams, the timing of satisfying the performance obligations, and amounts are as follows:


		Year ended December 31,
(in thousands)	Timing of satisfaction of performance obligations	2024		2023		2022
Management, transaction, and other fees:
Property management services	Over time	$	15,767		14,075		13,470
Asset management services	Over time		6,548		6,542		6,752
Leasing services	Point in time		3,738		3,908		3,945
Other transaction fees	Point in time		1,821		2,429		1,684
Total management, transaction, and other fees		$	27,874		26,954		25,851

The accounts receivable for Total management, transactions, and other fees, which are included within Tenant and other receivables in the accompanying Consolidated Balance Sheets, are $ 19.7 million and $ 18.5 million , as of December 31, 2024 and 2023 , respectively.

(c)

Real Estate Assets

The following table details the components of Real estate assets in the Consolidated Balance Sheets:


(in thousands)	December 31, 2024		December 31, 2023
Land	$	4,757,704		4,802,583
Land improvements		807,881		758,779
Buildings		6,456,719		6,371,894
Building and tenant improvements		1,461,003		1,302,954
Construction in progress		215,112		218,181
Total real estate assets	$	13,698,419		13,454,391

Capitalization and Depreciation

Real estate assets are stated at cost, less accumulated depreciation, and amortization. The Company periodically assesses the useful lives of its depreciable real estate assets, including those intended to be redeveloped in the near term, and accounts for any revisions prospectively. Expenditures for maintenance, repairs and demolition costs are charged to operations as incurred. Significant renovations and replacements, which improve or extend the life of the asset, are capitalized.

As part of the leasing process, the Company may provide lessees with allowances for the construction of leasehold improvements. These leasehold improvements are capitalized and recorded as tenant improvements and depreciated over the shorter of the useful life of the improvements or the remaining lease term. If the allowance represents a payment for a purpose other than funding leasehold improvements, or in the event the Company is not considered the owner of the improvements, the allowance is considered to be a lease incentive and is recognized over the lease term as a reduction of Lease income. Factors considered during this evaluation include, among other things, who holds legal title to the improvements as well as other controlling rights provided by the lease agreement and provisions for substantiation of such costs (e.g. unilateral control of the tenant space during the build-out process). Determination of the appropriate accounting for the payment of a tenant allowance is made on a lease-by-lease basis, considering the facts and circumstances of the individual tenant lease.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Depreciation is computed using the straight-line method over estimated useful lives of approximately 15 years for land improvements, 40 years for buildings and improvements, and the shorter of the useful life or the remaining lease term.

Development and Redevelopment Costs

All specifically identifiable costs related to development and redevelopment activities are capitalized into Real estate assets in the accompanying Consolidated Balance Sheets, and are included in Construction in progress within the above table. The capitalized costs include pre-development costs essential to the development or redevelopment of the property, construction costs, interest costs, real estate taxes, insurance, legal costs, salaries and related costs of personnel directly involved and other costs incurred during the period of development or redevelopment.

Pre-development costs represent the costs the Company incurs prior to land acquisition or pursuing a redevelopment including contract deposits, as well as legal, engineering, and other external professional fees related to evaluating the feasibility of developing or redeveloping a shopping center. As of December 31, 2024 and 2023, the Company had nonrefundable deposits and other pre-development costs of approximately $ 10.2 million and $ 7.7 million , respectively. If the Company determines that the development or redevelopment of a particular shopping center is no longer probable, any related pre-development costs previously capitalized are immediately expensed. During the years ended December 31, 2024, 2023, and 2022, the Company expensed pre-development costs of approximately $ 0.9 million , $ 0.1 million , and $ 0.6 million , respectively, in Other operating expenses in the accompanying Consolidated Statements of Operations.

Interest costs are capitalized into each development and redevelopment project based upon applying the Company's weighted average borrowing rate to that portion of the actual development or redevelopment costs incurred. The Company discontinues interest and real estate tax capitalization when a project is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would the Company capitalize interest on a project beyond 12 months after substantial comple tion of the building. During the years ended December 31, 2024, 2023, and 2022, the Company capitalized interest of $ 6.6 million , $ 5.7 million , and $ 4.2 million , respectively, on our development and redevelopment projects.

We have a staff of employees directly supporting our development and redevelopment program. All direct internal costs attributable to these development activities are capitalized as part of each development and redevelopment project. The capitalization of costs is directly related to the actual level of development activity occurring. During the years ended December 31, 2024, 2023, and 2022, we capitalized $ 19.8 million , $ 13.3 million , and $ 10.8 million , respectively, of direct internal costs incurred to support our development and redevelopment program.

Acquisitions

Upon acquisition of operating real estate properties, the Company estimates the fair value of acquired tangible assets (consisting of land, land improvements, buildings, building improvements and tenant improvements) and identified intangible assets and liabilities (consisting of above and below-market leases and in-place leases), assumed debt, and any noncontrolling interest in the acquiree at the date of acquisition, based on evaluation of information and estimates available at that date. Based on these estimates, the Company allocates the purchase price of the acquired properties based on their relative fair value to the applicable assets and liabilities. Acquisitions of operating properties are generally considered asset acquisitions and therefore transaction costs are capitalized. Fair value is determined based on an exit price approach, which contemplates the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The Company's methodology includes estimating an "as-if vacant" fair value of the physical property, which includes land, building, and improvements. In addition, the Company determines the estimated fair value of identifiable intangible assets and liabilities, considering the following categories: (i) value of in-place leases, and (ii) above and below-market value of in-place leases.

The value of in-place leases is estimated based on the value associated with the costs avoided in originating leases compared to the acquired in-place leases as well as the value associated with lost rental and recovery revenue during the assumed lease-up period. The value of in-place leases is recorded to Depreciation and amortization expense in the Consolidated Statements of Operations over the remaining expected term of the respective leases.

Above-market and below-market in-place lease values for acquired properties are recorded based on the present value of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management's estimate of market lease rates for comparable in-place leases, measured over a period equal to the remaining non-cancelable term of the lease, including below-market renewal options, if applicable. The value of above-market leases is amortized as a reduction of Lease income over the remaining terms of the respective leases and the value of below-market leases is accreted to Lease income over the remaining terms of the respective leases, including below-market renewal options, if applicable.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company does not assign value to customer relationship intangibles if it has pre-existing business relationships with major retailers at the acquired property since they do not provide incremental value over the Company's existing relationships.

Held for Sale

The Company classifies real estate assets as held-for-sale upon satisfaction of all the following criteria: (i) management commits to a plan to sell a property (or group of properties), (ii) the property is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such properties, (iii) an active program to locate a buyer and other actions required to complete the plan to sell the property have been initiated, (iv) the sale of the property is probable and transfer of the asset is expected to be completed within one year, (v) the property is being actively marketed for sale, and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Upon the determination to classify a property as held for sale, the Company ceases depreciation and amortization on the real estate property held for sale, as well as the amortization of any related intangible assets. Such properties are recorded at the lesser of the carrying value or estimated fair value less estimated costs to sell.

Valuation of Real Estate Investments and Impairments

The Company continually evaluates whether there are any events or changes in circumstances, that could indicate the carrying values of the real estate properties (including any related amortizable intangible assets or liabilities) may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate assets may not be recoverable, the Company assesses the recoverability of the asset group by estimating whether the Company will recover the carrying value of the asset group through its undiscounted future cash flows, including eventual disposition. Based on this analysis, if the Company does not believe that it will be able to recover the carrying value of the asset group, an impairment charge will be recorded to the extent that the carrying value exceeds the estimated fair value of the asset group.

Estimated cash flows are based on several key assumptions, including rental rates, expected leasing activity, costs of tenant improvements, leasing commissions, expected hold period, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and could differ materially from actual results. Changes in events or changes in circumstances may alter the hold period of an asset or asset group which may result in an impairment loss and such loss could be material to the Company's financial condition or operating performance. If a property previously classified as held and used is changed to held for sale, the Company estimates fair value, less expected costs to sell, which could cause the Company to determine that the property is impaired.

The estimated fair value of real estate assets is subjective and is estimated through comparable sales information and other market data if available, or through use of an income approach such as the direct capitalization method or the discounted cash flow approach. The discounted cash flow approach uses similar assumptions to the undiscounted cash flow approach above, as well as a discount rate. Such cash flow projections and rates are subject to management judgment and changes in those assumptions could impact the estimate of fair value. In estimating the fair value of undeveloped land, the Company generally uses market data and comparable sales information.

(d)

Cash, Cash Equivalents, and Restricted Cash

Any instruments which have an original maturity of 90 days or less when purchased are considered cash equivalents. As of December 31, 2024 and 2023, $ 5.6 million and $ 6.4 million , respectively, of cash was restricted through escrow agreements and certain mortgage loans.

(e)

Other Assets

Goodwill

Goodwill represents the excess of the purchase price consideration from the Equity One merger in 2017 over the fair value of the assets acquired and liabilities assumed. The Company accounts for goodwill in accordance with ASC Topic 350, Intangibles - Goodwill and Other , and allocates its goodwill to its reporting units, which have been determined to be at the individual property level. The Company performs an impairment evaluation of its goodwill at least annually, in November of each year, or more frequently as triggers occur. See Note 5.

The goodwill impairment evaluation is completed using either a qualitative or quantitative approach. Under a qualitative approach, the impairment review for goodwill consists of an assessment of whether it is more-likely-than-not that the reporting unit's fair value is less than its carrying value, including goodwill. If a qualitative approach indicates it is more

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

likely-than-not that the estimated carrying value of a reporting unit (including goodwill) exceeds its fair value, or if the Company chooses to bypass the qualitative approach for any reporting unit, the Company will perform the quantitative approach described below.

The quantitative approach consists of estimating the fair value of each reporting unit using discounted projected future cash flows and comparing those estimated fair values with the carrying values, which include the allocated goodwill. If the estimated fair value is less than the carrying value, the Company would then recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to that reporting unit.

Investments

The Company determines the appropriate classification of its investments in debt and equity securities at the time of purchase and reevaluates such determinations at each balance sheet date. The fair value of securities is determined using quoted market prices.

Debt securities are classified as held to maturity when the Company has the positive intent and ability to hold the securities to maturity. Debt securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and are reported at fair value, with unrealized gains and losses recognized through earnings in Net investment (income) loss in the Consolidated Statements of Operations. Debt securities not classified as held to maturity or as trading, are classified as available-for-sale, and are carried at fair value, with the unrealized gains and losses, net of tax, included in the determination of comprehensive income and reported in the Consolidated Statements of Comprehensive Income.

Equity securities with readily determinable fair values are measured at fair value with changes in the fair value recognized through net income and presented within Net investment (income) loss in the Consolidated Statements of Operations.

Derivative Instruments

The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative instruments. Specifically, the Company enters into derivative instruments to manage exposures that arise from business activities that result in the receipt or future payment of known and uncertain cash amounts, the amount of which are determined by interest rates. The Company's derivative instruments are used to manage fluctuations in the amount, timing, and duration of the Company's known or expected cash payments principally related to the Company's borrowings.

All derivative instruments, whether designated in hedging relationships or not, are recorded on the accompanying Consolidated Balance Sheets at their fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.

The Company uses interest rate swaps to mitigate its interest rate risk on a related financial instrument or forecasted transaction, and the Company designates these interest rate swaps as cash flow hedges. Interest rate swaps designated as cash flow hedges generally involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company may also utilize cash flow hedges to lock U.S. Treasury rates in anticipation of future fixed-rate debt issuances. The gains or losses resulting from changes in fair value of derivatives that qualify as cash flow hedges are recognized in Accumulated other comprehensive income (loss) ("AOCI"). Upon the settlement of a hedge, gains and losses remaining in AOCI are amortized through earnings over the underlying term of the hedged transaction. The cash receipts or payments related to interest rate swaps are presented in cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking various hedge transactions. The Company assesses, both at inception of the hedge and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in the cash flows and/or forecasted cash flows of the hedged items.

In assessing the valuation of the hedges, the Company uses standard market conventions and techniques such as discounted cash flow analysis, option pricing models, and termination costs at each balance sheet date. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized.

(f)

Deferred Leasing Costs

Deferred leasing costs consist of costs associated with leasing the Company's shopping centers, and are presented net of accumulated amortization. Such costs are amortized over the period through lease expiration. If the lease is terminated early, the remaining leasing costs are written off.

Under ASC Topic 842, the Company, as a lessor, may only defer as initial direct costs the incremental costs of a tenant's operating lease that would not have been incurred if the lease had not been obtained. These costs generally consist of third party broker payments. Non-contingent internal leasing and legal costs associated with leasing activities are expensed within General and administrative expenses.

(g)

Income Taxes

The Parent Company believes it qualifies, and intends to continue to qualify, as a REIT under the Code. As a REIT, the Parent Company will generally not be subject to federal income tax, provided that distributions to its shareholders are at least equal to REIT taxable income. All wholly-owned corporate subsidiaries of the Operating Partnership have elected to be a TRS or qualify as a REIT. The TRSs are subject to federal and state income taxes and file separate tax returns. As a pass through entity, the Operating Partnership generally does not pay taxes, but its taxable income or loss is reported by its partners, of which the Parent Company, as general partner and approximately 99.4 % owner, is allocated its Pro-rata share of tax attributes.

The Company accounts for income taxes related to its TRSs under the asset and liability approach, which requires the recognition of the amount of taxes payable or refundable for the current year and deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company records deferred tax liabilities within Accounts payable and other liabilities in the Consolidated Balance Sheets. The Company records net deferred tax assets to the extent it believes it is more likely than not that these assets will be realized within Other assets in the Consolidated Balance Sheets. A valuation allowance is recorded to reduce deferred tax assets when it is believed that it is more likely than not that all or some portion of the deferred tax asset will not be realized. The Company considers all available positive and negative evidence, including forecasts of future taxable income, the reversal of other existing temporary differences, available net operating loss carryforwards, tax planning strategies and recent and projected results of operations in order to make that determination.

In addition, tax positions are initially recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions shall initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company believes that it has appropriate support for the income tax positions taken and to be taken on its tax returns and that its accruals for tax liabilities are adequate for all open tax years (2021 and forward for federal and state) based on an assessment of many factors including past experience and interpretations of tax laws applied to the facts of each matter.

(h)

Lease Obligations

The Company has certain properties within its consolidated real estate portfolio that are either partially or completely on land subject to ground leases with third parties, which are all classified as operating leases. Accordingly, the Company owns only a long-term leasehold or similar interest in these properties. The building and improvements constructed on the leased land are capitalized as Real estate assets in the accompanying Consolidated Balance Sheets and depreciated over the shorter of the useful life of the improvements or the lease term.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

In addition, the Company has non-cancelable operating leases pertaining to office space from which it conducts its business. Leasehold improvements are capitalized as tenant improvements, presented in Other assets in the Consolidated Balance Sheets, and depreciated over the shorter of the useful life of the improvements or the lease term.

Under Topic 842, the Company recognizes Lease liabilities on its Consolidated Balance Sheets for its ground and office leases and corresponding Right of use assets related to these same ground and office leases which are classified as operating leases. A key input in estimating the Lease liabilities and resulting Right of use assets is establishing the discount rate in the lease, which since the rates implicit in the lease contracts are not readily determinable, requires additional inputs for the longer-term ground leases, including market-based interest rates that correspond with the remaining term of the lease, the Company's credit spread, and a securitization adjustment necessary to reflect the collateralized payment terms present in the lease. This discount rate is applied to the remaining unpaid minimum rental payments for each lease to measure the operating lease liabilities.

The ground and office lease expenses are recognized on a straight-line basis over the term of the leases, including management's estimate of expected optional renewal periods. For ground leases, the Company generally assumes it will exercise options through the latest option date of that shopping center's anchor tenant lease.

(i)

Forward Equity Sales

Our at-the-market (“ATM”) program allows for the sale of common stock through forward sales contracts. These contracts meet all conditions for equity classification, and as such, common stock is recorded at the offering price specified in the contract upon settlement. The Company also accounts for the potential dilution from forward sales contracts in the earnings per share calculations, using the treasury stock method to determine any dilutive impact before settlement. For further details on forward equity sales transactions, refer to Note 12 in the consolidated financial statements.

(j)

Earnings per Share and Unit

Basic earnings per share of common stock and unit are computed based upon the weighted average number of common shares and units, respectively, outstanding during the period. Diluted earnings per share and unit reflect the conversion of obligations and the assumed exercises of securities including the effects of shares issuable under the Company's share-based payment arrangements, if dilutive. Dividends paid on the Company's share-based compensation awards are not participating securities as they are forfeitable.

(k)

Stock-Based Compensation

The Company grants stock-based compensation to its employees and directors and recognizes the cost of stock-based compensation based on the grant-date fair value of the award, which is expensed over the vesting period.

When the Parent Company issues common stock as compensation, it simultaneously receives an equal number of common units from the Operating Partnership. The Company contributes all deemed proceeds from the share-based awards granted under the Parent Company's Long-Term Omnibus Plan (the "Plan") to the operating partnership. Consequently, the Parent Company's ownership in the Operating Partnership increases in proportion to the deemed proceeds contributed in exchange for the common units received. As a result of the issuance of common units to the Parent Company for stock-based compensation, the Operating Partnership records the effect of stock-based compensation for awards of equity in the Parent Company.

(l)

Segment Reporting

The Company's business is investing in retail shopping centers through direct ownership or partnership interests. The Company actively manages its portfolio of retail shopping centers and may from time to time make decisions to sell lower performing properties or developments not meeting its long-term investment objectives. The proceeds from sales are generally reinvested into higher quality retail shopping centers, through acquisitions, new developments, or redevelopment of existing centers, which management believes will generate sustainable revenue growth and attractive returns. It is management's intent that all retail shopping centers will be owned or developed for investment purposes; however, the Company may decide to sell all or a portion of a development upon completion. The Company's revenues and net income are generated from the operation of its investment portfolio. The Company also earns fees for services provided to manage and lease retail shopping centers owned through joint ventures.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company's portfolio is located throughout the United States. Management does not distinguish or group its operations on a geographical basis for purposes of allocating resources or capital. The Company’s chief operating decision maker ("CODM") evaluates operating and financial performance for each property on an individual property level; therefore, the Company defines an operating segment as its individual properties. The individual properties have been aggregated into one reportable segment based upon their similarities with regard to both the nature and economics of the centers, tenants and operational processes, as well as long-term average financial performance. For further details on segment information, refer to Note 16 in the consolidated financial statements.

(m)

Investment Risk Concentrations

No single tenant comprised 10% or more of our aggregate annualized base rent ("ABR"). As of December 31, 2024, the Company had three geographic concentrations that individually accounted for at least 10.0% of its aggregate ABR. Real estate properties located in California, Florida and New York-Newark-Jersey City core-based statistical area accounted for 23.4 % , 20.5 % and 12.3 % of ABR, respectively. As the result, this geographic concentration of our portfolio makes it potentially more susceptible to adverse weather, natural disasters or economic events that impact these locations. None of the shopping centers are located outside the United States.

(n)

Fair Value of Assets and Liabilities

ASC 820, Fair Value Measurements and Disclosures, or ASC 820, defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosures about fair value measurements. ASC 820 emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement. Fair value is defined by ASC 820 as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Therefore, a fair value measurement is determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, the Company uses a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from independent sources (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the Company's own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). The three levels of inputs used to measure fair value are as follows:

•

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

•

Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

•

Level 3 - Unobservable inputs for the asset or liability, which are typically based on the Company's own assumptions, as there is little, if any, related market activity.

The Company also re-measures nonfinancial assets and nonfinancial liabilities, initially measured at fair value in a business combination or other new basis event, at fair value in subsequent periods if a re-measurement event occurs.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

(n) Recent Accounting Pronouncements

The following table provides a brief description of recent accounting pronouncements and expected impact on our financial statements:


Standard	Description	Date of adoption	Effect on the financial statements or other significant matters
Recently adopted :

ASU 2023-09 , Income Taxes (Topic 740): Improvements to Income Tax Disclosures.	ASU 2023-09 requires public business entities to disclose additional information in specified categories with respect to the reconciliation of the effective tax rate to the statutory rate for federal, state, and foreign income taxes. It also requires greater detail about individual reconciling items in the rate reconciliation to the extent the impact of those items exceeds a specified threshold.	January 1, 2025	Other than additional disclosure, the adoption of this ASU is not expected to have a material impact on the Company's consolidated financial statements.

ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses	ASU 2024-03 requires public business entities to provide additional disclosures that disaggregate certain income statement expense captions into specified categories. The ASU does not impact the presentation of expenses on the face of the income statement but requires additional footnote disclosures to provide users of the financial statements with greater insight into the nature and composition of reported expenses.	January 1, 2027	The Company is assessing the impact this ASU will have on the Company’s financial statement disclosures. While the adoption of this standard is not expected to have a material impact on the financial position or results of operations, it will require enhanced footnote disclosures related to the disaggregation of income statement expenses.

ASU 2024-04, Debt—Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments	ASU 2024-04 clarifies guidance on the accounting for inducements offered to holders of convertible debt instruments to encourage them to convert the debt into equity securities. Specifically, the ASU clarifies the recognition and measurement of inducement costs and their impact on the issuer’s financial statements.	January 1, 2026	The Company is assessing the impact this ASU will have on the Company’s financial statement disclosures. The adoption is not expected to have a material effect on our financial position or results of operations, as the Company currently does not have any convertible debt instruments in our financing arrangements.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Real Estate Investments

UBP Acquisition

General

With respect to the acquisition of UBP discussed in Note 1 - Acquisition of Urstadt Biddle Properties Inc, the following table provides the components that make up the total purchase price for the UBP acquisition:


(in thousands, except stock price)	Purchase Price
Shares of common stock issued for acquisition		13,568
Closing stock price on August 17, 2023	$	61.03
Value of common stock issued for acquisition	$	828,025
Other adjustments		( 9,495	)
Total value of common stock issued	$	818,530
Debt repaid		39,266
Preferred stock converted		225,000
Transaction costs		57,197
Other cash payments		68
Total purchase price	$	1,140,061

Purchase Price Allocation

The acquisition has been accounted for using the asset acquisition method of accounting in accordance with ASC 805, Business Combinations, which requires, among other things, that the total cost or total consideration exchanged be allocated to the real estate properties and related lease intangibles on a relative fair value basis. All the other assets acquired, and liabilities assumed, including notes payable, are recorded at fair value. The total purchase price, including direct transaction costs capitalized, was allocated as follows:


(in thousands)	Purchase Price Allocation
Real estate assets	$	1,379,835
Investments in unconsolidated real estate partnerships		35,942
Real estate assets		1,415,777
Cash, accounts receivable and other assets		51,902
Lease intangible assets		128,663
Total assets acquired		1,596,342

Notes payable		284,706
Accounts payable, accrued expenses, and other liabilities		37,500
Lease intangible liabilities		69,583
Total liabilities assumed		391,789
Noncontrolling interest		64,492
Total purchase price	$	1,140,061

The acquired assets and assumed liabilities for an acquired operating property generally include, but are not limited to: land, buildings and improvements, identified tangible and intangible assets and liabilities associated with in-place leases, including tenant improvements, leasing costs, value of above-market and below-market leases, and value of acquired in-place leases. This methodology includes estimating an "as-if vacant" fair value of the physical property, which includes land, building, and improvements and also determines the estimated fair value of identifiable intangible assets and liabilities, considering the following categories: (i) value of in-place leases, and (ii) above and below-market value of in-place leases. The fair market value of the acquired operating properties is based on a valuation prepared by Regency with assistance of a third-party valuation specialist. The third-party specialist utilized stabilized NOI and market specific capitalization rates as the primary valuation inputs in determining the fair value of the real estate assets. The fair value of land is generally based on relevant market data, such as a comparison of the subject site to similar parcels that have recently been sold or are currently being offered on the market for sale. Management reviews the inputs used by the third-party specialist as well as the allocation of the purchase price to ensure reasonableness and that the procedures are performed in accordance with management's policy. Management and the third-party valuation specialist prepared their fair value estimates for each of the operating properties acquired. The allocation of the purchase price described above requires a significant amount of judgment and represents management's best estimate of the fair value as of the acquisition date.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The following table details the weighted average amortization and net accretion periods, in years, of the major classes of intangible assets and intangible liabilities arising from the UBP acquisition:


(in years)	Weighted Average Amortization Period
Assets:
In-place leases		8.0
Above-market leases		7.0
Liabilities:
Below-market leases		18.5

Other Acquisitions

The following tables detail the other properties acquired for the periods set forth below:


(in thousands)		December 31, 2024
Date Purchased	Property Name	City/State	Property Type	Regency's Ownership	Purchase Price (1)		Debt Assumed, Net of Premiums (1)		Intangible Assets (1)		Intangible Liabilities (1)
2/23/2024	The Shops at Stone Bridge	Cheshire, CT	Development	100 %	$	8,000		—		—		—
5/3/2024	Compo Acres North Shopping Center	Westport, CT	Operating	100 %		45,500		—		5,360		2,175
7/16/2024	Jordan Ranch Market	Houston, TX	Development	50 %		15,784		—		—		—
8/21/2024	Oakley Shops at Laurel Fields	Oakley, CA	Development	100 %		2,120		—		—		—
Total property acquisitions					$	71,404		—		5,360		2,175

(1)

Amounts for purchase price and allocation are reflected at 100 %.


(in thousands)		December 31, 2023
Date Purchased	Property Name	City/State	Property Type	Regency's Ownership	Purchase Price (1)		Debt Assumed, Net of Premiums (1)		Intangible Assets (1)		Intangible Liabilities (1)
5/1/2023	Sienna Phase 1	Houston, TX	Development	75 %	$	2,695		—		—		—
5/18/2023	SunVet	Holbrook, NY	Development	100 %		24,140		—		—		—
10/11/2023	Nohl Plaza	Orange, CA	Operating	100 %		25,328		—		3,940		10,470
12/1/2023	The Longmeadow Shops	Longmeadow, MA	Operating	100 %		31,400		—		4,049		1,876
Total property acquisitions					$	83,563		—		7,989		12,346

(1)

Amounts for purchase price and allocation are reflected at 100 %.

Property Dispositions

The following table provides a summary of consolidated shopping centers and land parcels sold during the periods set forth below:


	Year ended December 31,
(in thousands, except number sold data)	2024		2023		2022
Net proceeds from sale of real estate investments	$	108,615		11,167		143,133
Gain on sale of real estate, net of tax	$	34,162		661		109,005
Provision for impairment of real estate sold	$	1,330		—		—
Number of operating properties sold		6		—		2
Number of land parcels sold		—		5		5
Percent interest sold	100 %		100 %		100 %

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Investments in Real Estate Partnerships

The Company's investments in real estate partnerships include the following:


	December 31, 2024
(in thousands)	Regency's Ownership	Number of Properties		Total Investment		Total Assets of the Partnership		The Company's Share of Net Income of the Partnership		Net Income of the Partnership
GRI - Regency, LLC (GRIR)	40 %		66	$	136,972		1,455,471		38,729		91,447
Columbia Regency Partners II, LLC (Columbia II) (1)	20 %		22		63,024		623,655		3,938		20,121
Columbia Village District, LLC	30 %		1		6,434		99,236		2,220		7,453
Individual Investors
Ballard Blocks	50 %		2		59,596		115,784		1,028		2,380
Town & Country Center	35 %		1		44,715		259,218		1,810		5,235
Others (2)	12 % - 83 %		11		88,303		289,793		2,569		10,027
Total investments in real estate partnerships			103	$	399,044		2,843,157		50,294		136,663

(1)

Effective September 1, 2024, Columbia Regency Retail Partners, LLC (Columbia I) merged with and into Columbia II with Columbia II being the surviving entity in the merger.

(2)

Effective January 1, 2025, we acquired our partner’s 33.3 % share in a single property partnership for a total purchase price of $ 10.3 million. Following this acquisition, the Company now owns 100 % of this property, and has been consolidated into the Company’s financial statements.


	December 31, 2023
(in thousands)	Regency's Ownership	Number of Properties		Total Investment		Total Assets of the Partnership		The Company's Share of Net Income of the Partnership		Net Income of the Partnership
GRI - Regency, LLC (GRIR)	40 %		66	$	144,371		1,475,611		35,901		84,224
Columbia Regency Retail Partners, LLC (Columbia I)	20 %		7		7,045		139,224		1,630		8,559
Columbia Regency Partners II, LLC (Columbia II)	20 %		14		42,994		424,672		1,743		8,769
Columbia Village District, LLC	30 %		1		6,123		97,522		2,199		7,383
Individual Investors
Ballard Blocks	50 %		2		62,140		120,379		1,486		3,297
Town & Country Center	35 %		1		42,074		224,579		1,075		3,136
Others	12 % - 67 %		10		65,858		208,006		6,507		19,770
Total investments in real estate partnerships			101	$	370,605		2,689,993		50,541		135,138

The summarized balance sheet information for the investments in real estate partnerships, on a combined basis, is as follows:


	December 31,
(in thousands)	2024		2023
Investments in real estate, net	$	2,569,765		2,432,859
Acquired lease intangible assets, net		25,164		16,723
Other assets		248,228		240,411
Total assets	$	2,843,157		2,689,993
Notes payable	$	1,564,551		1,499,702
Acquired lease intangible liabilities, net		19,045		15,112
Other liabilities		92,911		80,457
Capital - Regency		444,354		418,205
Capital - Third parties		722,296		676,517
Total liabilities and capital	$	2,843,157		2,689,993

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The following table reconciles the Company's capital recorded by the unconsolidated real estate investment partnerships to the Company's investments in real estate partnerships reported in the accompanying Consolidated Balance Sheet:


	December 31,
(in thousands)	2024			2023
Capital - Regency	$	444,354			418,205
Basis difference		( 45,310	)		( 47,600	)
Investments in real estate partnerships	$	399,044			370,605

The revenues and expenses for the investments in real estate partnerships, on a combined basis, are summarized as follows:


	Year ended December 31,
(in thousands)	2024			2023			2022
Total revenues	$	420,281			390,843			378,096
Operating expenses:
Depreciation and amortization		96,239			88,974			86,193
Property operating expense		68,289			65,509			61,224
Real estate taxes		51,986			47,529			42,010
General and administrative		5,201			5,008			5,615
Other operating expenses		5,740			3,119			3,851
Total operating expenses	$	227,455			210,139			198,893
Other expense (income):
Interest expense, net		58,451			56,706			54,874
Gain on sale of real estate		( 2,288	)		( 11,140	)		( 49,424	)
Loss on early extinguishment of debt		—			—			587
Total other expense (income)		56,163			45,566			6,037
Net income of the Partnerships	$	136,663			135,138			173,166
The Company's share of net income of the Partnerships	$	50,294			50,541			59,824

Acquisitions

The following table provides a summary of shopping centers and land parcels acquired through our investments in real estate partnerships for the periods set forth below:

         
            (in thousands)
           
            Year ended December 31, 2024

         
            Date
            
            Purchased
           
            Property
            
            Name
           
            City/State
           
            Property
            
            Type
           
            Real Estate Partner
           
            Regency's Ownership
           
            Purchase Price
           
            (1)
           
            Debt Assumed, Net of
            
            Premiums
           
            (1)
           
            Intangible Assets
           
            (1)
           
            Intangible Liabilities
           
            (1)

           
              8/30/2024

           
              East Greenwich Square

           
              East Greenwich, RI

           
              Operating

           
              Other

           
             46,650

—

           
             5,127

           
             1,877

           
              10/17/2024

           
              University Commons - Austin

           
              Round Rock, TX

           
              Operating

           
              Columbia II

           
             68,751

—

           
             6,560

           
             5,120

           
            Total property acquisitions

           
             115,401

—

           
             11,687

           
             6,997

(1)

Amounts reflected for purchase price and allocation are reflected at 100 %.

         
            (in thousands)
           
            Year ended December 31, 2023

         
            Date
            
            Purchased
           
            Property
            
            Name
           
            City/State
           
            Property
            
            Type
           
            Real Estate Partner
           
            Regency's Ownership
           
            Purchase Price
           
            (1)
           
            Debt Assumed, Net of
            
            Premiums
           
            (1)
           
            Intangible Assets
           
            (1)
           
            Intangible Liabilities
           
            (1)

           
              9/19/2023

           
              Old Town Square

           
              Chicago, IL

           
              Operating

           
              Other

           
             27,510

—

           
             3,625

503

           
            Total property acquisitions

           
             27,510

—

           
             3,625

503

(1)

Amounts reflected for purchase price and allocation are reflected at 100 %.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Dispositions

The following table provides a summary of shopping centers and land parcels disposed of through our investments in real estate partnerships:


	Year ended December 31,
(in thousands)	2024		2023		2022
Proceeds from sale of real estate investments	$	2,256		30,659		116,377
Gain on sale of real estate	$	2,288		11,140		49,424
The Company's share of gain on sale of real estate	$	907		3,161		12,748
Number of operating properties sold		—		1		4
Number of land out-parcels sold		1		—		—

Notes Payable

Scheduled principal repayments on notes payable held by our unconsolidated investments in real estate partnerships as of December 31, 2024, were as follows:


(in thousands) Scheduled Principal Payments and Maturities by Year:	Scheduled Principal Payments		Mortgage Loan Maturities			Unsecured Maturities		Total			Regency's Pro-Rata Share
2025	$	6,727		147,512			—		154,239			49,031
2026		7,393		272,963			35,800		316,156			108,765
2027		7,576		32,800			—		40,376			13,669
2028		4,267		246,605			—		250,872			92,027
2029		2,841		93,500			—		96,341			34,967
Beyond 5 Years		3,847		711,324			—		715,171			280,111
Net unamortized loan costs, debt premium / (discount)		—		( 8,603	)		—		( 8,603	)		( 3,200	)
Total notes payable	$	32,651		1,496,101			35,800		1,564,552			575,370

These fixed and variable rate notes payable are all non-recourse to the partnerships, and mature through 2034 , with 93.3 % having a weighted average fixed interest rate of 3.9 % . The remaining notes payable float with SOFR and had a weighted average variable interest rate of 6.8 % at December 31, 2024.

As notes payable mature, they will be repaid from proceeds from new borrowings and/or partner capital contributions. Refinancing debt at maturity in the current interest rate environment could result in higher interest expense in future periods if rates remain elevated. The Company is obligated to contribute its Pro-rata share to fund maturities if the loans are not refinanced, and it has the capacity to do so from existing cash balances, availability on its line of credit, and operating cash flows. The Company believes that its partners are financially sound and have sufficient capital or access thereto to fund future capital requirements. In the event that a real estate partner was unable to fund its share of the capital requirements of the real estate partnership, the Company would have the right, but not the obligation, to loan the defaulting partner the amount of its capital call which would be secured by the partner's membership interest.

Management fee income

In addition to earning our share of net income or loss in each of these real estate partnerships, we receive fees as discussed in Note 1, as follows:


	Year ended December 31,
(in thousands)	2024		2023		2022
Asset management, property management, leasing, and investment and financing services	$	27,874		26,954		25,851

100

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Other Assets

The following table represents the components of Other assets in the accompanying Consolidated Balance Sheets as of the periods set forth below:


(in thousands)	December 31, 2024		December 31, 2023
Goodwill	$	166,739		167,062
Investments		51,820		51,992
Prepaid and other		40,240		40,635
Derivative assets		12,781		14,213
Furniture, fixtures, and equipment, net		7,954		6,662
Deferred financing costs, net		9,512		2,865
Total other assets	$	289,046		283,429

The following table presents the goodwill balances and activity during the year ended:


	December 31, 2024									December 31, 2023
(in thousands)	Goodwill			Accumulated Impairment Losses			Total			Goodwill			Accumulated Impairment Losses			Total
Beginning of year balance	$	294,524			( 127,462	)		167,062		$	300,496			( 133,434	)		167,062
Goodwill allocated to Properties held for sale		—			—			—			( 5,972	)		5,972			—
Goodwill associated with disposed reporting units:
Goodwill allocated to Gain on sale of real estate		( 1,884	)		1,561			( 323	)		—			—			—
End of year balance	$	292,640			( 125,901	)		166,739		$	294,524			( 127,462	)		167,062

As the Company identifies properties ("reporting units") that no longer meet its investment criteria, it will evaluate the property for potential sale. A decision to sell a reporting unit results in the need to evaluate its goodwill for recoverability and may result in impairment. Additionally, other changes impacting a reporting unit may be considered a triggering event. If events occur that trigger an impairment evaluation at multiple reporting units, a goodwill impairment may be significant.

Acquired Lease Intangibles

The Company had the following acquired lease intangibles as of the periods set forth below:


	December 31,
(in thousands)	2024			2023
In-place leases	$	522,117			543,892
Above-market leases		103,075			103,896
Total intangible assets		625,192			647,788
Accumulated amortization		( 395,209	)		( 364,413	)
Acquired lease intangible assets, net	$	229,983			283,375
Below-market leases		586,660			609,369
Accumulated amortization		( 222,052	)		( 211,067	)
Acquired lease intangible liabilities, net	$	364,608			398,302

The following table provides a summary of amortization and net accretion amounts from acquired lease intangibles:


	Year ended December 31,
(in thousands)	2024		2023		2022		Line item in Consolidated Statements of Operations
In-place lease amortization	$	49,169		44,102		34,568	Depreciation and amortization
Above-market lease amortization		8,860		6,571		5,828	Lease income
Acquired lease intangible asset amortization	$	58,029		50,673		40,396

Below-market lease amortization	$	33,883		37,831		28,642	Lease income

101

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The estimated aggregate amortization and net accretion amounts from acquired lease intangibles for the next five years are as follows:


(in thousands)
In Process Year Ending December 31,	Amortization of In-place lease intangibles		Net accretion of Above / Below market lease intangibles
2025	$	33,173		21,657
2026		26,813		20,878
2027		21,290		19,875
2028		16,909		19,767
2029		14,257		19,091

Leases

Lessor Accounting

Substantially all of the Company's leases are classified as operating leases. The Company's Lease income is comprised of both fixed and variable income. Fixed and in-substance fixed lease income includes stated amounts per lease contracts, which are primarily related to base rent, and in some cases stated amounts for Recoverable Costs. Income for these amounts is recognized on a straight-line basis.

Variable lease income includes the following two main items in the lease contracts:

(i)

Recoveries from tenants represent the tenants' contractual obligations to reimburse the Company for their portion of Recoverable Costs incurred. Generally, the Company's leases provide for the tenants to reimburse the Company based on the tenants' share of the actual costs incurred in proportion to the tenants' share of leased space in the property.

(ii)

Percentage rent represents amounts billable to tenants based on the tenants' actual sales volume in excess of levels specified in the lease contract.

The following table provides a disaggregation of lease income recognized as either fixed or variable lease income based on the criteria specified in Topic 842:


	Year ended December 31,
(in thousands)	2024			2023			2022
Operating lease income
Fixed and in-substance fixed lease income	$	1,035,225			928,364			851,409
Variable lease income		356,520			324,037			287,149
Other lease related income, net:
Above/below market rent and tenant rent inducement amortization, net		24,843			30,826			22,543
Uncollectible straight-line rent		( 1,885	)		1,261			12,510
Uncollectible amounts billable in lease income		( 3,324	)		( 549	)		13,841
Total lease income	$	1,411,379			1,283,939			1,187,452

Future minimum rental revenue under non-cancelable operating leases, excluding variable lease payments as of December 31, 2024, are as follows:


(in thousands)
For the year ending December 31,
2025	$	1,021,232
2026		942,040
2027		825,189
2028		676,595
2029		536,477
Thereafter		2,006,865
Total	$	6,008,398

102

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

At December 31, 2024, the Company had three leases classified as sales-type leases, with lease income recorded over the lease term in the form of variable interest income representing the constant periodic rate of return on the Company’s net investment in the lease, and fixed contractual obligations.

Lessee Accounting

The Company has shopping centers that are subject to non-cancelable, long-term ground leases where a third party owns the underlying land and has leased the land to the Company to construct and/or operate a shopping center.

The Company has 20 properties within its consolidated real estate portfolio that are either partially or completely on land subject to ground leases with third parties. Accordingly, the Company owns only a long-term leasehold or similar interest in these properties. These ground leases expire through the year 2121 , and in most cases, provide for renewal options.

In addition, the Company has non-cancelable operating leases for office space used to conduct its business. Office leases expire through the year 2035 , and in certain cases, provide for renewal options.

The ground and office lease expenses are recognized on a straight-line basis over the term of the leases, including management's estimate of expected optional renewal periods, with ground lease expense presented within Property operating expense, and office lease expense presented within General and administrative in the accompanying Consolidated Statements of Operations.

Operating lease expense under the Company's ground and office leases were as follows, including straight-line rent expense and variable lease expenses such as CPI increases, percentage rent and reimbursements of landlord costs:


	Year ended December 31,
(in thousands)	2024		2023		2022
Fixed operating lease expense
Ground leases	$	15,420		14,727		13,759
Office leases		3,689		4,103		4,162
Total fixed operating lease expense		19,109		18,830		17,921
Variable lease expense
Ground leases		1,953		1,586		1,591
Office leases		592		729		611
Total variable lease expense		2,545		2,315		2,202
Total lease expense	$	21,654		21,145		20,123
Cash paid for amounts included in the measurement of operating lease liabilities
Operating cash flows for operating leases	$	16,212		15,823		14,656

The following table summarizes the undiscounted future cash flows by year attributable to the operating lease liabilities for ground and office leases as of December 31, 2024, and provides a reconciliation to the Lease liabilities included in the accompanying Consolidated Balance Sheets:


(in thousands)	Lease Liabilities
For the years ending December 31,	Ground Leases			Office Leases			Total
2025	$	12,871			3,904			16,775
2026		12,793			3,947			16,740
2027		12,819			2,748			15,567
2028		12,960			1,899			14,859
2029		12,993			733			13,726
Thereafter		687,963			1,269			689,232
Total undiscounted lease liabilities	$	752,399			14,500			766,899
Present value discount		( 520,621	)		( 1,417	)		( 522,038	)
Lease liabilities	$	231,778			13,083			244,861
Weighted average discount rate		5.5	%		4.1	%
Weighted average remaining term (in years)		48.7			4.3

103

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

8. Income Taxes

The Company has elected to be taxed as a REIT under the applicable provisions of the Internal Revenue Code with certain of its subsidiaries treated as taxable REIT subsidiar y entities, which are subject to federal and state income taxes. The following table summarizes the tax status of dividends paid on our common stock:


	Year ended December 31,
	2024				2023				2022
Dividend per share	$	2.84		(1)		2.56		(2)		2.53		(3)
Ordinary income		99	%			100	%			100	%
Capital gain (4)		1	%			—	%			—	%
Additional tax status information:
Qualified dividend income		—	%			—	%			—	%
Section 199A dividend		99	%			100	%			100	%
Section 897 ordinary dividends		—	%			—	%			—	%
Section 897 capital gains		—	%			—	%			—	%

(1)

During 2024, the Company declared four quarterly dividends, the last of which was paid on January 3, 2025, and was fully allocated to the 2024 dividend period.

(2)

During 2023, the Company declared four quarterly dividends, the last of which was paid on January 3, 2024, with a portion allocated to the 2023 dividend period, and the balance allocated to 2024.

(3)

During 2022, the Company declared four quarterly dividends, the last of which was paid on January 4, 2023, with a portion allocated to the 2022 dividend period, and the balance allocated to 2023.

(4)

For 2024, Pursuant to Treasury Regulation Section 1.1061-6(c), the “One Year Amounts Disclosure” is 100 % of the capital gain distributions allocated to each shareholder and “Three Year Disclosure” is 64.75 % of the capital gain distributions allocated to each shareholder.

The following table summarizes the tax status of dividends paid on our Series A preferred stock:


	Year ended December 31,
	2024			2023
Dividend per share	$	1.56			0.39
Ordinary income		99	%		100	%
Capital gain		1	%		—	%
Additional tax status information:
Qualified dividend income		—	%		—	%
Section 199A dividend		99	%		100	%
Section 897 ordinary dividends		—	%		—	%
Section 897 capital gains		—	%		—	%

The following table summarizes the tax status of dividends paid on our Series B preferred stock:


	Year ended December 31,
	2024			2023
Dividend per share	$	1.47			0.37
Ordinary income		99	%		100	%
Capital gain		1	%		—	%
Additional tax status information:
Qualified dividend income		—	%		—	%
Section 199A dividend		99	%		100	%
Section 897 ordinary dividends		—	%		—	%
Section 897 capital gains		—	%		—	%

104

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Our consolidated expense (benefit) for income taxes for the years ended December 31, 2024, 2023, and 2022 was as follows:


	Year ended December 31,
(in thousands)	2024			2023		2022
Income tax expense (benefit):
Current	$	7,571			796		( 332	)
Deferred		( 3,026	)		99		293
Total income tax expense (benefit) (1)	$	4,545			895		( 39	)

(1)

Includes $ 924 , $ 895 and $( 39 ) of tax expense (benefit) presented within Other operating expenses during the years ended December 31, 2024, 2023, and 2022, respectively. Additionally, $ 3,621 of tax expense is presented within Gain on sale of real estate, net of tax, during the year ended December 31, 2024.

The TRS entities are subject to federal and state income taxes and file separate tax returns. Income tax expense (benefit) differed from the amounts computed by applying the U.S. Federal income tax rate to pretax income of the TRS entities, as follows:


	Year ended December 31,
(in thousands)	2024		2023		2022
Computed expected tax expense (benefit)	$	2,723		371		504
State income tax, net of federal benefit		1,376		60		52
Valuation allowance		406		227		( 323	)
Permanent items		2		2		1
All other items		38		235		( 273	)
Total income tax expense (1)		4,545		895		( 39	)
Income tax expense attributable to operations (1)	$	4,545		895		( 39	)

(1)

The tax effects of temporary differences (included in Accounts payable and other liabilities in the accompanying Consolidated Balance Sheets) are summarized as follows:


	December 31,
(in thousands)	2024			2023
Deferred tax assets
Other		2,301			1,893
Deferred tax assets		2,301			1,893
Valuation allowance		( 2,301	)		( 1,893	)
Deferred tax assets, net	$	—			—
Deferred tax liabilities
Fixed assets		( 9,324	)		( 12,563	)
Other		( 972	)		( 780	)
Deferred tax liabilities		( 10,296	)		( 13,343	)
Net deferred tax liabilities	$	( 10,296	)		( 13,343	)

The Company believes it is more likely than not that the remaining deferred tax assets will not be realized unless tax planning strategies are implemented.

105

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Notes Payable and Unsecured Credit Facility

The Company's outstanding debt, net of unamortized debt premium (discount) and debt issuance costs, consisted of the following as of the dates set forth below:


	Maturing Through	Weighted Average Contractual Rate	Weighted Average Effective Rate	December 31,
(in thousands)				2024		2023
Notes payable:
Fixed rate mortgage loans	6/1/2037	3.9 %	4.3 %	$	337,703		449,615
Variable rate mortgage loans (1)	1/31/2032	4.3 %	4.4 %		282,117		299,579
Fixed rate unsecured debt	3/15/2049	4.1 %	4.3 %		3,723,880		3,252,755
Total notes payable, net					4,343,700		4,001,949
Unsecured credit facility:
$ 1.5 Billion Line of Credit (the "Line") (2)	3/23/2028	5.3 %	5.6 %		65,000		152,000
Total unsecured credit facility					65,000		152,000
Total debt outstanding				$	4,408,700		4,153,949

(1)

As of December 31, 2024, 96.1 % of the Variable rate mortgage loans are fixed through interest rate swaps.

(2)

The Company has the option to extend the maturity date by two additional six-month periods . Weighted average effective rate for the Line is calculated based on a fully drawn Line balance using the period end variable rate.

Notes Payable

Notes payable consist of mortgage loans secured by properties and unsecured public and private debt. Mortgage loans may be repaid before maturity, but could be subject to yield maintenance premiums, and are generally due in monthly installments of principal and interest or interest only. Unsecured public debt may be repaid before maturity subject to accrued and unpaid interest through the proposed redemption date and a make-whole premium. Interest on unsecured public and private debt is payable semi-annually.

On January 8, 2024, the Company priced a public offering of $ 400 million of senior unsecured notes due in 2034, and the notes were issued on January 18, 2024 at 99.617 % of par value with a coupon of 5.250 %.

On June 17, 2024, the Company paid off $ 250 million of unsecured public debt that had matured, utilizing a portion of the proceeds from the January 2024 public debt offering, and the Company paid off a $ 78.3 million fixed rate mortgage loan.

On August 12, 2024, the Company priced a public offering of $ 325 million of senior unsecured notes due in 2035, and the notes were issued on August 15, 2024 at 99.813 % of par value with a coupon of 5.1 %.

The Company is required to comply with certain financial covenants for its unsecured public debt as defined in the indenture agreements such as the following ratios: Consolidated Debt to Consolidated Assets, Consolidated Secured Debt to Consolidated Assets, Consolidated Income for Debt Service to Consolidated Debt Service, and Unencumbered Consolidated Assets to Unsecured Consolidated Debt. As of December 31, 2024, management of the Company believes it is in compliance with all financial covenants for its unsecured public debt.

Unsecured Credit Facilities

The Company has an unsecured line of credit facility (the "Line") pursuant to the Sixth Amended and Restated Credit Agreement (the "Credit Agreement"), dated as of January 18, 2024, by and among the Company and financial institutions party thereto, as lenders, and Wells Fargo Bank, National Association, as Administrative Agent. The Credit Agreement provides for an unsecured revolving credit facility in the amount of $ 1.50 billion for a term of four years (plus two six-month extension options ) and includes an accordion feature which permits the borrower to request increases in the size of the revolving loan facility by up to an additional $ 1.50 billion. The interest rate on the revolving credit facility is equal to SOFR plus a margin that is determined based on the borrower’s long-term unsecured debt ratings and ratio of indebtedness to total asset value. The Credit Agreement also incorporates sustainability-linked adjustments to the interest rate, which provide for upward or downward adjustments to the applicable margin if the Company achieves, or fails to achieve, certain specified targets based on Scope 1 and Scope 2 emission standards as set forth in the Credit Agreement.

106

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

At December 31, 2024, the Line had an available capacity of $ 1.4 billion , which is reduced by the balance of outstanding borrowings and commitments from issued letters of credit. The Line accrues interest at a variable rate of SOFR plu s an applicable spread of 0.82 % and a 0.125 % commitment fee.

The Company is required to comply with certain financial covenants as defined in the Credit Agreement, including the Ratio of Indebtedness to Total Asset Value ("TAV"), Ratio of Unsecured Indebtedness to Unencumbered Asset Value, Ratio of Adjusted EBITDA to Fixed Charges, Ratio of Secured Indebtedness to TAV, Ratio of Unencumbered Net Operating Income to Unsecured Interest Expense, and other covenants customary with this type of unsecured financing. As of December 31, 2024, the Company is in compliance with all financial covenants for the Line.

Scheduled principal payments and maturities on notes payable and unsecured credit facilities were as follows:


(in thousands)	December 31, 2024
Scheduled Principal Payments and Maturities by Year:	Scheduled Principal Payments		Mortgage Loan Maturities			Unsecured Maturities (1)			Total
2025	$	9,798		52,537			250,000			312,335
2026		10,040		147,847			200,000			357,887
2027		7,133		222,558			525,000			754,691
2028		5,402		42,004			365,000			412,406
2029		2,786		53,620			425,000			481,406
Beyond 5 Years		5,170		68,466			2,050,000			2,123,636
Unamortized debt premium/(discount) and issuance costs		—		( 7,541	)		( 26,120	)		( 33,661	)
Total	$	40,329		579,491			3,788,880			4,408,700

(1)

Includes unsecured public and private debt and unsecured credit facilities.

The Company was in compliance as of December 31, 2024 , with all debt covenants.

10.

Derivative Instruments

The Company may use derivative financial instruments, including interest swaps, caps, options, floors, and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. The Company does not intend to utilize derivatives for speculative transactions or purposes other than mitigation of interest rate risk. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties with quality credit ratings. The Company does not anticipate that any of the counterparties will fail to meet their obligations.

Detail on the Company's interest rate derivatives outstanding is as follows:


(in thousands, except number of instruments data)	December 31,
Interest Rate Swaps	2024		2023
Notional amount	$	301,444		294,928
Number of instruments		14		15

Detail on the fair value of the Company's interest rate derivatives is as follows:


(in thousands)	December 31,
Interest rate swaps classified as:	2024			2023
Derivative assets	$	12,781			14,213
Derivative liabilities		( 423	)		( 1,335	)

Derivatives in an asset position are included within Other assets in the accompanying Consolidated Balance Sheets, while those in a liability position are included within Accounts payable and other liabilities.

These derivative financial instruments are all interest rate swaps, which are designated and qualify as cash flow hedges. The Company does not use derivatives for trading or speculative purposes and, as of December 31, 2024, does not have any derivatives that are not designated as hedges.

107

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The changes in the fair value of derivatives designated and qualifying as cash flow hedges are recorded in Accumulated other comprehensive income ("AOCI") and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings.

The following table represents the effect of the derivative financial instruments on the accompanying Consolidated Financial Statements:


Location and Amount of Gain (Loss) Recognized in OCI on Derivative								Location and Amount of Loss (Gain) Reclassified from AOCI into Income									Total amounts presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded
	Year ended December 31,								Year ended December 31,									Year ended December 31,
(in thousands)	2024		2023			2022			2024			2023			2022			2024		2023			2022
Interest rate swaps	$	12,523		( 2,448	)		20,061	Interest (income) expense, net	$	( 8,895	)		( 7,536	)		833	Interest expense, net	$	180,119		154,249			146,186
																	Loss (gain) on early extinguishment of debt	$	180		( 99	)		—

As of December 31, 2024, the Company expects approximately $ 2.5 million of accumulated comprehensive income on derivative instruments in AOCI, including the Company's share from its Investments in real estate partnerships, to be reclassified into earnings during the next 12 months.

11.

Fair Value Measurements

(a)

Disclosure of Fair Value of Financial Instruments

All financial instruments of the Company are reflected in the accompanying Consolidated Balance Sheets at amounts which, in management's estimation, reasonably approximate their fair values, except those instruments listed below:


	December 31,
	2024				2023
(in thousands)	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Financial assets:
Notes receivable	$	31,790		31,755	$	2,109		2,109
Financial liabilities:
Notes payable, net	$	4,343,700		4,141,096	$	4,001,949		3,763,152
Unsecured credit facilities (1)	$	65,000		65,000	$	152,000		152,000

(1)

The carrying amounts approximated its fair values due to the variable nature of the terms.

The above fair values represent management's estimate of the amounts that would be received from selling those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants as of December 31, 2024 and 2023, respectively. These fair value measurements maximize the use of observable inputs which are classified within Level 2 of the fair value hierarchy. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company's own judgments about the assumptions that market participants would use in pricing the asset or liability.

The Company develops its judgments based on the best information available at the measurement date, including expected cash flows, appropriate risk-adjusted discount rates, and available observable and unobservable inputs. Service providers involved in fair value measurements are evaluated for competency and qualifications on an ongoing basis. As considerable judgment is often necessary to estimate the fair value of these financial instruments, the fair values presented above are not necessarily indicative of amounts that will be realized upon disposition of the financial instruments.

108

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

(b)

Fair Value Measurements

The following financial instruments are measured at fair value on a recurring basis:

Securities

The Company has investments in marketable securities that are included within Other assets on the accompanying Consolidated Balance Sheets. The fair value of the securities was determined using quoted prices in active markets, which are considered Level 1 inputs of the fair value hierarchy. Changes in the value of securities are recorded within Net investment (income) loss in the accompanying Consolidated Statements of Operations, and include unrealized gains of $ 4.5 million for the year ended December 31, 2024, unrealized gains of $ 4.2 million for the year ended December 31, 2023 and unrealized losses of $ 8.0 million for the year ended December 31, 2022.

Available-for-Sale Debt Securities

Available-for-sale debt securities consist of investments in corporate bonds, and are recorded at fair value using either recent trade prices for the identical debt instrument or comparable instruments by issuers of similar industry sector, issuer rating, and size, to estimate fair value, which are considered Level 2 inputs of the fair value hierarchy. Unrealized gains or losses on these debt securities are recognized through Other comprehensive income.

Interest Rate Derivatives

The fair value of the Company's interest rate derivatives is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty's nonperformance risk in the fair value measurements.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparties. The Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its interest rate swaps. As a result, the Company determined that its interest rate swaps valuation in its entirety is classified in Level 2 of the fair value hierarchy.

The following tables present the placement in the fair value hierarchy of assets and liabilities that are measured at fair value on a recurring basis:


	Fair Value Measurements as of December 31, 2024
(in thousands)	Balance			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Assets:
Securities	$	39,419			39,419		—			—
Available-for-sale debt securities		12,401			—		12,401			—
Interest rate derivatives		12,781			—		12,781			—
Total	$	64,601			39,419		25,182			—
Liabilities:
Interest rate derivatives	$	( 423	)		—		( 423	)		—

109

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024


	Fair Value Measurements as of December 31, 2023
(in thousands)	Balance			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Assets:
Securities	$	37,039			37,039		—			—
Available-for-sale debt securities		14,953			—		14,953			—
Interest rate derivatives		14,213			—		14,213			—
Total	$	66,205			37,039		29,166			—
Liabilities:
Interest rate derivatives	$	( 1,335	)		—		( 1,335	)		—

The following tables present the placement in the fair value hierarchy of assets and liabilities that are measured at fair value on a non-recurring basis:


	Fair Value Measurements as of December 31, 2024
(in thousands)	Balance		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Gains (Losses)
Real estate assets	$	10,915		—		10,915		—		( 12,974	)

During the year ended December 31, 2024, the Company recorded a $ 14.3 million Provision for impairment on two operating properties. One property was sold within the reporting period with a $ 1.3 million provision for impairment. The second property is classified as held and used, and was impaired as a result of management's change in expected hold period and the carrying value exceeded the estimated fair value. The estimated fair value was based on letters of intent from third-party offers for the property and is reflected in the table above within the Level 2 fair value hierarchy.

During the year ended December 31, 2023 , there were no real estate assets measured at fair value on a nonrecurring basis.

12.

Equity and Capital

Preferred Stock of the Parent Company

Terms and conditions of the preferred stock outstanding are summarized as follows:


	Preferred Stock Outstanding as of December 31, 2024
	Date of Issuance	Shares Issued and Outstanding		Liquidation Preference		Distribution Rate	Callable By Company
Series A	8/18/2023		4,600,000	$	115,000,000	6.250 %	On demand
Series B	8/18/2023		4,400,000		110,000,000	5.875 %	On demand
			9,000,000	$	225,000,000


	Preferred Stock Outstanding as of December 31, 2023
	Date of Issuance	Shares Issued and Outstanding		Liquidation Preference		Distribution Rate	Callable By Company
Series A	8/18/2023		4,600,000	$	115,000,000	6.250 %	On demand
Series B	8/18/2023		4,400,000		110,000,000	5.875 %	On or after 10/1/2024
			9,000,000	$	225,000,000

Each series of Preferred Stock is non-voting, has no stated maturity and is redeemable for cash at $ 25.00 per share at the Company's option. The holders of the Preferred Stock have general preference rights over common stockholders with respect to liquidation and quarterly distributions. Except under certain limited conditions, holders of the Preferred Stock will not be entitled to vote. In the event of a cumulative arrearage equal to six quarterly dividends, holders of the Preferred Stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the

110

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Company's Articles of Incorporation, the holders of the Preferred Stock will have the right to convert all or part of the shares of the Preferred Stock held by such holders on the applicable conversion date into a number of shares of Common Stock.

Dividends Declared

On February 4, 2025 , the Board:

•

Declared a dividend on the Series A Preferred Stock, which will be paid at a rate of $ 0.390625 per share on April 30, 2025 . The dividend will be payable to holders of record of the Series A Preferred Stock as of the close of business on April 15, 2025 ; and

•

Declared a dividend on the Series B Preferred Stock, which will be paid at a rate of $ 0.367200 per share on April 30, 2025 The dividend will be payable to holders of record of the Series B Preferred Stock as of the close of business on April 15, 2025 .

Common Stock of the Parent Company

Dividends Declared

On February 4, 2025 , the Board declared a common stock dividend of $ 0.705 per share, payable on April 2, 2025 , to shareholders of record as of March 12, 2025 .

At the Market ("ATM") Program

Under the Parent Company's ATM Program, as authorized by the Board, the Parent Company may sell up to $ 500 million of common stock at prices determined by the market at the time of sale. The timing of sales, if any, will be dependent on market conditions and other factors.

During 2024, the Company entered into forward sale agreements under its ATM program through which the Parent Company is obligated to issue 1,339,377 shares of its common stock at a weighted average offering price of $ 74.66 before any underwriting discount and offering expenses.  The shares under the forward sales agreements must be settled within one year of their trade dates, which vary by agreement, and range from November 26, 2025, to December 5, 2025.  Upon settlement, subject to certain exceptions, the Company may elect, in its sole discretion, to physically settle, cash settle, or net share settle all or any portion of our obligations under any forward sale agreement.

No shares have been settled as of December 31, 2024. Proceeds from the issuance of shares are expected to be approximately $ 100.0 million before any underwriting discount and offering expenses and are expected to be used to fund acquisitions of operating properties, fund developments and redevelopments, and for general corporate purposes.

As of December 31, 2024, and after giving effect to the aforementioned forward equity offering, $ 400 million of common stock remained available for issuance under this ATM Program.

Stock Repurchase Program

On February 8, 2023, the Board authorized a common stock repurchase program under which the Company may purchase, up to a maximum of $ 250.0 million of its outstanding common stock through open market transactions, and/or in privately negotiated transactions (referred to as the "Repurchase Program"). The timing and price of stock repurchases, if any, are dependent upon market conditions and other factors. The stock repurchased, if not retired, is treated as treasury stock. The Board's authorization for the Repurchase Program was set to expire on February 7, 2025 , unless modified, extended or terminated earlier by the Board at its discretion.

During the year ended December 31, 2023 , the Company executed multiple trades, repurchasing 349,519 common shares under the Repurchase Program for a total of $ 20.0 million at a weighted average price of $ 57.22 per share. These shares were repurchased through open market transactions in accordance with applicable federal securities laws, including Rule 10b-18 of the Exchange Act of 1934, as amended (the "Exchange Act"). All repurchased shares were retired on their respective settlement dates.

111

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

During the second quarter of 2024, the Company executed multiple trades, repurchasing 3.3 million common shares under the Repurchase Program for a total of $ 200.0 million at a weighted average price of $ 60.48 per share. These shares were repurchased through open market transactions in accordance with applicable federal securities laws, including Rule 10b-18 of the Exchange Act. All repurchased shares were retired on the respective settlement dates.

On July 31, 2024, the Board authorized a new common stock repurchase program under which the Company may purchase up to $ 250.0 million of shares of its outstanding common stock (the "New Repurchase Program"). The New Repurchase Program replaces and supersedes, in all respects, the Repurchase Program. Under the New Repurchase Program, the Company may repurchase shares through open market transactions in accordance with applicable federal securities laws, including Rule 10b-18 of the Exchange Act. The Board's authorization for the New Repurchase Program expires on June 30, 2026 , unless modified, extended or earlier terminated by the Board in its discretion. Any common stock repurchased, if not retired, will be treated as treasury stock.

At December 31, 2024, $ 250.0 million remained available under the New Repurchase Program.

Preferred Units of the Operating Partnership

The number of Series A Preferred Units and Series B Preferred Units, respectively, issued by the Operating Partnership is equal to the number of Series A Preferred Stock and Series B Preferred Stock, respectively, issued by the Parent Company.

Common Units of the Operating Partnership

Common Units are issued, or redeemed and retired, for each share of the Parent Company stock issued or redeemed, or retired, as described above. During the year ended December 31, 2024, 10,795 Common Units were exchanged for shares of Parent Company common stock.

During the year ended December 31, 2023 , the Operating Partnership issued 520,589 EOP, valued at $ 31.3 million, as partial purchase price consideration for the acquisition of two properties. In addition, 3,340 Common Units were exchanged for shares of Parent Company common stock, and 151,228 Common Units were redeemed for $ 9.2 million in cash at the Parent Company's election.

General Partners

The Parent Company, as general partner, owned the following Common Units outstanding:


	December 31,
(in thousands)	2024			2023
Common Units owned by the general partner		181,361			184,581
Common Units owned by the limited partners		1,097			1,108
Total Common Units outstanding		182,458			185,689
Percentage of Common Units owned by the general partner		99.4	%		99.4	%

13.

Stock-Based Compensation

The Company records stock-based compensation expense within General and administrative expenses in the accompanying Consolidated Statements of Operations and recognizes forfeitures as they occur.


	Year ended December 31,
(in thousands)	2024			2023			2022
Restricted stock (1)	$	18,549			17,277			16,667
Directors' fees paid in common stock and other employee stock grants		528			590			589
Capitalized stock-based compensation		( 1,941	)		( 954	)		( 735	)
Stock-based compensation, net of capitalization (2)	$	17,136			16,913			16,521

(1)

Includes amortization of the grant date fair value of restricted stock awards over the respective vesting periods.

(2)

In addition, the Company expensed within Other operating expenses $ 6.4 million and $ 3.2 million during 2024 and 2023, respectively, in connection with restricted stock units related to the acquisition of UBP.

112

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company established its Omnibus Incentive Plan (the "Plan") under which the Board of Directors may grant stock options and other stock-based awards to officers, directors, and other key employees. The Plan allows the Company to issue up to 5.0 million shares in the form of the Parent Company's common stock or stock options. As of December 31, 2024, there were 3.8 million shares available for grant under the Plan.

Restricted Stock Units

The Company grants restricted stock under the Plan to its employees as a form of long-term compensation and retention. The terms of each restricted stock grant vary depending upon the participant's responsibilities and position within the Company. The Company's stock grants can be categorized as either time-based awards, performance-based awards, or market-based awards. All awards are valued at grant date fair value, earn dividends throughout the vesting period, and have no voting rights. Fair value is measured using the grant date market price for all time-based and performance-based awards. Market based awards are valued using a Monte Carlo simulation model to estimate the fair value based on the probability of satisfying the market conditions and the projected stock price at the time of payout, discounted to the valuation date over a three year performance period. Assumptions used in the estimate include historic volatility over the previous three year period, risk-free interest rates, and Regency's historic daily return as compared to the market index. Since the award payout includes dividend equivalents and the total shareholder return includes the value of dividends, no dividend yield assumption is required for the valuation. Compensation expense is measured at the grant date and recognized on a straight-line basis over the requisite service period for the entire award, regardless of whether the market condition is ultimately achieved.

The following table summarizes non-vested restricted stock activity:


	Year ended December 31, 2024
	Number of Shares			Intrinsic Value (in thousands)		Weighted Average Grant Date Fair Value
Non-vested as of December 31, 2023		754,518
Time-based awards granted (1) (4)		175,396				$	61.98
Performance-based awards granted (2) (4)		17,137				$	62.21
Market-based awards granted (3) (4)		158,807				$	58.36
Change in market-based awards earned for performance (3)		7,306				$	63.42
Vested (5)		( 304,785	)			$	63.17
Forfeited		( 4,590	)			$	64.43
Non-vested as of December 31, 2024 (6)		803,789		$	59,424

(1)

Time-based awards vest beginning on the first anniversary following the grant date over a one or four year service period . These grants are subject only to continued employment and are not dependent on future performance measures. Accordingly, if such vesting criteria are not met, compensation cost previously recognized is reversed.

(2)

Performance-based awards are earned subject to performance measurements. Once the performance criteria are achieved and the actual number of shares earned is determined, shares vest over a required service period. The Company considers the likelihood of meeting the performance criteria based upon management's estimates from which it determines the amounts recognized as expense on a periodic basis.

(3)

Market-based awards are earned dependent upon the Company's total shareholder return in relation to the shareholder return of a NAREIT index over a three-year period. Once the performance criteria are met and the actual number of shares earned is determined, the shares are immediately vested and distributed. The probability of meeting the criteria is considered when calculating the estimated fair value on the date of grant using a Monte Carlo simulation. These awards are accounted for as awards with market criteria, with compensation cost recognized over the service period, regardless of whether the performance criteria are achieved and the awards are ultimately earned. The significant assumptions underlying determination of fair values for market-based awards granted were as follows:


	Year ended December 31,
	2024			2023			2022
Expected volatility		25.50	%		45.50	%		43.10	%
Risk free interest rate		4.14	%		3.75	%		1.39	%

(4)

The weighted-average grant price for restricted stock granted during the years is summarized below:

113

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024


	Year ended December 31,
	2024		2023		2022
Weighted-average grant date fair value for restricted stock	$	60.36	$	68.28	$	72.86

(5)

The total intrinsic value of restricted stock vested during the years is summarized below (in thousands):


	Year ended December 31,
	2024		2023		2022
Intrinsic value of restricted stock vested	$	19,254	$	19,717	$	17,797

(6)

As of December 31, 2024, there was $ 22.7 million of unrecognized compensation cost related to non-vested restricted stock granted under the Parent Company's Plan . When recognized, this compensation results in additional paid in capital in the accompanying Consolidated Statements of Equity of the Parent Company and in general partner preferred and common units in the accompanying Consolidated Statements of Capital of the Operating Partnership. This unrecognized compensation cost is expected to be recognized over the next three years . The Company issues new restricted stock from its authorized shares available at the date of grant.

14.

Saving and Retirement Plans

401(k) Retirement Plan

The Company maintains a 401(k) retirement plan covering substantially all employees and permits participants to defer eligible compensation up to the maximum allowable amount determined by the IRS. This deferred compensation, together with Company matching contributions equal to 100 % of employee deferrals up to a maximum of $ 5,000 of their eligible compensation, is fully vested and funded as of December 31, 2024 . Additionally, an annual profit sharing contribution may be made, which are fully vested after three years in service. Costs for Company contributions to the plan total ed $ 5.6 million , $ 5.3 million , and $ 4.4 million for the years ended December 31, 2024, 2023, and 2022, respectively.

Non-Qualified Deferred Compensation Plan ("NQDCP")

The Company maintains a NQDCP which allows select employees and directors to defer part or all of their cash bonus, director fees, and vested restricted stock units. All contributions into the participants' accounts are fully vested upon contribution to the NQDCP and are deposited in a Rabbi trust.

The following table reflects the balances of the assets and deferred compensation liabilities of the Rabbi trust and related participant account obligations in the accompanying Consolidated Balance Sheets, excluding Regency stock:


	Year ended December 31,
(in thousands)	2024		2023		Location in Consolidated Balance Sheets
Assets:
Securities	$	33,555		31,852	Other assets
Liabilities:
Deferred compensation obligation	$	33,473		31,770	Accounts payable and other liabilities

Realized and unrealized gains and losses on securities held in the NQDCP are recognized within Net investment (income) loss in the accompanying Consolidated Statements of Operations. Changes in participant obligations, which is based on changes in the value of their investment elections, is recognized within General and administrative expenses within the accompanying Consolidated Statements of Operations.

Investments in shares of the Company's common stock are included, at cost, as Treasury stock in the accompanying Consolidated Balance Sheets of the Parent Company and as a reduction of General partner capital in the accompanying Consolidated Balance Sheets of the Operating Partnership. The participant's deferred compensation liability attributable to the participants' investments in shares of the Company's common stock are included, at cost, within Additional paid in capital in the accompanying Consolidated Balance Sheets of the Parent Company and as a reduction of General partner capital in the accompanying Consolidated Balance Sheets of the Operating Partnership. Changes in participant account balances related to the Regency common stock fund are recorded directly within shareholders' equity.

114

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

15.

Earnings per Share and Unit

Parent Company Earnings per Share

The following summarizes the calculation of basic and diluted earnings per share:


	Year ended December 31,
(in thousands, except per share data)	2024		2023		2022
Numerator:
Net income attributable to common shareholders - basic	$	386,738		359,500		482,865
Net income attributable to common shareholders - diluted	$	386,738		359,500		482,865
Denominator:
Weighted average common shares outstanding for basic EPS		182,817		176,085		171,404
Weighted average common shares outstanding for diluted EPS (1)		183,040		176,371		171,791
Net income per common share – basic	$	2.12		2.04		2.82
Net income per common share – diluted	$	2.11		2.04		2.81

(1)

Using the treasury stock method, the calculation includes the dilutive effect of unvested restricted stock and shares to be issued under the forward sale agreements.

The effect of the assumed exchange of the EOP units and certain other exchangeable units had an anti-dilutive effect upon the calculation of net income attributable to the common shareholders per share. Accordingly, the impact of such assumed exchanges has not been included in the determination of diluted net income per share calculations. Weighted average EOP units outstanding were 1,099,187 , 953,085 and 748,336 for the year ended December 31, 2024, 2023 and 2022, respectively.

Operating Partnership Earnings per Unit

The following summarizes the calculation of basic and diluted earnings per unit ("EPU"):


	Year ended December 31,
(in thousands, except per unit data)	2024		2023		2022
Numerator:
Net income attributable to common unit holders - basic	$	389,076		361,508		484,970
Net income attributable to common unit holders - diluted	$	389,076		361,508		484,970
Denominator:
Weighted average common units outstanding for basic EPU		183,916		177,038		172,152
Weighted average common units outstanding for diluted EPU (1)		184,139		177,324		172,540
Net income per common unit – basic	$	2.12		2.04		2.82
Net income per common unit – diluted	$	2.11		2.04		2.81

(1)

Using the treasury stock method, the calculation includes the dilutive effect of unvested restricted units and units to be issued under the forward sale agreements .

The effect of the assumed exchange of certain other exchangeable units had an anti-dilutive effect upon the calculation of net income attributable to the common unit holders per share. Accordingly, the impact of such assumed exchanges has not been included in the determination of diluted net income per unit calculations.

16.

Segment Information

The Company's business consists of acquiring, developing, owning, and operating income-producing retail real estate in the United States of America ("USA" or "United States"). The Company owns and manages a portfolio of neighborhood and community shopping centers, anchored primarily by grocers. Nearly all of the Company's consolidated revenues are generated from real estate investments in shopping centers.

115

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company derives revenue primarily by leasing retail spaces to tenants under long-term leases with varying terms that generally provide for fixed payments of base rent with stated increases over the lease term. Some leases also include provisions for additional percentage rent based on tenant sales performance. Additionally, most lease agreements contain provisions requiring tenants to reimburse their share of actual real estate taxes, insurance and CAM costs incurred by the Company.

The Company’s CODM is the Executive Committee, which is comprised of the Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, and the Chief Investment Officer. The CODM evaluates the performance of shopping centers and allocates resources on an individual property basis. Consequently, the Company defines its operating segments as individual properties. These operating segments are aggregated into one reportable segment due to similarities in the nature and economics of the centers, tenant profiles, operating processes, and long-term financial performance. The accounting policies for the shopping centers segment are consistent with those described in the Summary of Significant Accounting Policies.

The CODM assesses the performance of each shopping center and allocates resources based on Net Operating Income (“NOI”). NOI is calculated as the sum of base rent, percentage rent, termination fee income, tenant recoveries, other lease income, and other property income, less operating and maintenance expenses, real estate taxes, ground rent, termination expense, and uncollectible lease income. NOI excludes items such as straight-line rental income and expense, above and below market rent and ground rent amortization, tenant lease inducement amortization, and other fees. The Company’s NOI also includes its share of NOI from unconsolidated real estate investment partnerships. The Company does not report asset information for the segment because it is not used to evaluate performance or regularly provided to the CODM.

The CODM uses NOI to evaluate income generated from shopping centers (i.e., return on assets) and to guide decisions on capital investments. These decisions may include acquisitions, investments in real estate developments and/or capital improvement.

The following tables provide information about the shopping centers segment revenues, significant expenses, NOI and the reconciliations of these amounts to the Company’s consolidated Net income and Total revenues:


	Year ended December 31,
	2024			2023			2022
Lease income	$	1,548,929			1,413,079			1,312,532
Other property income		15,450			12,260			11,247
Less:
Straight-line rent on lease income		( 22,193	)		( 13,559	)		( 27,220	)
Above/below market rent amortization, net		( 25,612	)		( 31,604	)		( 23,021	)
Total real estate revenues		1,516,574			1,380,176			1,273,538
Operating expenses (1)		( 267,660	)		( 247,792	)		( 213,085	)
Real estate taxes		( 201,546	)		( 181,096	)		( 163,667	)
NOI	$	1,047,368			951,288			896,786
Reconciliation of Total real estate revenues to Total revenues:
Total real estate revenues		1,516,574			1,380,176			1,273,538
Consolidated:
Straight-line rent on lease income		20,300			10,788			24,272
Above/below market rent amortization, net		24,843			30,826			22,543
Management, transaction, and other fees		27,874			26,954			25,851
Add: Share of noncontrolling interests		11,859			10,865			10,683
Less: Share of unconsolidated real estate partnerships		( 147,546	)		( 137,143	)		( 132,865	)
Total revenues	$	1,453,904			1,322,466			1,224,022

(1)

Operating expenses include Operating and maintenance, Ground rent and Termination expense

116

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024


	Year ended December 31,
	2024			2023			2022
Reconciliation of NOI to Net income:
NOI		1,047,368			951,288			896,786
Consolidated:
Straight-line rent on lease income		20,300			10,788			24,272
Above/below market rent amortization, net		24,843			30,826			22,543
Management, transaction, and other fees		27,874			26,954			25,851
Straight-line rent on ground rent		( 1,350	)		( 1,405	)		( 1,610	)
Above/below market ground rent amortization		( 2,142	)		( 1,696	)		( 1,548	)
Depreciation and amortization		( 394,714	)		( 352,282	)		( 319,697	)
General and administrative		( 101,465	)		( 97,806	)		( 79,903	)
Other operating expenses		( 10,867	)		( 9,459	)		( 6,166	)
Other expense, net		( 154,260	)		( 147,824	)		( 44,102	)
Add: Share of noncontrolling interests excluded from NOI		8,293			7,571			7,433
Less: Equity in income of investments in real estate excluded from NOI		( 54,040	)		( 46,088	)		( 35,824	)
Net income	$	409,840			370,867			488,035

17.

Commitments and Contingencies

Litigation

The Company is a party to litigation and other disputes that arise in the ordinary course of business. While the outcome of any particular lawsuit or dispute cannot be predicted with certainty, in the opinion of management, the Company's currently pending litigation and disputes are not expected to have a material adverse effect on the Company's consolidated financial position, results of operations, or liquidity. Legal fees are expensed as incurred.

Environmental

The Company is subject to numerous environmental laws and regulations. With respect to applicability to the Company, these pertain primarily to chemicals historically used by certain current and former dry-cleaning tenants, the existence of asbestos in older shopping centers, underground petroleum storage tanks and other historic land uses. The Company believes that the ultimate disposition of currently known environmental matters will not have a material effect on its financial position, liquidity, or operations. The Company can give no assurance that existing environmental studies with respect to its shopping centers have revealed all potential environmental contamination; that its estimate of liabilities will not change as more information becomes available; that any previous owner, occupant or tenant did not create any material environmental condition not known to the Company; that the current environmental condition of the shopping centers will not be affected by tenants and occupants, by the condition of nearby properties, or by unrelated third parties; and that changes in applicable environmental laws and regulations or their interpretation will not result in additional environmental liability to the Company.

The Company had accrued liabilities of $ 17.3 million and $ 16.5 million for environmental remediation, which are included in Accounts payable, and other liabilities on the Company’s Consolidated Balance Sheets,, as of December 31, 2024 and 2023, respectively.

Letters of Credit

The Company has the right to issue letters of credit under the Line up to an aggregate amount not to exceed $ 50.0 million, which reduces the credit availability under the Line. These letters of credit are primarily issued as collateral on behalf of its captive insurance subsidiary and to facilitate the construction of development projects. The Company had $ 10.9 million and $ 8.5 million in letters of credit outstanding as of December 31, 2024, and 2023 , respectively.

117

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)


					Initial Cost							Total Cost
Shopping Centers	State	Mortgages or Encumbrances (1)			Land & Land Improvements		Building & Improvements		Cost Capitalized Subsequent to Acquisition (2)			Land & Land Improvements		Building & Improvements		Total		Accumulated Depreciation			Year Constructed or Last Major Renovation		Year Acquired
101 7th Avenue	NY	$	—			48,340		34,895		( 71,357	)		7,020		4,858		11,878		( 962	)		1930		2017
111 Kraft Avenue	NY		—			1,220		3,932		28			1,220		3,960		5,180		( 149	)		1902		2023
1175 Third Avenue	NY		—			40,560		25,617		6,071			40,560		31,688		72,248		( 5,190	)		1995		2017
1225-1239 Second Ave	NY		—			23,033		17,173		( 678	)		23,033		16,495		39,528		( 3,400	)		1987		2017
200 Potrero	CA		—			4,860		2,251		135			4,860		2,386		7,246		( 620	)		1928		2017
22 Crescent Road	CT		—			2,198		272		( 318	)		2,152		—		2,152		—			1984		2017
25 Valley Drive	CT		—			3,141		2,945		15			3,141		2,960		6,101		( 151	)		1977		2023
260-270 Sawmill Road	NY		—			3,943		58		—			3,943		58		4,001		( 6	)		1953		2023
27 Purchase Street	NY		—			903		2,239		71			903		2,310		3,213		( 92	)				2023
321-323 Railroad Ave	CT		—			3,044		2,414		33			3,044		2,447		5,491		( 120	)		1983		2023
410 South Broadway	NY		—			2,372		1,603		—			2,372		1,603		3,975		( 60	)		1936		2023
470 Main Street	CT		—			1,021		4,361		55			1,021		4,416		5,437		( 264	)		1972		2023
48 Purchase Street	NY		—			1,214		4,414		17			1,214		4,431		5,645		( 167	)				2023
4S Commons Town Center	CA		—			30,760		35,830		3,983			30,812		39,761		70,573		( 32,030	)		2004		2004
6401 Roosevelt	WA		—			2,685		934		362			2,685		1,296		3,981		( 199	)		1929		2019
90 - 30 Metropolitan Avenue	NY		—			16,614		24,171		485			16,614		24,656		41,270		( 5,627	)		2007		2017
91 Danbury Road	CT		—			732		851		—			732		851		1,583		( 220	)		1965		2017
970 High Ridge Center	CT		—			5,695		5,204		62			5,695		5,266		10,961		( 268	)		1960		2023
Airport Plaza	CT		—			1,293		11,119		5			1,293		11,124		12,417		( 470	)		1974		2023
Alafaya Village	FL		—			3,004		5,852		340			3,004		6,192		9,196		( 1,609	)		1986		2017
Alden Bridge	TX		( 26,000	)		17,014		21,958		810			17,014		22,768		39,782		( 3,275	)		1998		2002
Aldi Square	CT		—			6,394		1,704		—			6,394		1,704		8,098		( 163	)		2014		2023
Amerige Heights Town Center	CA		—			10,109		11,288		1,644			10,109		12,932		23,041		( 7,250	)		2000		2000
Anastasia Plaza	FL		—			9,065		—		( 2,298	)		3,012		3,755		6,767		( 2,026	)		1988		1993
Apple Valley Square	MN		—			5,438		21,328		( 2,588	)		5,451		18,727		24,178		( 3,460	)		1998		2006
Arcadian Shopping Center	NY		—			14,546		26,716		604			14,546		27,320		41,866		( 1,207	)		1978		2023
Ashford Place	GA		—			2,584		9,865		1,899			2,584		11,764		14,348		( 9,852	)		1993		1997
Atlantic Village	FL		—			4,282		18,827		2,143			4,868		20,384		25,252		( 7,102	)		2014		2017
Avenida Biscayne	FL		—			88,098		20,771		2,228			91,150		19,947		111,097		( 5,179	)		1991		2017
Aventura Shopping Center	FL		—			2,751		10,459		11,159			9,486		14,883		24,369		( 6,247	)		2017		1994
Baederwood Shopping Center	PA		( 24,365	)		12,016		33,556		848			12,016		34,404		46,420		( 3,420	)		1999		2023
Balboa Mesa Shopping Center	CA		—			23,074		33,838		14,036			27,758		43,190		70,948		( 22,430	)		2014		2012
Banco Popular Building	FL		—			2,160		1,137		( 1,289	)		2,003		5		2,008		—			1971		2017
Belleview Square	CO		—			8,132		9,756		5,292			8,323		14,857		23,180		( 11,312	)		2013		2004
Belmont Chase	VA		—			13,881		17,193		( 173	)		14,372		16,529		30,901		( 10,378	)		2014		2014
Berkshire Commons	FL		—			2,295		9,551		3,112			2,965		11,993		14,958		( 10,213	)		1992		1994
Bethany Park Place	TX		( 10,200	)		4,832		12,405		534			4,832		12,939		17,771		( 1,941	)		1998		1998
Bethel Hub Center	CT		—			1,738		3,918		144			1,738		4,062		5,800		( 199	)		1957		2023
Biltmore Shopping Center	NY		—			4,632		3,766		39			4,632		3,805		8,437		( 187	)		1967		2023
Bird 107 Plaza	FL		—			10,371		5,136		152			10,371		5,288		15,659		( 1,673	)		1990		2017
Bird Ludlam	FL		—			42,663		38,481		1,353			42,663		39,834		82,497		( 10,952	)		1998		2017
Black Rock	CT		( 15,148	)		22,251		20,815		702			22,251		21,517		43,768		( 8,161	)		1996		2014
Blakeney Town Center	NC		—			82,411		89,165		4,066			82,491		93,151		175,642		( 11,316	)		2006		2021
Bloomfield Crossing	NJ		—			3,365		11,453		6			3,365		11,459		14,824		( 534	)				2023
Bloomingdale Square	FL		—			3,940		14,912		23,599			8,639		33,812		42,451		( 15,482	)		2021		1998
Blossom Valley	CA		( 22,300	)		31,988		5,850		737			31,988		6,587		38,575		( 1,197	)		1990		1999

118

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)


					Initial Cost							Total Cost
Shopping Centers	State	Mortgages or Encumbrances (1)			Land & Land Improvements		Building & Improvements		Cost Capitalized Subsequent to Acquisition (2)			Land & Land Improvements		Building & Improvements		Total		Accumulated Depreciation			Year Constructed or Last Major Renovation		Year Acquired
Boca Village Square	FL		—			43,888		9,726		419			43,888		10,145		54,033		( 3,876	)		2014		2017
Boonton ACME Shopping Center	NJ		( 10,358	)		8,664		9,601		—			8,664		9,601		18,265		( 533	)		1999		2023
Boulevard Center	CO		—			3,659		10,787		4,840			3,659		15,627		19,286		( 10,223	)		1986		1999
Boynton Lakes Plaza	FL		—			2,628		11,236		5,382			3,606		15,640		19,246		( 10,396	)		2012		1997
Boynton Plaza	FL		—			12,879		20,713		810			12,879		21,523		34,402		( 6,170	)		2015		2017
Brentwood Plaza	MO		—			2,788		3,473		416			2,788		3,889		6,677		( 2,113	)		2002		2007
Briarcliff La Vista	GA		—			694		3,292		1,122			694		4,414		5,108		( 3,515	)		1962		1997
Briarcliff Village	GA		—			4,597		24,836		6,316			5,519		30,230		35,749		( 23,762	)		1990		1997
Brick Walk	CT		( 30,591	)		25,299		41,995		2,283			25,299		44,278		69,577		( 14,980	)		2007		2014
BridgeMill Market	GA		—			7,521		13,306		1,221			7,522		14,526		22,048		( 4,929	)		2000		2017
Bridgeton	MO		—			3,033		8,137		740			3,067		8,843		11,910		( 4,272	)		2005		2007
Brighten Park	GA		—			3,983		18,687		12,248			3,887		31,031		34,918		( 24,273	)		2016		1997
Broadway Plaza	NY		—			40,723		42,170		2,593			40,723		44,763		85,486		( 12,008	)		2014		2017
Brooklyn Station on Riverside	FL		—			7,019		8,688		358			6,998		9,067		16,065		( 3,831	)		2013		2013
Brookside Plaza	CT		—			35,161		17,494		8,185			36,238		24,602		60,840		( 8,602	)		2006		2017
Buckhead Court	GA		—			1,417		7,432		4,642			1,417		12,074		13,491		( 10,806	)		1984		1997
Buckhead Landing	GA		—			45,502		16,642		25,563			51,511		36,196		87,707		( 3,085	)	1998 / 2024			2017
Buckhead Station	GA		—			70,411		36,518		3,033			70,448		39,514		109,962		( 12,377	)		1996		2017
Buckley Square	CO		—			2,970		5,978		1,622			2,921		7,649		10,570		( 5,449	)		1978		1999
Caligo Crossing	FL		—			2,459		4,897		185			2,546		4,995		7,541		( 4,364	)		2007		2007
Cambridge Square	GA		—			774		4,347		( 2,419	)		774		1,928		2,702		( 1,401	)		1979		1996
Carmel Commons	NC		—			2,466		12,548		6,294			3,419		17,889		21,308		( 13,523	)		2012		1997
Carmel ShopRite Plaza	NY		—			5,828		15,321		160			5,828		15,481		21,309		( 682	)		1981		2023
Carriage Gate	FL		—			833		4,974		3,267			1,302		7,772		9,074		( 7,705	)		2013		1994
Carytown Exchange	VA		—			24,121		22,046		( 27	)		24,122		22,018		46,140		( 5,715	)		2022		2018
Cashmere Corners	FL		—			3,187		9,397		683			3,187		10,080		13,267		( 3,604	)		2016		2017
Cedar Commons	MN		—			4,704		16,748		233			4,716		16,969		21,685		( 2,638	)		1999		2011
Cedar Hill Shopping Center	NJ		( 6,815	)		7,266		9,372		200			7,280		9,558		16,838		( 481	)		1971		2023
Centerplace of Greeley III	CO		—			6,661		11,502		263			4,607		13,819		18,426		( 8,203	)		2007		2007
Charlotte Square	FL		—			1,141		6,845		1,495			1,141		8,340		9,481		( 3,305	)		1980		2017
Chasewood Plaza	FL		—			4,612		20,829		6,865			6,886		25,420		32,306		( 22,878	)		2015		1993
Chastain Square	GA		—			30,074		12,644		2,520			30,074		15,164		45,238		( 5,834	)		2001		2017
Cherry Grove	OH		—			3,533		15,862		6,096			3,533		21,958		25,491		( 15,318	)		2012		1998
Chilmark Shopping Center	NY		—			4,952		15,407		183			4,952		15,590		20,542		( 678	)		1963		2023
Chimney Rock	NJ		—			23,623		48,200		856			23,623		49,056		72,679		( 22,236	)		2016		2016
Circle Center West	CA		—			22,930		9,028		3,571			23,166		12,363		35,529		( 3,074	)		1989		2017
Circle Marina Center	CA		( 24,000	)		29,303		18,437		12,876			31,942		28,674		60,616		( 3,336	)		1994		2019
CityLine Market	TX		—			12,208		15,839		464			12,306		16,205		28,511		( 7,320	)		2014		2014
CityLine Market Phase II	TX		—			2,744		3,081		108			2,744		3,189		5,933		( 1,275	)		2015		2015
Clayton Valley Shopping Center	CA		—			24,189		35,422		2,600			24,538		37,673		62,211		( 31,498	)		2004		2003
Clocktower Plaza Shopping Ctr	NY		—			49,630		19,624		627			49,630		20,251		69,881		( 5,808	)		1995		2017
Clybourn Commons	IL		—			15,056		5,594		535			15,056		6,129		21,185		( 2,406	)		1999		2014
Cochran's Crossing	TX		—			13,154		12,315		2,877			13,154		15,192		28,346		( 12,701	)		1994		2002
Compo Acres Shopping Center	CT		—			28,627		10,395		985			28,627		11,380		40,007		( 3,171	)		2011		2017

119

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)


					Initial Cost							Total Cost
Shopping Centers	State	Mortgages or Encumbrances (1)			Land & Land Improvements		Building & Improvements		Cost Capitalized Subsequent to Acquisition (2)			Land & Land Improvements		Building & Improvements		Total		Accumulated Depreciation			Year Constructed or Last Major Renovation		Year Acquired
Compo Shopping Center	CT		—			15,651		29,034		126			15,651		29,160		44,811		( 726	)		1953		2024
Concord Shopping Plaza	FL		—			30,819		36,506		1,750			31,272		37,803		69,075		( 9,785	)		1993		2017
Copps Hill Plaza	CT		—			29,515		40,673		8,499			29,514		49,173		78,687		( 11,010	)		2002		2017
Coral Reef Shopping Center	FL		—			14,922		15,200		2,695			15,332		17,485		32,817		( 5,502	)		1990		2017
Corkscrew Village	FL		—			8,407		8,004		916			8,407		8,920		17,327		( 4,892	)		1997		2007
Cornerstone Square	GA		—			1,772		6,944		2,100			1,772		9,044		10,816		( 7,507	)		1990		1997
Corral Hollow	CA		—			8,887		24,121		268			8,932		24,344		33,276		( 2,592	)		2000		2000
Corvallis Market Center	OR		—			6,674		12,244		1,048			6,696		13,270		19,966		( 8,687	)		2006		2006
Cos Cob Commons	CT		—			6,608		14,967		546			6,608		15,513		22,121		( 662	)		1986		2023
Cos Cob Plaza	CT		( 3,742	)		4,030		4,225		24			4,030		4,249		8,279		( 198	)		1947		2023
Country Walk Plaza	FL		( 16,000	)		18,713		20,373		465			18,713		20,838		39,551		( 3,579	)		2008		2017
Countryside Shops	FL		—			17,982		35,574		13,960			23,175		44,341		67,516		( 17,076	)	1991 / 2018			2017
Courtyard Shopping Center	FL		—			5,867		4		3			5,867		7		5,874		( 3	)		1987		1993
Culver Center	CA		—			108,841		32,308		3,794			108,841		36,102		144,943		( 10,668	)		2000		2017
Danbury Green	CT		—			30,303		19,255		2,377			30,303		21,632		51,935		( 5,824	)		2006		2017
Danbury Square	CT		—			6,592		23,543		1,017			6,592		24,560		31,152		( 1,051	)		1987		2023
Dardenne Crossing	MO		—			4,194		4,005		861			4,343		4,717		9,060		( 2,881	)		1996		2007
Darinor Plaza	CT		—			693		32,140		1,328			711		33,450		34,161		( 9,568	)		1978		2017
DeCicco's Plaza	NY		—			8,890		23,368		898			8,890		24,266		33,156		( 983	)		1978		2023
Diablo Plaza	CA		—			5,300		8,181		3,153			5,300		11,334		16,634		( 7,557	)		1982		1999
District Shops of Pelham Manor (fka Pelham Manor Plaza)	NY		—			4,708		6,243		207			4,711		6,447		11,158		( 263	)		1960		2023
Dunwoody Hall	GA		( 13,800	)		15,145		12,110		947			15,145		13,057		28,202		( 1,862	)		1986		1997
Dunwoody Village	GA		—			3,342		15,934		8,438			3,417		24,297		27,714		( 19,518	)		1975		1997
East Meadow Plaza	NY		—			13,135		25,070		( 73	)		13,135		24,997		38,132		( 3,131	)		1971		2023
East Pointe	OH		—			1,730		7,189		2,644			1,941		9,622		11,563		( 7,885	)		2014		1998
East San Marco	FL		—			4,873		14,932		( 143	)		4,729		14,933		19,662		( 1,462	)		2022		2007
Eastchester Plaza	NY		—			5,017		7,379		18			5,017		7,397		12,414		( 324	)		1963		2023
Eastport	NY		—			2,985		5,649		931			2,947		6,618		9,565		( 1,022	)		1980		2021
El Camino Shopping Center	CA		—			7,600		11,538		15,769			10,328		24,579		34,907		( 14,978	)		2017		1999
El Cerrito Plaza	CA		—			11,025		27,371		8,905			11,025		36,276		47,301		( 17,146	)		2000		2000
El Norte Pkwy Plaza	CA		—			2,834		7,370		3,178			3,263		10,119		13,382		( 7,412	)		2013		1999
Emerson Plaza	NJ		—			8,615		7,835		116			8,644		7,922		16,566		( 406	)		1981		2023
Encina Grande	CA		—			5,040		11,572		20,312			10,518		26,406		36,924		( 18,974	)		2016		1999
Fairfield Center	CT		—			6,731		29,420		1,902			6,731		31,322		38,053		( 10,122	)		2000		2014
Fairfield Crossroads	CT		—			9,982		9,796		( 1	)		9,982		9,795		19,777		( 475	)		1995		2023
Falcon Marketplace	CO		—			1,340		4,168		582			1,246		4,844		6,090		( 3,419	)		2005		2005
Fellsway Plaza	MA		( 34,300	)		30,712		7,327		10,307			34,924		13,422		48,346		( 9,607	)		2016		2013
Ferry Street Plaza	NJ		( 8,471	)		7,960		24,439		135			7,960		24,574		32,534		( 1,038	)		1995		2023
Fleming Island	FL		—			3,077		11,587		3,738			3,111		15,291		18,402		( 10,435	)		2000		1998
Fountain Square	FL		—			29,722		29,041		389			29,784		29,368		59,152		( 16,113	)		2013		2013
French Valley Village Center	CA		—			11,924		16,856		565			11,822		17,523		29,345		( 16,427	)		2004		2004
Friars Mission Center	CA		—			6,660		28,021		3,407			6,660		31,428		38,088		( 20,356	)		1989		1999
Gardens Square	FL		—			2,136		8,273		831			1,775		9,465		11,240		( 6,501	)		1991		1997
Gateway Shopping Center	PA		—			52,665		7,134		13,478			55,087		18,190		73,277		( 21,715	)		2016		2004
Gelson's Westlake Market Plaza	CA		—			3,157		11,153		6,425			4,654		16,081		20,735		( 10,971	)		2016		2002

120

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)


					Initial Cost							Total Cost
Shopping Centers	State	Mortgages or Encumbrances (1)			Land & Land Improvements		Building & Improvements		Cost Capitalized Subsequent to Acquisition (2)			Land & Land Improvements		Building & Improvements		Total		Accumulated Depreciation			Year Constructed or Last Major Renovation		Year Acquired
Glen Oak Plaza	IL		—			4,103		12,951		2,099			4,124		15,029		19,153		( 6,523	)		1967		2010
Glenwood Green	NJ		—			26,130		27,596		—			26,130		27,596		53,726		( 2,059	)		2024		2023
Glenwood Village	NC		—			1,194		5,381		729			1,194		6,110		7,304		( 5,196	)		1983		1997
Golden Hills Plaza	CA		—			12,699		18,482		3,887			11,521		23,547		35,068		( 14,872	)		2017		2006
Grand Ridge Plaza	WA		—			24,208		61,033		6,452			24,918		66,775		91,693		( 35,448	)		2018		2012
Greenwich Commons	CT		( 4,667	)		3,831		6,990		( 52	)		3,831		6,938		10,769		( 269	)		1961		2023
Greenwood Shopping Centre	FL		—			7,777		24,829		1,241			7,777		26,070		33,847		( 8,026	)		1994		2017
H Mart Plaza	NJ		—			1,296		2,469		—			1,296		2,469		3,765		( 96	)		1967		2023
Hammocks Town Center	FL		—			28,764		25,113		1,979			28,764		27,092		55,856		( 8,299	)		1993		2017
Hancock	TX		—			8,232		28,260		( 10,223	)		4,692		21,577		26,269		( 12,733	)		1998		1999
Harpeth Village Fieldstone	TN		—			2,284		9,443		1,238			2,284		10,681		12,965		( 7,076	)		1998		1997
Harrison Shopping Square	NY		—			6,034		5,195		296			6,290		5,235		11,525		( 241	)		1958		2023
Hasley Canyon Village	CA		( 16,000	)		17,630		8,231		189			17,630		8,420		26,050		( 1,198	)		2003		2003
Heritage 202 Center	NY		—			1,694		5,901		63			1,695		5,963		7,658		( 264	)		1989		2023
Heritage Plaza	CA		—			12,390		26,097		15,199			12,215		41,471		53,686		( 24,017	)		2012		1999
Hershey	PA		—			7		808		12			7		820		827		( 636	)		2000		2000
Hewlett Crossing I & II	NY		—			11,850		18,205		1,106			11,850		19,311		31,161		( 4,437	)		1954		2018
Hibernia Pavilion	FL		—			4,929		5,065		256			4,929		5,321		10,250		( 4,632	)		2006		2006
High Ridge Center	CT		( 8,825	)		26,078		21,460		177			26,092		21,623		47,715		( 980	)		1968		2023
Hillcrest Village	TX		—			1,600		1,909		65			1,600		1,974		3,574		( 1,296	)		1991		1999
Hilltop Village	CO		—			2,995		4,581		4,754			3,104		9,226		12,330		( 5,843	)		2018		2002
Hinsdale Lake Commons	IL		—			5,734		16,709		12,183			8,343		26,283		34,626		( 19,368	)		2015		1998
Holly Park	NC		—			8,975		23,799		2,520			8,828		26,466		35,294		( 10,228	)		1969		2013
Howell Mill Village	GA		—			5,157		14,279		7,914			9,610		17,740		27,350		( 9,640	)		1984		2004
Hyde Park	OH		—			9,809		39,905		17,996			10,213		57,497		67,710		( 34,222	)		1995		1997
Indian Springs Center	TX		—			24,974		25,903		1,471			25,050		27,298		52,348		( 10,057	)		2003		2002
Indigo Square	SC		—			8,087		9,849		( 2	)		8,087		9,847		17,934		( 3,521	)		2017		2017
Inglewood Plaza	WA		—			1,300		2,159		1,305			1,300		3,464		4,764		( 2,324	)		1985		1999
Island Village	WA		—			12,354		23,660		210			12,361		23,863		36,224		( 2,716	)		2013		2023
Keller Town Center	TX		—			2,294		12,841		1,447			2,404		14,178		16,582		( 8,766	)		2014		1999
Kirkman Shoppes	FL		—			9,364		26,243		906			9,367		27,146		36,513		( 7,847	)		2015		2017
Kirkwood Commons	MO		—			6,772		16,224		1,728			6,802		17,922		24,724		( 7,777	)		2000		2007
Klahanie Shopping Center	WA		—			14,451		20,089		703			14,451		20,792		35,243		( 5,824	)		1998		2016
Knotts Landing	CT		—			2,062		23,536		129			2,062		23,665		25,727		( 809	)		1994		2023
Kroger New Albany Center	OH		—			3,844		6,599		1,474			3,844		8,073		11,917		( 7,035	)		1999		1999
Lake Mary Centre	FL		—			24,036		57,476		2,942			24,036		60,418		84,454		( 19,018	)		2015		2017
Lake Pine Plaza	NC		—			2,008		7,632		1,286			2,029		8,897		10,926		( 6,149	)		1997		1998
Lakeview Shopping Center	NY		( 10,680	)		6,341		22,296		644			6,341		22,940		29,281		( 1,159	)		1981		2023
Lebanon/Legacy Center	TX		—			3,913		7,874		1,545			3,913		9,419		13,332		( 7,705	)		2002		2000
Littleton Square	CO		—			2,030		8,859		( 3,514	)		2,433		4,942		7,375		( 3,682	)		2015		1999
Lloyd King Center	CO		—			1,779		10,060		1,785			1,779		11,845		13,624		( 7,981	)		1998		1998
Lower Nazareth Commons	PA		—			15,992		12,964		4,124			16,343		16,737		33,080		( 15,131	)		2012		2007
Main & Bailey	CT		—			603		13,428		110			603		13,538		14,141		( 558	)		1950		2023
Mandarin Landing	FL		—			7,913		27,230		9,613			10,439		34,317		44,756		( 7,393	)		2024		2017
Marine's Taste of Italy	NY		—			420		1,266		—			420		1,266		1,686		( 42	)		1988		2023
Market at Colonnade Center	NC		—			6,455		9,839		387			6,160		10,521		16,681		( 6,468	)		2009		2009

121

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)


					Initial Cost							Total Cost
Shopping Centers	State	Mortgages or Encumbrances (1)			Land & Land Improvements		Building & Improvements		Cost Capitalized Subsequent to Acquisition (2)			Land & Land Improvements		Building & Improvements		Total		Accumulated Depreciation			Year Constructed or Last Major Renovation		Year Acquired
Market at Preston Forest	TX		—			4,400		11,445		1,961			4,400		13,406		17,806		( 9,156	)		1990		1999
Market at Round Rock	TX		—			2,000		9,676		9,528			1,996		19,208		21,204		( 12,032	)		1987		1999
Market at Springwoods Village	TX		( 3,750	)		12,592		12,781		291			12,592		13,072		25,664		( 5,788	)		2018		2016
Marketplace at Briargate	CO		—			1,706		4,885		344			1,727		5,208		6,935		( 3,686	)		2006		2006
McLean Plaza	NY		( 5,000	)		12,527		12,039		57			12,534		12,089		24,623		( 581	)		1982		2023
Meadtown Shopping Center	NJ		( 9,070	)		9,961		15,328		68			9,961		15,396		25,357		( 766	)		1961		2023
Mellody Farm	IL		—			35,628		66,847		( 155	)		35,639		66,681		102,320		( 21,064	)		2017		2017
Melrose Market	WA		—			4,451		10,807		( 114	)		4,451		10,693		15,144		( 2,031	)		2009		2019
Midland Park Shopping Center	NJ		( 17,166	)		9,814		24,226		1,626			9,814		25,852		35,666		( 1,198	)		1966		2023
Millhopper Shopping Center	FL		—			1,073		5,358		6,120			1,901		10,650		12,551		( 8,514	)		2017		1993
Mockingbird Commons	TX		—			3,000		10,728		3,487			3,000		14,215		17,215		( 9,400	)		1987		1999
Monument Jackson Creek	CO		—			2,999		6,765		1,450			2,999		8,215		11,214		( 6,948	)		1999		1998
Morningside Plaza	CA		—			4,300		13,951		1,258			4,300		15,209		19,509		( 10,138	)		1996		1999
Murrayhill Marketplace	OR		—			2,670		18,401		14,854			2,903		33,022		35,925		( 21,506	)		2016		1999
Naples Walk	FL		—			18,173		13,554		2,360			18,173		15,914		34,087		( 9,075	)		1999		2007
New City PCSB Bank Pad	NY		—			837		1,306		( 2,143	)		—		—		—		—			1973		2023
New Milford Plaza	CT		—			7,955		18,349		105			7,955		18,454		26,409		( 865	)		1970		2023
Newberry Square	FL		—			2,412		10,150		1,381			2,412		11,531		13,943		( 10,586	)		1986		1994
Newfield Green	CT		( 18,737	)		22,993		7,778		23			22,993		7,801		30,794		( 542	)		1966		2023
Newland Center	CA		—			12,500		10,697		9,212			16,276		16,133		32,409		( 12,813	)		2016		1999
Nocatee Town Center	FL		—			10,124		8,691		9,238			11,045		17,008		28,053		( 11,935	)		2017		2007
Nohl Plaza	CA		—			1,688		6,733		64			1,688		6,797		8,485		( 452	)		1966		2023
North Hills	TX		—			4,900		19,774		2,118			4,900		21,892		26,792		( 12,758	)		1995		1999
Northgate Marketplace	OR		—			5,668		13,727		194			4,955		14,634		19,589		( 8,800	)		2011		2011
Northgate Marketplace Ph II	OR		—			12,189		30,171		96			12,159		30,297		42,456		( 12,072	)		2015		2015
Northgate Plaza (Maxtown Road)	OH		—			1,769		6,652		5,046			2,840		10,627		13,467		( 7,715	)		2017		1998
Northgate Square	FL		—			5,011		8,692		1,231			5,011		9,923		14,934		( 5,819	)		1995		2007
Northlake Village	TN		—			2,662		11,284		6,349			2,662		17,633		20,295		( 8,562	)		2013		2000
Oakbrook Plaza	CA		—			4,000		6,668		6,300			4,766		12,202		16,968		( 7,595	)		2017		1999
Oakleaf Commons	FL		—			3,503		11,671		2,288			3,190		14,272		17,462		( 9,798	)		2006		2006
Oakshade Town Center	CA		( 3,253	)		6,591		28,966		683			6,591		29,649		36,240		( 13,578	)		1998		2011
Ocala Corners	FL		—			1,816		10,515		806			1,816		11,321		13,137		( 6,559	)		2000		2000
Old Greenwich CVS	CT		( 846	)		3,704		2,065		7			3,711		2,065		5,776		( 91	)		1941		2023
Old Kings Market (fka Goodwives Shopping Center)	CT		( 22,607	)		17,091		26,274		234			17,092		26,507		43,599		( 1,125	)		1955		2023
Old St Augustine Plaza	FL		—			2,368		11,405		13,655			3,455		23,973		27,428		( 14,422	)	2017 / 2020			1996
Orange Meadows	CT		—			4,984		16,731		940			4,984		17,671		22,655		( 1,179	)		1990		2023
Orangetown Shopping Center	NY		( 5,885	)		4,716		15,472		543			5,019		15,712		20,731		( 754	)		1966		2023
Pablo Plaza	FL		—			11,894		21,407		11,900			14,135		31,066		45,201		( 11,546	)		2020		2017
Paces Ferry Plaza	GA		—			2,812		12,639		21,281			13,803		22,929		36,732		( 15,951	)		2018		1997
Panther Creek	TX		—			14,414		14,748		6,686			15,212		20,636		35,848		( 17,087	)		1994		2002
Pavilion	FL		—			15,626		22,124		1,440			15,626		23,564		39,190		( 7,855	)		2011		2017
Peartree Village	TN		—			5,197		19,746		1,115			5,197		20,861		26,058		( 15,761	)		1997		1997
Persimmon Place	CA		—			25,975		38,114		695			26,692		38,092		64,784		( 19,935	)		2014		2014
Pike Creek	DE		—			5,153		20,652		9,929			5,885		29,849		35,734		( 17,549	)		2013		1998

122

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)


					Initial Cost							Total Cost
Shopping Centers	State	Mortgages or Encumbrances (1)			Land & Land Improvements		Building & Improvements		Cost Capitalized Subsequent to Acquisition (2)			Land & Land Improvements		Building & Improvements		Total		Accumulated Depreciation			Year Constructed or Last Major Renovation		Year Acquired
Pine Island	FL		—			21,086		28,123		2,222			21,086		30,345		51,431		( 9,754	)		1999		2017
Pine Lake Village	WA		—			6,300		10,991		2,188			6,300		13,179		19,479		( 8,772	)		1989		1999
Pine Ridge Square	FL		—			13,951		23,147		712			13,951		23,859		37,810		( 6,682	)		2013		2017
Pine Tree Plaza	FL		—			668		6,220		1,045			668		7,265		7,933		( 4,905	)		1999		1997
Pinecrest Place	FL		—			4,193		13,275		73			3,805		13,736		17,541		( 4,207	)		2017		2017
Plaza Escuela	CA		—			24,829		104,395		4,349			24,829		108,744		133,573		( 23,555	)		2002		2017
Plaza Hermosa	CA		—			4,200		10,109		4,094			4,202		14,201		18,403		( 9,594	)		2013		1999
Point 50	VA		—			15,239		11,367		307			14,628		12,285		26,913		( 3,093	)		2021		2007
Point Royale Shopping Center	FL		—			18,201		14,889		6,936			19,386		20,640		40,026		( 8,797	)		2018		2017
Pompton Lakes Towne Square	NJ		—			12,940		16,392		296			12,943		16,685		29,628		( 798	)		2000		2023
Post Road Plaza	CT		—			15,240		5,196		176			15,240		5,372		20,612		( 1,607	)		1978		2017
Potrero Center	CA		—			133,422		116,758		( 88,214	)		85,205		76,761		161,966		( 17,270	)		1997		2017
Powell Street Plaza	CA		—			8,248		30,716		4,666			8,248		35,382		43,630		( 21,132	)		1987		2001
Powers Ferry Square	GA		—			3,687		17,965		10,078			5,758		25,972		31,730		( 23,735	)		2013		1997
Powers Ferry Village	GA		—			1,191		4,672		856			1,191		5,528		6,719		( 4,636	)		1994		1997
Prairie City Crossing	CA		—			4,164		13,032		620			4,164		13,652		17,816		( 8,012	)		1999		1999
Preston Oaks	TX		—			763		30,438		850			1,534		30,517		32,051		( 6,518	)		2022		2013
Prestonbrook	TX		—			7,069		8,622		( 511	)		5,244		9,936		15,180		( 8,475	)		1998		1998
Prosperity Centre	FL		—			11,682		26,215		793			11,681		27,009		38,690		( 7,152	)		1993		2017
Purchase Street Shops	NY		—			466		1,388		10			466		1,398		1,864		( 82	)				2023
Ralphs Circle Center	CA		—			20,939		6,317		199			20,939		6,516		27,455		( 2,378	)		1983		2017
Red Bank Village	OH		—			10,336		9,500		1,289			9,755		11,370		21,125		( 5,348	)		2018		2006
Regency Commons	OH		—			3,917		3,616		218			3,917		3,834		7,751		( 3,016	)		2004		2004
Regency Square	FL		—			4,770		25,191		11,626			5,797		35,790		41,587		( 28,493	)		2013		1993
Ridgeway Shopping Center	CT		( 41,940	)		47,684		96,414		6,223			47,684		102,637		150,321		( 4,141	)		1952		2023
Rite Aid Plaza-Waldwick Plaza	NJ		—			1,774		5,753		10			1,774		5,763		7,537		( 233	)		1953		2023
Rivertowns Square	NY		—			15,505		52,505		5,592			16,853		56,749		73,602		( 12,344	)		2016		2018
Rona Plaza	CA		—			1,500		4,917		541			1,500		5,458		6,958		( 3,758	)		1989		1999
Roosevelt Square	WA		—			40,371		32,108		8,029			40,382		40,126		80,508		( 9,021	)		2017		2017
Russell Ridge	GA		—			2,234		6,903		1,915			2,234		8,818		11,052		( 6,574	)		1995		1994
Ryanwood Square	FL		—			10,581		10,044		392			10,581		10,436		21,017		( 4,042	)		1987		2017
Sammamish-Highlands	WA		—			9,300		8,075		9,391			9,592		17,174		26,766		( 12,729	)		2013		1999
San Carlos Marketplace	CA		—			36,006		57,886		439			36,006		58,325		94,331		( 13,443	)		2007		2017
San Leandro Plaza	CA		—			1,300		8,226		1,782			1,300		10,008		11,308		( 6,301	)		1982		1999
Sandy Springs	GA		—			6,889		28,056		5,146			6,889		33,202		40,091		( 13,337	)		2006		2012
Sawgrass Promenade	FL		—			10,846		12,525		1,603			10,846		14,128		24,974		( 4,538	)		1998		2017
Scripps Ranch Marketplace	CA		—			59,949		26,334		1,217			59,949		27,551		87,500		( 6,911	)		2017		2017
Serramonte Center	CA		—			390,106		172,652		97,079			416,525		243,312		659,837		( 89,999	)		2018		2017
Shaw's at Plymouth	MA		—			3,968		8,367		—			3,968		8,367		12,335		( 2,844	)		1993		2017
Shelton Square	CT		—			13,383		25,265		4,340			13,383		29,605		42,988		( 1,604	)		1982		2023
Sheridan Plaza	FL		—			82,260		97,273		16,052			83,814		111,771		195,585		( 30,452	)	1991 / 2022			2017
Sherwood Crossroads	OR		—			2,731		6,360		748			2,454		7,385		9,839		( 4,509	)		1999		1999
Shiloh Springs	TX		—			5,236		11,802		893			5,236		12,695		17,931		( 1,985	)		1998		1998
Shoppes @ 104	FL		—			11,193		—		3,232			7,078		7,347		14,425		( 4,546	)		2018		1998
Shoppes at Homestead	CA		—			5,420		9,450		2,511			5,420		11,961		17,381		( 8,233	)		1983		1999
Shoppes at Lago Mar	FL		—			8,323		11,347		350			8,323		11,697		20,020		( 3,968	)		1995		2017

123

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)


					Initial Cost							Total Cost
Shopping Centers	State	Mortgages or Encumbrances (1)			Land & Land Improvements		Building & Improvements		Cost Capitalized Subsequent to Acquisition (2)			Land & Land Improvements		Building & Improvements		Total		Accumulated Depreciation			Year Constructed or Last Major Renovation		Year Acquired
Shoppes at Sunlake Centre	FL		—			16,643		15,091		6,701			18,001		20,434		38,435		( 6,783	)		2008		2017
Shoppes of Grande Oak	FL		—			5,091		5,985		1,447			5,091		7,432		12,523		( 6,268	)		2000		2000
Shoppes of Jonathan's Landing	FL		—			4,474		5,628		630			4,474		6,258		10,732		( 1,889	)		1997		2017
Shoppes of Oakbrook	FL		—			20,538		42,992		825			20,538		43,817		64,355		( 14,492	)		2003		2017
Shoppes of Silver Lakes	FL		—			17,529		21,829		2,386			17,529		24,215		41,744		( 7,747	)		1997		2017
Shoppes of Sunset	FL		—			2,860		1,316		897			2,860		2,213		5,073		( 572	)		2009		2017
Shoppes of Sunset II	FL		—			2,834		715		739			2,834		1,454		4,288		( 454	)		2009		2017
Shops at County Center	VA		—			9,957		11,296		5,220			12,917		13,556		26,473		( 12,628	)		2005		2005
Shops at Erwin Mill	NC		( 12,000	)		9,082		6,124		613			9,087		6,732		15,819		( 4,656	)		2012		2012
Shops at John's Creek	FL		—			1,863		2,014		( 63	)		1,501		2,313		3,814		( 1,785	)		2004		2003
Shops at Mira Vista	TX		( 151	)		11,691		9,026		714			11,691		9,740		21,431		( 3,919	)		2002		2014
Shops at Quail Creek	CO		—			1,487		7,717		1,144			1,448		8,900		10,348		( 5,075	)		2008		2008
Shops at Saugus	MA		—			19,201		17,984		748			18,974		18,959		37,933		( 14,523	)		2006		2006
Shops at Skylake	FL		—			84,586		39,342		3,138			85,117		41,949		127,066		( 14,308	)		2006		2017
Shops at The Columbia	DC		—			3,117		8,869		117			3,234		8,869		12,103		( 961	)		2006		2006
Shops on Main	IN		—			17,020		27,055		21,272			19,648		45,699		65,347		( 19,887	)	2017 / 2020			2007
Somers Commons	NY		—			7,019		29,808		3,732			7,019		33,540		40,559		( 1,600	)		2003		2023
Sope Creek Crossing	GA		—			2,985		12,001		3,832			3,332		15,486		18,818		( 11,228	)		2016		1998
South Beach Regional	FL		—			28,188		53,405		9,840			28,317		63,116		91,433		( 16,311	)		1990		2017
South Pass Village	NJ		( 19,705	)		11,079		31,610		328			11,079		31,938		43,017		( 1,433	)		1965		2023
South Point	FL		—			6,563		7,939		681			6,563		8,620		15,183		( 2,817	)		2003		2017
Southbury Green	CT		—			26,661		34,325		7,846			29,743		39,089		68,832		( 11,640	)		2002		2017
Southcenter	WA		—			1,300		12,750		2,567			1,300		15,317		16,617		( 10,392	)		1990		1999
Southpark at Cinco Ranch	TX		—			18,395		11,306		7,597			21,438		15,860		37,298		( 10,862	)		2017		2012
SouthPoint Crossing	NC		—			4,412		12,235		1,827			4,382		14,092		18,474		( 9,307	)		1998		1998
Staples Plaza-Yorktown Heights	NY		—			7,131		47,704		755			7,131		48,459		55,590		( 1,930	)		1970		2023
Starke	FL		—			71		1,683		14			71		1,697		1,768		( 1,029	)		2000		2000
Star's at Cambridge	MA		—			31,082		13,520		( 1	)		31,082		13,519		44,601		( 3,928	)		1997		2017
Star's at West Roxbury	MA		—			21,973		13,386		700			21,973		14,086		36,059		( 3,923	)		2006		2017
Station Centre @ Old Greenwich	CT		—			9,121		7,603		164			9,121		7,767		16,888		( 424	)		1952		2023
Sterling Ridge	TX		—			12,846		12,162		1,617			12,846		13,779		26,625		( 11,881	)		2000		2002
Stroh Ranch	CO		—			4,280		8,189		1,259			4,280		9,448		13,728		( 7,870	)		1998		1998
Suncoast Crossing	FL		—			9,030		10,764		4,682			13,374		11,102		24,476		( 10,251	)		2007		2007
Sunny Valley Shops	CT		—			2,820		5,055		99			2,820		5,154		7,974		( 282	)		2003		2023
Talega Village Center	CA		—			22,415		12,054		135			22,415		12,189		34,604		( 3,283	)		2007		2017
Tanasbourne Market	OR		—			3,269		10,861		( 294	)		3,149		10,687		13,836		( 7,362	)		2006		2006
Tanglewood Shopping Center	NY		( 2,163	)		5,920		7,889		30			5,920		7,919		13,839		( 404	)		1953		2023
Tassajara Crossing	CA		—			8,560		15,464		3,191			8,560		18,655		27,215		( 11,890	)		1990		1999
Tech Ridge Center	TX		—			12,945		37,169		4,616			13,455		41,275		54,730		( 21,910	)		2020		2011
The Abbot	MA		—			72,910		6,086		52,410			79,219		52,187		131,406		( 5,334	)	1912 / 2024			2017
The Crossing Clarendon	VA		—			154,932		126,328		61,508			161,378		181,390		342,768		( 38,460	)		2023		2016
The Dock-Dockside	CT		( 32,908	)		20,974		49,185		80			20,974		49,265		70,239		( 2,116	)		1974		2023
The Field at Commonwealth	VA		—			31,055		18,248		112			31,056		18,359		49,415		( 10,811	)		2018		2017
The Gallery at Westbury Plaza	NY		—			108,653		216,771		4,848			108,653		221,619		330,272		( 55,108	)		2013		2017

124

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)


					Initial Cost							Total Cost
Shopping Centers	State	Mortgages or Encumbrances (1)			Land & Land Improvements		Building & Improvements		Cost Capitalized Subsequent to Acquisition (2)			Land & Land Improvements		Building & Improvements		Total		Accumulated Depreciation			Year Constructed or Last Major Renovation		Year Acquired
The Hub at Norwalk (fka Walmart Norwalk)	CT		—			20,394		21,261		( 2,949	)		20,394		18,312		38,706		( 3,972	)		2003		2017
The Hub Hillcrest Market	CA		—			18,773		61,906		7,803			19,611		68,871		88,482		( 25,340	)		2015		2012
The Longmeadow Shops	MA		( 13,000	)		5,451		23,738		283			5,451		24,021		29,472		( 1,176	)		1962		2023
The Marketplace	CA		—			10,927		36,052		1,638			10,927		37,690		48,617		( 9,536	)		1990		2017
The Meadows (fka East Meadow)	NY		—			12,325		21,378		827			12,267		22,263		34,530		( 2,971	)		1980		2021
The Plaza at St. Lucie West	FL		—			1,718		6,204		52			1,718		6,256		7,974		( 1,728	)		2006		2017
The Point at Garden City Park	NY		—			741		9,764		5,857			2,559		13,803		16,362		( 5,973	)		2018		2016
The Pruneyard	CA		—			112,136		86,918		3,666			112,136		90,584		202,720		( 17,715	)		2014		2019
The Shops at Hampton Oaks	GA		—			843		372		( 195	)		297		723		1,020		( 357	)		2009		2017
The Village at Hunter's Lake	FL		—			9,735		12,986		35			9,735		13,021		22,756		( 3,786	)		2018		2018
The Village at Riverstone	TX		—			17,179		13,013		( 62	)		17,179		12,951		30,130		( 4,476	)		2016		2016
Town and Country	FL		—			4,664		5,207		22			4,664		5,229		9,893		( 2,384	)		1993		2017
Town Square	FL		—			883		8,132		916			883		9,048		9,931		( 5,990	)		1999		1997
Towne Centre at Somers	NY		—			3,235		30,998		162			3,236		31,159		34,395		( 1,289	)		1988		2023
Treasure Coast Plaza	FL		—			7,553		21,554		1,570			7,553		23,124		30,677		( 6,825	)		1983		2017
Tustin Legacy	CA		—			13,829		23,922		182			13,828		24,105		37,933		( 8,446	)		2017		2016
Twin City Plaza	MA		—			17,245		44,225		2,724			17,263		46,931		64,194		( 23,660	)		2004		2006
Twin Peaks	CA		—			5,200		25,827		9,788			6,585		34,230		40,815		( 20,145	)		1988		1999
Unigold Shopping Center	FL		—			5,490		5,144		6,800			5,561		11,873		17,434		( 6,702	)		1987		2017
University Commons	FL		—			4,070		30,785		730			4,070		31,515		35,585		( 11,486	)		2001		2015
Valencia Crossroads	CA		—			17,921		17,659		1,873			17,921		19,532		37,453		( 17,957	)		2003		2002
Valley Ridge Shopping Center	NJ		( 16,249	)		13,363		19,803		118			13,363		19,921		33,284		( 942	)		1962		2023
Valley Stream	NY		—			13,297		16,241		471			13,887		16,122		30,009		( 2,034	)		1950		2021
Van Houten Plaza	NJ		—			2,178		2,747		454			2,178		3,201		5,379		( 177	)		1974		2023
Veterans Plaza	CT		—			2,328		7,104		34			2,328		7,138		9,466		( 346	)		1966		2023
Village at La Floresta	CA		—			13,140		20,559		77			13,156		20,620		33,776		( 9,878	)		2014		2014
Village at Lee Airpark	MD		—			11,099		12,975		4,172			11,803		16,443		28,246		( 16,137	)		2014		2005
Village Center	FL		—			3,885		14,131		10,300			5,480		22,836		28,316		( 14,204	)		2014		1995
Village Commons	NY		—			312		5,950		298			312		6,248		6,560		( 359	)		1980		2023
Von's Circle Center	CA		( 3,475	)		49,037		22,618		1,594			49,037		24,212		73,249		( 6,946	)		1972		2017
Wading River	NY		—			14,969		18,641		1,139			14,915		19,834		34,749		( 2,325	)		2002		2021
Waldwick Plaza	NJ		—			1,724		5,824		38			1,724		5,862		7,586		( 283	)		1960		2023
Walker Center	OR		—			3,840		7,232		12,623			4,404		19,291		23,695		( 9,302	)		1987		1999
Washington Commons	NJ		( 8,494	)		7,829		12,182		228			7,829		12,410		20,239		( 618	)		1992		2023
Waterstone Plaza	FL		—			5,498		13,500		188			5,498		13,688		19,186		( 4,047	)		2005		2017
Welleby Plaza	FL		—			1,496		7,787		2,666			1,496		10,453		11,949		( 9,155	)		1982		1996
Wellington Town Square	FL		—			2,041		12,131		3,696			2,600		15,268		17,868		( 8,450	)		2022		1996
Westbard Square	MD		—			127,859		21,514		42,668			120,249		71,792		192,041		( 4,100	)	2001 / 2024			2017
West Bird Plaza	FL		—			12,934		18,594		371			15,386		16,513		31,899		( 5,129	)	2000 / 2021			2017
West Chester Plaza	OH		—			1,857		7,572		728			1,857		8,300		10,157		( 7,503	)	in process			1998
West Lake Shopping Center	FL		—			10,561		9,792		610			10,561		10,402		20,963		( 3,490	)		2000		2017
West Park Plaza	CA		—			5,840		5,759		3,556			5,840		9,315		15,155		( 6,001	)		1996		1999
Westbury Plaza	NY		( 88,000	)		116,129		51,460		6,977			117,817		56,749		174,566		( 16,705	)		2004		2017
Westchase	FL		—			5,302		8,273		1,522			5,302		9,795		15,097		( 5,277	)		1998		2007

125

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)


					Initial Cost							Total Cost
Shopping Centers	State	Mortgages or Encumbrances (1)			Land & Land Improvements		Building & Improvements		Cost Capitalized Subsequent to Acquisition (2)			Land & Land Improvements		Building & Improvements		Total		Accumulated Depreciation			Year Constructed or Last Major Renovation		Year Acquired
Westchester Commons	IL		—			3,366		11,751		11,369			4,894		21,592		26,486		( 11,906	)		2014		2001
Westlake Village Plaza and Center	CA		—			7,043		27,195		31,630			17,620		48,248		65,868		( 38,902	)		2015		1999
Westport Collection (fka Greens Farms Plaza)	CT		—			4,831		3,138		1			4,831		3,139		7,970		( 238	)		1958		2023
Westport Plaza	FL		—			9,035		7,455		( 29	)		9,035		7,426		16,461		( 2,595	)		2002		2017
Westport Row	CT		—			43,597		16,428		15,330			46,170		29,185		75,355		( 9,161	)	2010 / 2020			2017
Westwood Village	TX		—			19,933		25,301		1,192			19,378		27,048		46,426		( 19,188	)		2006		2006
Willa Springs	FL		( 16,700	)		13,322		15,314		3,242			13,681		18,197		31,878		( 2,036	)		2000		2000
Williamsburg at Dunwoody	GA		—			7,435		3,721		1,266			7,444		4,978		12,422		( 2,009	)		1983		2017
Willow Festival	IL		—			1,954		56,501		5,377			1,976		61,856		63,832		( 25,219	)		2007		2010
Willow Oaks	NC		—			6,664		7,908		( 272	)		6,294		8,006		14,300		( 4,481	)		2014		2014
Willows Shopping Center	CA		—			51,964		78,029		( 114	)		51,992		77,887		129,879		( 24,906	)		2015		2017
Woodcroft Shopping Center	NC		—			1,419		6,284		1,921			1,421		8,203		9,624		( 6,079	)		1984		1996
Woodman Van Nuys	CA		—			5,500		7,195		395			5,500		7,590		13,090		( 5,037	)		1992		1999
Woodmen Plaza	CO		—			7,621		11,018		1,617			7,621		12,635		20,256		( 12,803	)		1998		1998
Woodside Central	CA		—			3,500		9,288		1,069			3,489		10,368		13,857		( 6,817	)		1993		1999
Miscellaneous Investments			—			—		2,127		1,427			—		3,554		3,554		( 1,869	)
Land held for future development			—			11,323		—		( 4,612	)		6,711		—		6,711		—
Construction in progress			—			—		—		215,112			—		215,112		215,112		—
			( 627,361	)	$	5,502,545		6,877,520		1,318,354			5,565,585		8,132,834		13,698,419		( 2,960,399	)

(1)

The amounts presented in this column do not include debt premiums, discounts, or loan costs. .

(2)

The negative balance for costs capitalized subsequent to acquisition could include out-parcels sold, sales-type lease, provision for impairments and write-downs recorded, and demolitions of part of the property for redevelopment.

126

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Depreciation and amortization of the Company's investments in buildings and improvements reflected in the statements of operations is calculated over the estimated useful lives of the assets, which are up to 40 years. The aggregate cost for federal income tax purposes was approximately $ 11.2 billion at December 31, 2024.

The changes in total real estate assets for the years ended December 31, 2024, 2023, and 2022 are as follows:


(in thousands)	2024			2023			2022
Beginning balance	$	13,454,391			11,858,064			11,495,581
Acquired properties and land		71,334			1,445,428			224,653
Developments and improvements		328,133			206,085			171,629
Disposal of building and tenant improvements		( 51,671	)		( 14,149	)		( 29,523	)
Sale of properties		( 72,152	)		( 19,366	)		( 4,276	)
Contributed to unconsolidated joint ventures		( 17,518	)		—			—
Properties held for sale		—			( 21,671	)		—
Provision for impairment		( 14,098	)		—			—
Ending balance	$	13,698,419			13,454,391			11,858,064

The changes in accumulated depreciation for the years ended December 31, 2024, 2023, and 2022 are as follows:


(in thousands)	2024			2023			2022
Beginning balance	$	2,691,386			2,415,860			2,174,963
Depreciation expense		329,650			293,705			270,520
Disposal of building and tenant improvements		( 51,671	)		( 14,149	)		( 29,523	)
Sale of properties		( 7,842	)		( 569	)		( 100	)
Accumulated depreciation related to properties held for sale		—			( 3,461	)		—
Provision for impairment		( 1,124	)		—			—
Ending balance	$	2,960,399			2,691,386			2,415,860

127

Item 9. Changes in and Disagreements with Acco untants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

Controls and Procedures (Regency Centers Corporation)

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of the Parent Company's management, including its chief executive officer and chief financial officer, the Parent Company conducted an evaluation of its disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and 15d-15(e) promulgated under the Exchange Act. Based on this evaluation, the Parent Company's chief executive officer and chief financial officer concluded that as of December 31, 2024, 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 reported, within the time period specified in the SEC's rules and forms. These disclosure controls and procedures include 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.

Management's Report on Internal Control over Financial Reporting

The Parent Company's management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of its management, including its chief executive officer and chief financial officer, the Parent Company conducted an evaluation of the effectiveness of its internal control over financial reporting based on the framework in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. 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, 2024.

KPMG LLP, an independent registered public accounting firm, has audited the Consolidated Financial Statements of the Parent Company included in this Report and, as part of their audit, has issued a report, included within "Item 8. Financial Statements and Supplementary Data " of this Report, on the effectiveness of the Parent Company's internal control over financial reporting.

The Parent Company's system of internal control over financial reporting was designed to provide reasonable assurance regarding the preparation and fair presentation of published financial statements in accordance with accounting principles generally accepted in the United States. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance and may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Controls

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, 2024 which have materially affected, or are reasonably likely to materially affect, the Parent Company’s internal controls over financial reporting.

Controls and Procedures (Regency Centers, L.P.)

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of the Operating Partnership's management, including the chief executive officer and chief financial officer of its general partner, the Operating Partnership conducted an evaluation of its disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and 15d-15(e) promulgated under the Exchange Act. Based on this evaluation, the chief executive officer and chief financial officer of its general partner concluded that, as of December 31, 2024, 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 procedures 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.

128

Management's Report on Internal Control over Financial Reporting

The Operating Partnership's management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of its management, including the chief executive officer and chief financial officer of its general partner, the Operating Partnership conducted an evaluation of the effectiveness of its internal control over financial reporting based on the framework in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. 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, 2024.

KPMG LLP, an independent registered public accounting firm, has audited the Consolidated Financial Statements of the Operating Partnership included in this Report and, as part of their audit, has issued a report, included within "Item 8. Financial Statements and Supplementary Data " of this Report, on the effectiveness of the Operating Partnership's internal control over financial reporting.

The Operating Partnership's system of internal control over financial reporting was designed to provide reasonable assurance regarding the preparation and fair presentation of published financial statements in accordance with accounting principles generally accepted in the United States. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance and may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Controls

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, 2024 which have materially affected, or are reasonably likely to materially affect, the Operating Partnership’s internal controls over financial reporting.

Item 9B. Other Information

Rule 10b5-1 Trading Plans

During the fiscal quarter ended December 31, 2024, no ne 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).

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable

PART III

Item 10. Directors, Executive Officers and Corporate Governance

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 2025 Annual Meeting of Shareholders. Information regarding executive officers is included in Part I of this Form 10-K as permitted by General Instruction G(3).

Code of Ethics

We have a code of ethics applicable to our Board of Directors, principal executive officers, principal financial officer, principal accounting officer and persons performing similar functions. The text of this code of ethics may be found on our website at https://investors.regencycenters.com/corporate-governance/governance-overview. We will post a notice of any waiver from, or amendment to, any provision of our code of ethics on our website.

Policy Statement on Insider Trading

We have adopted a Policy Statement on Insider Trading that governs the purchase, sale, and/or other dispositions of our securities by directors, officers and employees that is reasonably designed to promote compliance with insider trading laws, rules and regulations and NASDAQ listing standards. A copy of our Policy Statement on Insider Trading is included as Exhibit 19 to this report.

129

Item 11. Executi ve Compensation

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 2025 Annual Meeting of Shareholders.

Item 12. Security Ownership of Certain Beneficial Ow ners and Management and Related Stockholder Matters

The following table provides information about securities that may be issued under our existing equity compensation plans:

Equity Compensation Plan Information

(as of December 31, 2024)

     
        Plan Category
       
        Number of securities to be issued upon exercise of outstanding options, warrants and rights
       
        (1)
       
        Weighted-average exercise price of outstanding options, warrants and rights
       
        (2)
       
        Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column a)
       
        (3)

       
        Equity compensation plans approved by security holders

       
        803,789

—

       
        3,779,916

     
        Equity compensation plans not approved by security holders
       
        N/A
       
        N/A
       
        N/A

       
        Total

       
        803,789

—

       
        3,779,916

(1)

Includes shares that may be issued pursuant to unvested restricted stock and performance share awards.

(2)

The weighted average exercise price excludes stock rights awards, which we sometimes refer to as unvested restricted stock.

(3)

The Regency Centers Corporation Omnibus Incentive Plan, ("Omnibus Plan"), as approved by shareholders at our 2019 annual meeting, provides that an aggregate maximum of 5.6 million shares of our common stock are reserved for issuance under the Omnibus Plan.

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 2025 Annual Meeting of Shareholders.

Item 13. Certain Relationships and Related Transactions, and Director Independence

Item 14. Principal Accou ntant Fees and Services

130

PAR T IV

Item 15. Exhibits and Fina ncial Statement Schedules

(a)

Financial Statements and Financial Statement Schedules:

Regency Centers Corporation and Regency Centers, L.P. 2024 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. Financial Statements and Supplementary Data " of this Report.

(b)

Exhibits:

Unless otherwise indicated below, the Commission file number to the exhibit is No. 001-12298.


2.	Plan of Acquisition, Reorganization, Arrangement, Liquidation or Succession


		(a)	Agreement and Plan of Merger, dated as of May 17, 2023, by and among Regency Centers Corporation, Hercules Merger Sub, LLC, Urstadt Biddle Properties Inc., UB Maryland I, Inc. and UB Maryland II, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on May 18, 2023)


3.	Articles of Incorporation and Bylaws

		(a)	Restated Articles of Incorporation of Regency Centers Corporation

		(b)	Amended and Restated Bylaws of Regency Centers Corporation (amendment is incorporated by reference to Exhibit 3.1 to the Company’s Form 10-Q filed on August 5, 2022) .

		(c)	Fifth Amended and Restated Agreement of Limited Partnership of Regency Centers, L.P. , (incorporated by reference to Exhibit 3(d) to the Company's Form 10-K filed on February 19, 2014).

		(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, 2023)

		(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, 2023)

4.	Instruments Defining Rights of Security Holders

		(a)	See Exhibits 3(a) and 3(b) for provisions of the Articles of Incorporation and Bylaws of the Parent Company defining the rights of holders of shares of the common stock and preferred stock of the Parent Company. See Exhibits 3(c), 3(d) and 3 (e) for provisions of the Partnership Agreement of Regency Centers, L.P. defining rights of holders of common and preferred units of the Operating Partnership.

		(b)	Indenture dated December 5, 2001 between Regency Centers, L.P., the guarantors named therein and First Union National Bank, as trustee (incorporated by reference to Exhibit 4.4 to Regency Centers, L.P.'s Form 8-K filed on December 10, 2001) .

			(i)	First Supplemental Indenture dated as of June 5, 2007 among Regency Centers, L.P., the Company as guarantor and U.S. Bank National Association, as successor to Wachovia Bank, National Association (formerly known as First Union National Bank), as trustee (incorporated by reference to Exhibit 4.1 to Regency Centers, L.P.'s Form 8-K filed on June 5, 2007).

			(ii)	Second Supplemental Indenture dated as of June 2, 2010 to the Indenture dated as of December 5, 2001 between Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as successor to Wachovia Bank, National Association (formerly known as First Union National Bank), as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on June 3, 2010) .

			(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, National

131


				Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on August 18, 2015) .

			(iv)	Fourth Supplemental Indenture dated as of January 26, 2017 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Form 8-K filed on January 26, 2016).

			(v)	Fifth Supplemental Indenture dated as of March 6, 2019 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Form 8-K filed on March 6, 2019) .

			(vi)	Sixth Supplemental Indenture dated as of May 13, 2020 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on May 13, 2020).

			(vi)	Seventh Supplemental Indenture dated as of January 18, 2024 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Company’s 8-K filed on January 18, 2024).

		(c)	Assumption Agreement, dated as of March 1, 2017, by Regency Centers Corporation (incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K filed on March 1, 2017).

		(d)	Description of the Company’s Securities Registered under Section 12 of the Exchange Act (incorporated by reference to Exhibit 4(d) to the Company’s Form 10-K filed on February 16, 2024).

10.	Material Contracts (~ indicates management contract or compensatory plan)

		~(a)	Amended and Restated Deferred Compensation Plan dated May 6, 2003 (incorporated by reference to Exhibit 10(k) to the Company's Form 10-K filed on March 12, 2004).

		~(b)	Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10(s) to the Company's Form 8-K filed on December 21, 2004).

		~(c)	First Amendment to Regency Centers Corporation 2005 Deferred Compensation Plan dated December 2005 (incorporated by reference to Exhibit 10(q)(i) to the Company's Form 10-K filed on March 10, 2006).

		~(d)	Second Amendment to the Regency Centers Corporation Amended and Restated Deferred Compensation Plan (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K filed on June 14, 2011).

		~(e)	Third Amendment to the Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on June 14, 2011).

		~(f)	Regency Centers Corporation Amended and Restated Omnibus Incentive Plan (incorporated by reference to Appendix B to the Company's 2019 Annual Meeting Proxy Statement filed on March 21, 2019).

		~(g)	Form of Stock Rights Award Agreement - (incorporated by reference to Exhibit 10(g) to the Company's Form 10-K filed on February 17, 2022).

		~(h)	Form of Performance Stock Rights Award Agreement (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K filed on January 6, 2022).

		~(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 executive officers of the Company (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q filed on November 6, 2023).

		~(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 the

132


			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.

			(i)	Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Martin E. Stein, Jr.

			(ii)	Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Lisa Palmer

			(iii)	Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Michael J. Mas

			(iv)	Amendment to Severance and Change of Control Agreement, dated as of November 6, 2024, among Regency Centers Corporation, Regency Centers, L.P. and Lisa Palmer (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on November 8, 2024)

		~(k)	The following 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. The Severance and Change of Control Agreements listed below are substantially identical except for the identities of the parties and the amount of severance.

			(i)	Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Alan T. Roth (incorporated by reference to Exhibit 10 (m)(i) to the Company’s Form 10-K filed on February 17, 2023).

			(ii)	Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Nicholas A. Wibbenmeyer (incorporated by reference to Exhibit 10 (m)(ii) to the Company’s Form 10-K filed on February 17, 2023).

		(l)	Sixth Amended and Restated Credit Agreement, dated as of January 18, 2024, 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 4.1 to the Company’s 8-K filed on January 18, 2024).

			(i)	First Amendment to Sixth Amended and Restated Credit Agreement, dated as of July 8, 2024, 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 4.1 to the Company’s Form 8-K filed on July 10, 2024).

		(m)	Second Amended and Restated Limited Liability Company Agreement of Macquarie CountryWide-Regency II, LLC dated as of July 31, 2009 by and among Global Retail Investors, LLC, Regency Centers, L.P. and Macquarie CountryWide (US) No. 2 LLC (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed on November 6, 2009).

			(i)	Amendment No. 1 to Second Amended and Restate Limited Liability Company Agreement of GRI-Regency, LLC (formerly Macquarie CountryWide-Regency II, LLC) (incorporated by reference to Exhibit 10.(h)(i) to the Company’s Form 10-K filed March 1, 2011).

19.	Insider Trading Policies and Procedures (incorporated by reference to Exhibit 19 to the Company's Form 10-K filed on February 16, 2024).

21.	Subsidiaries of Regency Centers Corporation

22.	Subsidiary Guarantors and Issuers of Guaranteed Securities

23.	Consent of Independent Accountants

	23.1	Consent of KPMG LLP for Regency Centers Corporation and Regency Centers, L.P.

133


31.	Rule 13a-14(a)/15d-14(a) Certifications.

	31.1	Rule 13a-14 Certification of Chief Executive Officer for Regency Centers Corporation.

	31.2	Rule 13a-14 Certification of Chief Financial Officer for Regency Centers Corporation.

	31.3	Rule 13a-14 Certification of Chief Executive Officer for Regency Centers, L.P.

	31.4	Rule 13a-14 Certification of Chief Financial Officer for Regency Centers, L.P.

32.	Section 1350 Certifications.

The certifications in this exhibit 32 are being furnished solely to accompany this Report pursuant to 18 U.S.C. § 1350, and are not being filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section and shall not be deemed to be incorporated by reference into any of the Company's filings under the Securities Act or the Exchange Act, whether made before or after the date hereof, except to the extent that the Company specifically incorporates it by reference.


	32.1	18 U.S.C. § 1350 Certification of Chief Executive Officer for Regency Centers Corporation.

	32.2	18 U.S.C. § 1350 Certification of Chief Financial Officer for Regency Centers Corporation.

	32.3	18 U.S.C. § 1350 Certification of Chief Executive Officer for Regency Centers, L.P.

	32.4	18 U.S.C. § 1350 Certification of Chief Financial Officer for Regency Centers, L.P.

97.	Restatement Clawback Policy of Regency Centers Corporation, effective as of November 15, 2023 (incorporated by reference to Exhibit 97 to the Company's Form 10-K filed on February 16, 2024).

101.	Interactive Data Files

	101.INS	Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

	101.SCH	Inline XBRL Taxonomy Extension Schema with embedded linkbases document

104.	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

Item 16. Form 10-K Summary

None.

134

SIGNA TURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.




February 14, 2025	REGENCY CENTERS CORPORATION

		By:	/s/ Lisa Palmer
			Lisa Palmer, President and Chief Executive Officer


February 14, 2025	REGENCY CENTERS, L.P.
		By:	Regency Centers Corporation, General Partner

		By:	/s/ Lisa Palmer
			Lisa Palmer, President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


February 14, 2025		/s/ Martin E. Stein, Jr.
		Martin E. Stein. Jr., Executive Chairman of the Board

February 14, 2025		/s/ Lisa Palmer
		Lisa Palmer, President, Chief Executive Officer, and Director

February 14, 2025		/s/ Michael J. Mas
		Michael J. Mas, Executive Vice President, Chief Financial Officer (Principal Financial Officer)

February 14, 2025		/s/ Terah L. Devereaux
		Terah L. Devereaux, Senior Vice President, Chief Accounting Officer (Principal Accounting Officer)

February 14, 2025		/s/ Gary Anderson
		Gary Anderson, Director

February 14, 2025		/s/ Bryce Blair
		Bryce Blair, Director

February 14, 2025		/s/ C. Ronald Blankenship
		C. Ronald Blankenship, Director

February 14, 2025		/s/ Kristin A. Campbell
		Kristin A. Campbell, Director

February 14, 2025		/s/ Deirdre J. Evens
		Deirdre J. Evens, Director

February 14, 2025		/s/ Thomas W. Furphy
		Thomas W. Furphy, Director

February 14, 2025		/s/ Karin M. Klein
		Karin M. Klein, Director

February 14, 2025		/s/ Peter Linneman
		Peter Linneman, Director

February 14, 2025		/s/ David P. O'Connor
		David P. O'Connor, Director

February 14, 2025		/s/ James H Simmons
		James H. Simmons, Director

135

TABLE OF CONTENTS

Part I Item 1. Business Item 1A. Risk Factors Item 1A. R Item 1B. Unresolved Staff Comments Item 1B. Unresolve Item 1C. Cybersecurity Item 2. Properties Item 3. Legal Proceedings Item 3. Legal Item 4. Mine Safety Disclosures Item 4. Mine Saf Part II Item 5. Market For The Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases Of Equity Securities Item 5. Market For The Registrant's Common Equity, Related St Item 6. [reserved]Item 6. [reserved Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 7. Management S Discussion and Analysis Of Item 7A. Quantitative and Qualitative Disclosures About Market Risk Item 7A. Quantitative and Qualita Item 8. Financial Statements and Supplementary Data Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Item 9. Changes in and Disagreements with Acco Item 9A. Controls and Procedures Item 9A. Controls Item 9B. Other Information Item 9B. Other Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections Part III Item 10. Directors, Executive Officers and Corporate Governance Item 11. Executive Compensation Item 11. Executi Item 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder Matters Item 12. Security Ownership Of Certain Beneficial Ow Item 13. Certain Relationships and Related Transactions, and Director Independence Item 13. Certain Relationships and Related Item 14. Principal Accountant Fees and Services Item 14. Principal Accou Part IV Item 15. Exhibits and Financial Statement Schedules Item 15. Exhibits and Fina Item 16. Form 10-k Summary

Exhibits

REG 10-K Fiscal year ended Dec. 31, 2024

Exhibits