Camden Property Trust: Form 10-K for the period ended Dec 31, 2025

General

Formed on May 25, 1993, Camden Property Trust, a Texas real estate investment trust ("REIT"), and all consolidated subsidiaries are primarily engaged in the ownership, management, development, reposition, redevelopment, acquisition, and construction of multifamily apartment communities. Unless the context requires otherwise, "we," "our," "us," and the "Company" refer to Camden Property Trust and its consolidated subsidiaries. Our multifamily apartment communities are referred to as "communities," "multifamily communities," "properties," or "multifamily properties" in the following discussion.

Our website is located at www.camdenliving.com (http://www.camdenliving.com) and we make available free of charge through our website our annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, and amendments to such reports, filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as soon as reasonably practicable after we electronically file such material with, or furnish it to, the U.S. Securities and Exchange Commission (the "SEC"). We also make available free of charge on our website our Guidelines on Governance, Code of Business Conduct and Ethics, Code of Ethical Conduct for Senior Financial Officers, and the charters of each of our Audit; Compensation; and Nominating, Corporate Governance and Sustainability Committees. Copies are also available, without charge, from Investor Relations, 2800 Post Oak Boulevard, Suite 2700, Houston, Texas 77056. References to our website in this report are provided as a convenience and do not constitute, and should not be viewed as, an incorporation by reference of the information contained on or available through our website and therefore such information should not be considered part of this report.

Our annual, quarterly and current reports, proxy statements, and other information are electronically filed with the SEC. The SEC maintains a website (http://www.sec.gov) that contains reports, proxy, and information statements and other information regarding issuers that file electronically with the SEC.

Narrative Description of Business

As of December 31, 2025, we owned interests in, operated, or were developing 175 multifamily properties comprised of 59,921 apartment homes across the United States. Of the 175 properties, three properties were under construction and will consist of a total of 1,162 apartment homes when completed. We also own land holdings which we may develop into multifamily communities in the future.

Operating and Business Strategy

We believe producing consistent earnings growth through property operations, development and acquisitions, achieving market balance, and recycling capital are crucial factors to our success. We rely heavily on our sophisticated property management capabilities and innovative operating strategies to maximize the earnings potential of our communities.

Real Estate Investments and Market Balance. We believe we are well-positioned in our current markets and have the expertise to take advantage of new opportunities as they arise. These capabilities, combined with what we believe is a conservative financial structure, should allow us to concentrate our growth efforts toward selective opportunities to enhance our strategy of having a geographically diverse portfolio of assets which meet the requirements of our residents.

We continue to operate in our core markets which we believe provides an advantage due to economies of scale. We believe, where possible, it is best to operate with a strong base of properties in order to benefit from the personnel allocation and the market strength associated with managing multiple properties in the same market. However, consistent with our goal of generating sustained earnings growth, we intend to selectively dispose of properties and redeploy capital for various strategic reasons, including if we determine an individual property or group of properties or the market in which they are located cannot meet our long-term earnings growth expectations.

We try to maximize capital appreciation of our properties by investing in markets characterized by conditions favorable to multifamily property appreciation. These markets generally feature the following:

• strong economic growth leading to household formation and job growth, which in turn should support higher demand for our apartments; and
• an attractive quality of life, which may lead to higher demand and retention for our apartments and allow us to more readily grow revenue.

Subject to market conditions, we intend to continue to seek opportunities to acquire operating communities, develop new communities, and to redevelop and reposition existing communities. We also intend to evaluate our operating property and land development portfolio and plan to continue our practice of selective dispositions and redeploying capital as market conditions warrant and opportunities arise.

We expect to maintain a strong balance sheet and preserve our financial flexibility by continuing to focus on our core fundamentals which currently are generating positive cash flows from operations, maintaining appropriate debt levels and leverage ratios, and controlling overhead costs. We intend to meet our short-term and long-term liquidity requirements through a combination of one or more of the following: cash flows generated from operations, draws on our unsecured revolving credit facility and through our commercial paper program, the use of debt and equity offerings under our automatic shelf registration statement, proceeds from property dispositions, equity issued from our at-the-market ("ATM") share offering programs, other unsecured borrowings, or secured mortgages.

Sophisticated Property Management. We believe the depth of our organization enables us to deliver quality services, promote resident satisfaction, and retain residents, thereby increasing our operating revenues and reducing our operating expenses. We manage our properties utilizing a staff of professionals and support personnel, including certified property managers, experienced apartment managers and leasing staff, and trained apartment maintenance technicians. Our on-site personnel are trained to deliver high-quality services to our residents and we strive to motivate our on-site employees through incentive compensation arrangements based upon property operational results.

Operations. We believe an intense focus on operations is necessary to realize consistent, sustained earnings growth. Ensuring customer satisfaction, increasing rents as market conditions allow, maximizing rent collections (subject to restrictions of applicable law), maintaining property occupancy at optimal levels, and controlling operating costs comprise our principal strategies to maximize property financial results. Lease terms are generally staggered based on vacancy exposure by apartment type such that lease expirations are matched to each property's seasonal rental patterns. Our average lease terms are approximately fourteen months, and our individual property marketing plans are structured to respond to local market conditions. In addition, we conduct ongoing customer service surveys to help ensure timely responses to customers' changing needs and a high-level of satisfaction.

Competition

There are numerous housing alternatives which compete with our communities in attracting residents. Our properties compete directly with other multifamily properties as well as condominiums, single-family homes, and third-party providers of short-term rentals, which are available for rent or purchase in the markets in which our communities are located. This competitive environment could have a material adverse effect on our ability to lease apartment homes or on the rents realized at our present properties or any newly-developed or acquired property.

Human Capital Management

Purpose and Culture. We strive to differentiate ourselves by our culture and talent. How we manage our human capital is critical to how we deliver on our strategy and create sustained growth and value for our shareholders. We strive to improve the lives of our team members, customers, and shareholders one experience at a time. We recognize a great culture is foundational to the success of this vision. Key components in managing our human capital are listed below.

Camden's Values. We care deeply about our team members, our residents, and the local communities in which we live, work, and play. We are committed to maintaining a high-trust work environment which attracts, retains, and rewards the best and brightest people. We believe our workplace reflects Camden’s nine core values: Customer Focused; People Driven; Team Players; Lead by Example; Results Oriented; Work Smart; Always Do the Right Thing; Act with Integrity; and Have Fun. We believe these values cultivate an environment of respect, fairness, belonging, and fun for all.

A Great Place to Work. In addition to our core values, we are committed to creating a great working environment that fosters all team members' well-being, health, and happiness. We believe our team members are given meaningful opportunities to provide feedback and effect change. We are proud of our culture and the recognition we have received as a great place to work, including being recognized nationally as one of the 100 Best Companies to Work For® by FORTUNE magazine for 18 consecutive years, most recently ranking #18.

Benefits, Well-Being, and Compensation. We provide high-quality health programs, benefits, and compensation to competitively compensate all team members for their contributions to Camden. Our formal programs, which are intended to positively impact team members, include health insurance, paid time off, team member assistance programs, wellness programs, stock ownership programs, retirement savings programs, adoption benefits, emergency relief funds, estate planning assistance, and education assistance. Additionally, we are committed to paying team members at or above a living wage in their location and conduct compensation analyses to promote pay equity and eliminate disparities.

Safety. Camden prioritizes workplace safety through comprehensive measures, including mandatory training, monthly meetings, and routine inspections. A safe workplace not only protects our team but also reduces costs, minimizes turnover and absenteeism, and enhances productivity and morale.

Training and Development. Our mission, vision, and values are also incorporated into our employee training and development programs. One of our most cherished mantras is "Never Stop Learning." We encourage team members to discover their individual strengths and cultivate new interests. We offer tuition assistance to team members working to earn industry designations from various organizations. We also support team members who want to continue their education at an accredited educational institution through our Education Assistance Program. In addition to these programs, we also help employees improve their personal and professional lives through training and career development, coaching and mentoring, and continuing education programs. Our in-house learning centers are available to all employees and offer courses in subjects related to leadership, management, and operations. In addition to formal training, Camden’s mentoring program supports its newest employees by pairing them with experienced employees to facilitate their on-boarding process and immerse them in Camden’s values and culture.

At December 31, 2025, we had approximately 1,640 employees including executive, community, and administrative personnel. Camden embraces all team members as full and valued members of the organization.

Qualification as a Real Estate Investment Trust

As of December 31, 2025, we met the qualification of a REIT under Sections 856-860 of the Internal Revenue Code of 1986, as amended (the "Code"). As a result, with the exception of our taxable REIT subsidiaries, we will not be subject to federal income tax to the extent we continue to meet certain requirements of the Code.

In addition to the other information contained in this Form 10-K, the following risk factors should be considered carefully in evaluating our business. Our business, financial condition, or results of operations could be materially adversely affected by any of these risks.

Risks Associated with Capital Markets, Credit Markets, and Real Estate

Volatility in capital and credit markets, cost increases, or other unfavorable changes in economic conditions, either nationally or regionally in one or more of the markets in which we operate, could adversely impact us.

The capital and credit markets are subject to volatility and disruption. If we need to incur debt from a source other than our revolving credit facility or our commercial paper program, we cannot be certain the additional financing will be available to the extent required and on acceptable terms. If debt financing on acceptable terms is not available, we may be unable to fully execute our growth strategy, otherwise take advantage of business opportunities, or respond to competitive pressures, any of which could have a material adverse effect on our results of operations, financial condition (including liquidity), and our ability to make distributions to shareholders.

Other weakened economic conditions, including job losses, high unemployment levels, stock market volatility, and uncertainty about the future, could adversely affect rental rates and occupancy levels. Unfavorable changes in economic conditions may have a material adverse impact on our cash flows and operating results.

Additional key economic risks which may adversely affect conditions in the markets in which we operate include the following:

• local conditions, such as an oversupply of apartments or other housing available for rent, or a reduction in demand for apartments in the area;
• declines in the financial condition of our residents, which may make it more difficult for us to collect rents from some residents;
• declines in market rental rates;
• low mortgage interest rates and home pricing, making alternative housing more affordable;
• government or builder incentives which enable home buyers to put little or no money down, making alternative housing options more attractive;
• regional economic downturns, including, but not limited to, business layoffs, downsizing, and increased unemployment, which may impact one or more of our geographical markets;
• increased costs, including those driven by tariffs, regulatory changes, or other supplychain cost escalations such as higher prices for materials, equipment, contracted services, compliance requirements, or constraints in global or domestic supply chains; and
• global or locally-targeted pandemics, epidemics, or other health crises, and any related measures enacted to prevent their spread or restricting our ability to enforce contractual rental obligations upon our residents.

Short-term leases could expose us to the effects of declining market rents.

Our average lease terms are approximately fourteen months. As these leases typically permit the residents to leave at the end of the lease term without penalty, our rental revenues are impacted by declines in market rents more quickly than if our leases were for longer terms.

We could be negatively impacted by the risks associated with land holdings and related activities.

We hold land for future development and may in the future acquire additional land holdings. The risks inherent in purchasing, owning, and developing land increase as demand for apartments, or rental rates, decrease. Real estate markets are highly uncertain and, as a result, the value of undeveloped land may fluctuate significantly. In addition, carrying costs can be significant and can result in losses or reduced profitability. As a result, we hold certain land and may in the future acquire additional land in our development pipeline at a cost we may not be able to fully recover or at a cost which may preclude us from developing a profitable multifamily community. Under current market conditions, in 2025 we recorded impairment charges on two parcels of land. If there are subsequent changes in the fair market value of our land holdings and the resulting value is less than the carrying basis of our land holdings reflected in our financial statements, we may be required to take future impairment charges which would reduce our net income.

Risks Associated with Our Operations

Development, repositions, redevelopment and construction risks could impact our profitability.

We intend to continue to develop, reposition, redevelop, and construct multifamily apartment communities for our portfolio. In 2026, we expect to incur costs between approximately $135 million and $155 million related to the construction of three projects. Additionally, during 2026, we expect to incur costs between approximately $50 million and $60 million related to the start of new development activities, between approximately $77 million and $81 million related to repositions, redevelopment, repurposes, and revenue enhancing expenditures and between approximately $113 million and $117 million of additional recurring capital expenditures. Our development, reposition, redevelopment, and other construction activities may also be exposed to a number of risks which may delay timely completion, increase our construction costs, and/or decrease our profitability, including the following:

• inability to obtain, or delays in obtaining, necessary zoning, land-use, building, occupancy, and other required permits and authorizations;
• disruptions in the supply of materials or labor, increased materials and labor costs, problems with contractors or subcontractors, or other costs including those arising from tariffs, duties, import-related taxes, or errors and omissions which occur in the design or construction process;
• shortages of materials;
• inability to obtain financing with favorable terms;
• inability to complete construction and/or lease-up of a community on schedule;
• forecasted occupancy and rental rates may differ from the actual results; and
• the incurrence of costs related to the abandonment of development opportunities which we have pursued and subsequently deemed unfeasible.

Our inability to successfully implement our development, repositions, redevelopment, and construction strategy could adversely affect our results of operations and our ability to satisfy our financial obligations and pay distributions to shareholders.

One of our wholly-owned subsidiaries is engaged in the business of providing general contracting services under construction contracts entered between it and third parties. The terms of those construction contracts generally require this subsidiary to estimate the time and costs to complete a project and assumes the risk when these estimates are greater than anticipated. As a result, profitability on those contracts is dependent on the ability to accurately predict these factors. The time and costs necessary to complete a project may be affected by a variety of factors including, but not limited to, those listed above, many of which are beyond this subsidiary’s control. In addition, the terms of those contracts generally require this subsidiary to warrant its work for a period of time during which it may be required to repair, replace, or rebuild non-conforming work. Further, trailing liabilities, based on various legal theories such as claims of negligent construction, may result from such projects, and these trailing liabilities may go on for a number of years depending on the length of the statute of repose in the applicable jurisdictions.

Our acquisition strategy may not produce the cash flows expected.

We may acquire additional operating properties on a selective basis. Our acquisition activities are subject to a number of risks including, but not limited to, the following:

• we may not be able to successfully integrate acquired properties into our existing operations;
• our estimates of the costs, if any, of repositioning or redeveloping the acquired property may prove inaccurate;
• the expected occupancy, rental rates, and operating expenses may differ from the actual results;
• we may not be able to obtain adequate financing; and
• we may not be able to identify suitable candidates on terms acceptable to us and may not achieve expected returns or other benefits as a result of integration challenges, such as personnel and technology.

Changes in rent control or rent stabilization laws and regulations could adversely affect our operations and property values.

Certain states and local municipalities have adopted rent control or rent stabilization laws and regulations, imposing restrictions on amounts of rent increases which may be charged. There are a number of additional states and local municipalities in which we operate also considering or being urged by advocacy groups to consider imposing rent control or rent stabilization laws and regulations. Such laws and regulations could limit our ability to enforce contractual rental obligations, increase rents, charge certain fees, evict residents, or recover increases in our operating expenses and could make it more difficult to dispose of properties in certain circumstances. The terms of laws and regulations recently enacted, future laws and regulations which may be enacted, as well as any lawsuits against us arising from such issues, could have a significant adverse impact on our results of operations and could reduce the value of our operating properties.

Failure to qualify as a REIT could have adverse consequences.

We may not continue to qualify as a REIT in the future and the Internal Revenue Service may challenge our qualification as a REIT for prior years. If we fail to qualify as a REIT in any taxable year we may be subject to federal and state income taxes for such year and we may not be able to requalify as a REIT for the four subsequent taxable years and may be subject to federal and state income taxes in those years as well. This may also impair our ability to expand our business and raise capital which may adversely affect the value of our common shares.

We may face other tax liabilities in the future which may impact our cash flow. These potential tax liabilities may be calculated on our income or property values at either the corporate or individual property levels. Any additional tax expense incurred would decrease the cash available for cash distributions to our common shareholders and non-controlling interest holders. Additionally, in order for us to continue to qualify as a REIT we must meet a number of organizational and operational requirements, including a requirement to distribute annual dividends to our shareholders equal to a minimum of 90% of our adjusted taxable income.

Tax laws may continue to change at any time and any such legislative or other actions could have a negative effect on us.

Tax laws remain under constant review by persons involved in the legislative process, at the Internal Revenue Service, the U.S. Department of Treasury, and by various state and local tax authorities. Future changes in tax laws including administrative interpretations, enacted tax rates, or new pronouncements relating to accounting for income taxes could adversely affect us in a number of ways, including making it more difficult or more costly for us to qualify as a REIT.

A cybersecurity incident and other technology disruptions could negatively impact our business.

We use technology in substantially all aspects of our business operations, including internet and cloud-based systems and applications. We also use mobile devices, social networking, outside vendors, and various platforms to connect with our employees, suppliers, and residents. As we have incorporated and may continue to incorporate the use of generative artificial intelligence and other advancing technologies, any breach, interruption, or security failure of those technologies, or any non-compliance with applicable laws, could have a negative impact on our business operations, results of operations, financial condition, or reputation.

Information security risks have escalated as a result of these emerging technologies and the heightened sophistication and activity levels of cyber-attack perpetrators. Cyber-attacks can include third parties gaining unauthorized access to our data, including sensitive information about our residents, as well as our vendors' data or information technology systems. These attacks may occur through stolen credentials, computer malware, phishing attacks, ransomware, and other deliberate attempts to compromise information security.

Our business involves the storage and transmission of numerous classes of sensitive and confidential information and intellectual property, including residents' and suppliers' personal information, private information about employees, and financial and strategic information about us. As we pursue our strategy to grow through acquisitions and developments and new initiatives to improve our operations, we are also expanding our information technologies, resulting in a larger technological presence and corresponding exposure to cybersecurity risk. If we fail to assess and identify cybersecurity risks associated with our operations, we may become increasingly vulnerable to such risks and may be liable for consequential litigation and remediation costs. Additionally, the measures we have implemented to prevent security breaches and cyber incidents may not be effective and there can be no complete assurance of prevention or anticipation of such incidents. The theft, destruction, loss, misappropriation, or release of sensitive data, confidential information or intellectual property, or interference with our information technology systems or the technology systems of third parties on which we rely could result in business disruption, negative publicity, brand damage, violation of privacy laws, loss of residents, potential liability, and competitive disadvantage, any of which could result in a material adverse effect on our financial condition or results of operations.

We rely on, or may rely in the future on, certain third-party service and software providers to host systems, provide key software, and to supply and store our sensitive data in a secure manner. These third parties face potential risks relating to cybersecurity similar to ours which could disrupt their businesses and adversely impact us. While we provide guidance and specific requirements, in some cases, we do not directly control their information technology security operations or the amount of investment they place in guarding against cybersecurity threats. Accordingly, we are subject to any flaws or breaches in their information technology systems, or those which they operate for us, which could have a material adverse effect on our financial condition or results of operations.

Risks Associated with Our Indebtedness and Financing

We have significant debt, which could have adverse consequences.

As of December 31, 2025, we had outstanding debt of approximately $3.9 billion. This indebtedness could have adverse consequences including but not limited to, the following:

• increasing our vulnerability to general adverse economic and industry conditions; and
• limiting our flexibility in planning for, or reacting to, changes in business and industry conditions.

The notes related to our properties subject to secured debt, our unsecured term loan, unsecured revolving credit facility, and commercial paper program, and the indenture under which our unsecured debt was issued contain customary restrictions, requirements, and other limitations, as well as certain financial and operating covenants including maintenance of certain financial ratios. Maintaining compliance with these provisions could limit our financial flexibility. A default in these provisions, if uncured, could require us to repay the indebtedness before the scheduled maturity date which could adversely affect our liquidity and increase our financing costs.

Insufficient cash flows could limit our ability to make required payments for debt obligations or pay distributions to shareholders.

Substantially all of our income is derived from rental and other income from our multifamily communities. As a result, our performance depends in large part on our ability to collect rent from residents, which could be negatively affected by a number of factors including, but not limited to, the following:

• delay in resident lease commencements;
• decline in occupancy;
• failure of residents to make rental payments when due;
• the attractiveness of our properties to residents and potential residents;
• our ability to adequately manage and maintain our communities;
• competition from other available apartments and housing alternatives;
• changes in market rents;
• increases in expenses, including from tariffs; and
• changes in governmental regulations such as eviction moratoriums, rent control, or stabilization laws regulating rental housing.

Cash flow could be insufficient to meet required payments of principal and interest with respect to debt financing. In order for us to continue to qualify as a REIT we must meet a number of organizational and operational requirements, including a requirement to distribute annual dividends to our shareholders equal to a minimum of 90% of our adjusted taxable income. This requirement limits the cash available to meet required principal payments on our debt.

Issuances of additional debt may adversely impact our financial condition.

Our capital requirements depend on numerous factors, including the rental and occupancy rates of our multifamily properties, minimum dividend requirements to our equity holders, development, redevelopment and other capital expenditures, costs of operations, and potential acquisitions. If our capital requirements vary materially from our plans, we may require additional financing earlier than anticipated. If we issue more debt we could become more leveraged, resulting in increased risk of default on our obligations and an increase in our debt service requirements, both of which could adversely affect our financial condition and ability to access debt and equity capital markets in the future.

We may be unable to renew, repay, or refinance our outstanding debt.

We are subject to the risk our indebtedness will not be renewed, repaid, or refinanced when due or the terms of any renewal or refinancing will not be as favorable as the existing terms of such indebtedness. If we are unable to refinance our indebtedness on acceptable terms, or at all, we might be forced to dispose of one or more of our properties on disadvantageous terms, which might result in losses to us. Such losses could have a material adverse effect on us and our ability to pay amounts due on our debt and make distributions to our shareholders.

Failure to maintain our current credit ratings could adversely affect our cost of funds, related margins, liquidity, and access to capital markets.

Fitch, Moody's, and Standard & Poor's, the major debt rating agencies, routinely evaluate our debt and have given us investment grade ratings of A- with stable outlook, A3 with stable outlook, and A- with stable outlook, respectively, on our senior unsecured debt as of December 31, 2025. These ratings are based on a number of factors, which include their assessment of our financial strength, liquidity, capital structure, asset quality, and sustainability of cash flow and earnings. Due to changes in market conditions, we may not be able to maintain our current credit ratings, which could adversely affect our cost of funds and related margins, liquidity, and access to capital markets.

Risks Associated with Our Shares

Share ownership limits and our ability to issue additional equity securities may prevent takeovers beneficial to shareholders.

For us to maintain our qualification as a REIT, we must have 100 or more shareholders during the year and not more than 50% in value of our outstanding shares may be owned, directly or indirectly, by five or fewer individuals. As defined for federal income tax purposes, the term "individuals" includes a number of specified entities. To minimize the possibility of us failing to qualify as a REIT under this test, our declaration of trust includes restrictions on transfers of our shares and ownership limits. The ownership limits, as well as our ability to issue other classes of equity securities, may delay, defer, or prevent a change in control. These provisions may also deter tender offers for our common shares which may be attractive to you or limit your opportunity to receive a premium for your shares which might otherwise exist if a third party were attempting to effect a change in control transaction.

The form, timing, and amount of dividend distributions in future periods may vary and be impacted by economic and other considerations.

The form, timing, and amount of dividend distributions are declared at the discretion of our Board of Trust Managers and depend on actual cash from operations, our financial condition, expected future capital requirements, the annual distribution requirements under the REIT provisions of the Code, and other factors as the Board of Trust Managers may consider relevant. The Board of Trust Managers may also modify the form, timing, and amount of dividends in the future.

General Risk Factors

Litigation risks could affect our business.

As an owner, manager, and developer of multifamily properties, we may incur liability based on various conditions at our properties and the buildings thereon, and we also have become and in the future may become involved in legal proceedings, including consumer, employment, tort, antitrust, or commercial litigation, which if decided adversely to or settled by us, and not adequately covered by insurance, could result in liabilities which are material to our financial condition or results of operations.

Damage from catastrophic weather and other natural events could result in losses.

A certain number of our properties are located in areas which have experienced and may in the future experience catastrophic weather and other natural events from time-to-time, including fires, snow or ice storms, windstorms, tornadoes, hurricanes, earthquakes, flooding, or other environmental events. These adverse weather or natural events could cause substantial damages or losses to our properties which could exceed our insurance coverage. In the event of a loss in excess of insured limits, we could lose our capital invested in the affected property, anticipated future revenue from the property, and could also continue to be obligated to repay any mortgage indebtedness or other obligations related to the property. Any such loss could materially and adversely affect our business, financial condition and results of operations.

Competition could adversely affect our ability to acquire properties.

We expect other real estate investors will compete with us to acquire additional operating properties. This competition could increase prices for the type of properties we would likely pursue and adversely affect our ability to acquire these properties or achieve the expected profitability of such properties upon acquisition.

We could be adversely impacted due to our share price fluctuations.

The market price and trading volume of our common shares are subject to fluctuation due to general market conditions, the risks discussed in this report and other matters, including, but not limited to, the following:

• operating results which vary from the expectations of securities' analysts and investors;
• investor interest in our property portfolio;
• the reputation and performance of REITs;
• the attractiveness of REITs as compared to other investment vehicles;
• the results of our financial condition and operations;
• the perception of our growth and earnings potential;
• minimum dividend requirements;
• increases in market interest rates may lower the values of our real estate and the price of our shares; and
• changes in financial markets and national and regional economic and general market conditions.

Rising interest rates could increase our borrowing costs, lower the value of our real estate, and decrease our share price, leading investors to seek higher yields through other investments.

As of the date of this filing, we have an unsecured term loan with varying interest rates dependent upon various market indexes. In addition, we have an unsecured revolving credit facility and utilize a commercial paper program bearing interest at variable rates on all amounts drawn and a senior unsecured note which has been converted into a floating rate instrument through an interest rate swap arrangement. We may incur other additional variable rate debt in the future. Increases in interest rates would increase our interest expense, unless we make arrangements which hedge against rising interest rates, and would also increase the costs associated with refinancing existing debt and issuing new debt. Accordingly, higher interest rates could adversely affect cash flow, net income, and cash available for payment of our debt obligations and distributions to shareholders.

An environment of rising interest rates may also result in a decrease in the value of our real estate and a decrease in the market price of our shares, which may lead holders of our securities to seek higher yields through other investments.

Addressing cybersecurity risks is a priority for us. We maintain systems of internal controls, business continuity plans, and disaster recovery plans, and we regularly assess these systems to address cybersecurity and technology related risks. Our cybersecurity program ("CSP") is evaluated against the National Institute of Standards and Technology's Cybersecurity Framework ("NIST CSF") and the Center for Internet Security control framework.

In addition to a dedicated information technology cybersecurity team monitoring daily operations, we conduct annual assessments of our CSP against NIST CSF benchmarks and prioritize continuous improvement. We apply factors such as business risk tolerance and external compliance requirements to determine whether a business asset, data, system, process, or service provider should fall within the scope of the CSP. We require annual cybersecurity awareness training for all employees to help identify and report potential or actual issues promptly. Our information technology cybersecurity team also undertakes regular advanced training to enhance awareness, internal expertise, and readiness. We install and routinely update antivirus software on all Company-managed systems and workstations to detect and prevent malicious code. To raise awareness of critical security threats, we conduct ongoing security breach and phishing simulations. Periodically, we run tabletop exercises involving members of the Company's management team to simulate responses to cybersecurity incidents and use the findings to strengthen our policies and procedures. Additionally, we maintain cybersecurity insurance to cover certain losses and damages caused by a cybersecurity incident. All third-party service providers or vendors within our cybersecurity framework are required to comply with our policies regarding non-public personal information and information security.

Our CSP is led by our Senior Vice President - Strategic Services and Chief Information Officer ("CIO") and our Chief Information Security Officer ("CISO"). Our CIO also serves as the Chair of our Cybersecurity Executive Oversight Committee ("CEOC"), comprised of our CISO and other senior executives representing various teams and functions of the Company including legal, finance, accounting, investor relations, and operations. The CEOC supports efforts to evaluate the materiality of any incident, determines whether notice to third parties such as residents or vendors is required, and determines whether any disclosures to stakeholders are required. The CEOC is also responsible for ensuring Company's management and Board of Trust Managers ("Board") are fully aware of key activities and events associated with our CSP on an ongoing basis.

Our entire Board is actively involved in overseeing risk management and the Audit Committee, in accordance with the Audit Committee Charter, provides oversight of management's guidelines and policies to govern the process by which risk assessments and risks are managed, including the Company’s major financial risk exposures and the steps management has taken to monitor and control such exposures. The Audit Committee also discusses with management the processes undertaken to evaluate our systems of disclosure controls and procedures, including those relating to cybersecurity risk management. Our CIO reports quarterly to the Audit Committee and Board regarding cybersecurity matters, including emerging cybersecurity threats, the risk landscape, and updates on our CSP and related readiness, resiliency, and response efforts.

We, like other businesses, have been, and expect to continue to be, subject to attempts of unauthorized access, mishandling or misuse, computer viruses or malware, cyber-attacks, intrusions, and other events of varying degrees. To date, we have not experienced a material cybersecurity incident nor are we aware of any of our third-party outside service providers experiencing such an incident.

For a discussion on certain of the Company’s cybersecurity-related risks, see Item 1A under the heading “Risk Factors-Risks Associated with Our Operations - A cybersecurity incident and other technology disruptions could negatively impact our business.”

The Properties

Our properties typically consist of mid-rise buildings or two and three-story buildings in a landscaped setting, as well as high-rise buildings, and provide residents with a variety of amenities common to multifamily rental properties.

Operating Properties

The 172 operating properties in which we owned interests and operated at December 31, 2025 averaged 967 square feet of living area per apartment home. For the year ended December 31, 2025, no single operating property accounted for greater than 1.5% of our total revenues. Our stabilized operating properties had a weighted average occupancy rate of approximately 95% for each of the years ended December 31, 2025 and 2024, an average monthly rental rate per apartment home of $2,006 and $1,997 for the same periods, respectively and our average resident lease terms are approximately fourteen months.

The following table sets forth certain information with respect to our 172 operating properties at December 31, 2025:

(1) Represents the average physical occupancy for the year except for development properties, where average occupancy is calculated from the date the property exceeded 90% occupancy through December 31, 2025, and for acquisitions, where average occupancy is calculated from the acquisition date.

(2) The average monthly rental rate per home incorporates vacant units and resident concessions calculated on a straight-line basis over the life of the lease.

Our operating properties were constructed and placed in service as follows:

We incorporate by reference into this Item our litigation disclosures made in Note 13. "Commitments and Contingencies" to our Consolidated Financial Statements.

The following discussion should be read in conjunction with the consolidated financial statements and notes appearing elsewhere in this report. Historical results and trends which might appear in the consolidated financial statements should not be interpreted as being indicative of future operations.

Discussion of our year-to-date comparisons between 2025 and 2024 is presented below. Year-to-date comparisons between 2024 and 2023 can be found in "Part II. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

We consider portions of this report to be "forward-looking" within the meaning of Section 27A of the Securities Act of 1933 (the "Securities Act") and Section 21E of the Exchange Act, both as amended, with respect to our expectations for future periods. Forward-looking statements do not discuss historical fact, but instead include statements related to expectations, projections, intentions, or other items relating to the future; forward-looking statements are not guarantees of future performance, results, or events. Although we believe the expectations reflected in our forward-looking statements are based upon reasonable assumptions, we can give no assurance our expectations will be achieved. Any statements contained herein which are not statements of historical fact should be deemed forward-looking statements. Reliance should not be placed on these forward-looking statements as these statements are subject to known and unknown risks, uncertainties, and other factors beyond our control and could differ materially from our actual results and performance.

Factors which may cause our actual results or performance to differ materially from those contemplated by forward-looking statements include, but are not limited to, the following:

• Volatility in capital and credit markets, cost increases, or other unfavorable changes in economic conditions, either nationally or regionally in one or more of the markets in which we operate, could adversely impact us;
• Short-term leases could expose us to the effects of declining market rents;
• We could be negatively impacted by the risks associated with land holdings and related activities;
• Development, repositions, redevelopment and construction risks could impact our profitability;
• Our acquisition strategy may not produce the cash flows expected;
• Changes in rent control or rent stabilization laws and regulations could adversely affect our operations and property values;
• Failure to qualify as a REIT could have adverse consequences;
• Tax laws may continue to change at any time and any such legislative or other actions could have a negative effect on us;
• A cybersecurity incident and other technology disruptions could negatively impact our business;
• We have significant debt, which could have adverse consequences;
• Insufficient cash flows could limit our ability to make required payments for debt obligations or pay distributions to shareholders;
• Issuances of additional debt may adversely impact our financial condition;
• We may be unable to renew, repay, or refinance our outstanding debt;
• Failure to maintain our current credit ratings could adversely affect our cost of funds, related margins, liquidity, and access to capital markets;
• Share ownership limits and our ability to issue additional equity securities may prevent takeovers beneficial to shareholders;
• The form, timing, and amount of dividend distributions in future periods may vary and be impacted by economic and other considerations;
• Litigation risks could affect our business;
• Damage from catastrophic weather and other natural events could result in losses;
• Competition could adversely affect our ability to acquire properties;
• We could be adversely impacted due to our share price fluctuations; and
• Rising interest rates could increase our borrowing costs, lower the value of our real estate, and decrease our share price, leading investors to seek higher yields through other investments.

These forward-looking statements represent our estimates and assumptions as of the date of this report, and we assume no obligation to update or supplement forward-looking statements because of subsequent events.

Executive Summary

We are primarily engaged in the ownership, management, development, reposition, redevelopment, acquisition, and construction of multifamily apartment communities. Overall, we focus on investing in markets characterized by high-growth economic conditions, strong employment, and attractive quality of life which we believe leads to higher demand and retention of our apartments. As of December 31, 2025, we owned interests in, operated, or were developing 175 multifamily properties comprised of 59,921 apartment homes across the United States as detailed in the Property Portfolio table below. In addition, we own other land holdings which we may develop into multifamily apartment communities in the future.

Business Environment and Current Outlook

Our results for the year ended December 31, 2025, reflect an increase in same store revenues of approximately 0.8% as compared to the same period in 2024. The increase was primarily driven by higher revenues from other income and favorable changes in occupancy, which we believe was primarily attributable to favorable demographics with a higher propensity to rent versus buy and continued demand for multifamily housing in our markets.

We believe the levels of new multifamily supply in the submarkets and asset classes in which we operate are manageable and moderating levels of new supply should be met with continued demand to absorb these new deliveries. However, if this were to change or other economic conditions were to worsen, our operating results could be adversely affected.

Consolidated Results

Net income attributable to common shareholders was $384.5 million and $163.3 million for the years ended December 31, 2025 and 2024, respectively. The increase during the year ended December 31, 2025 as compared to the same period in 2024 was primarily due to an increase in gains on sales of operating properties and a lower impairment charge associated with land development activities in 2025 as compared to 2024. The increase was partially offset by higher depreciation expense and amortization of in-place leases relating to the acquisition of four operating properties completed in 2025. See further discussion of our 2025 operations as compared to 2024 in "Results of Operations," below.

Construction and Development Activity

At December 31, 2025, we had a total of three projects under construction to be comprised of 1,162 apartment homes. Initial occupancy for these projects is expected to begin within the next two years. As of December 31, 2025, we estimated the remaining cost to complete the construction of these properties to be approximately $213.8 million.

We review our long-lived assets on an annual basis or whenever events or circumstances indicate the carrying amount of an asset may not be recoverable and our impairment evaluations take into consideration the current and anticipated economic climate. In the fourth quarter of 2025, we recorded an impairment charge of approximately $12.9 million related to two undeveloped land parcels as the estimated fair value was less than its book value. We currently have two other land parcels held for future development we plan to develop, and the commencement of future developments may be impacted by macroeconomic issues, multifamily market conditions, and other factors. We will continue to evaluate future development starts based on market, economic, and capital market conditions. There can be no assurance we will not have impairment charges in the future.

Acquisitions

In 2025, we acquired four operating properties, consisting of a 352-apartment home community in Leander, Texas in January, a 435-apartment home community in Nashville, Tennessee in February, a 360-apartment home community in Clearwater, Florida in May, and a 322-apartment home community in Orlando, Florida in December for approximately $422.9 million.

Dispositions

In 2025, we completed five dispositions consisting of one operating property in Houston, Texas in June, one dual-phased operating property in Houston, Texas and one operating property in Irving, Texas in July, and one dual-phased operating property in Houston, Texas and one operating property in Phoenix, Arizona in November for a total of approximately $374.5 million and recognized a total gain of approximately $260.9 million.

Capital Market Highlights

In February 2025, we established a commercial paper program (the "Program") under which we may issue the commercial paper notes (the "Notes") under the exemption from registration contained in Section (4)(1) of the Securities Act. Amounts available under the Program may be borrowed, repaid, and reborrowed from time to time, with the aggregate face or principal amount of the Notes outstanding under the Program at any time not to exceed $600.0 million. At December 31, 2025, we had an aggregate of $590.0 million principal amount of Notes outstanding under the Program which had a weighted average interest rate of 3.84%.

In 2025, we repurchased 2,531,018 common shares at an average price of $106.92 per share for approximately $270.7 million.

Subsequent Events

In January 2026, we repurchased 1,096,807 common shares at an average price of $110.03 per share for approximately $120.7 million. In February 2026, our Board of Trust Managers authorized a new $600.0 million share repurchase plan which allows for the repurchase of our common equity securities through open-market purchases, block purchases, and privately negotiated transactions. This new plan terminated and replaced our previous share repurchase plan, which had approximately $58.6 million remaining for repurchases at the time it was terminated. As of the date of this filing, the full $600.0 million authorized under the new plan remained available for repurchases.

Future Outlook

Subject to market conditions, we intend to continue to seek opportunities to acquire operating communities, develop new communities, and to redevelop and reposition existing communities. We also intend to evaluate our operating property and land development portfolios and plan to continue our practice of selective dispositions and redeploying capital as market conditions warrant and opportunities arise. We expect to maintain a strong balance sheet and preserve our financial flexibility by continuing to focus on our core fundamentals which currently are generating positive cash flows from operations, maintaining appropriate debt levels and leverage ratios, and controlling overhead costs. We intend to meet our short-term and long-term liquidity requirements through a combination of one or more of the following: cash flows generated from operations, draws on our unsecured revolving credit facility and commercial paper program, the use of debt and equity offerings under our automatic shelf registration statement, proceeds from property dispositions, equity issued from our 2023 at-the-market ("ATM") program, other unsecured borrowings, or secured mortgages.

As of December 31, 2025, we had approximately $1.2 billion available under our unsecured revolving credit facility, which we have at our option, the ability to extend to August 2027 and the ability to increase the facility up to $500 million subject to certain conditions. We currently plan to use our unsecured revolving credit facility as a liquidity backstop for borrowings under our commercial paper program. At December 31, 2025, we had $590.0 million outstanding under our commercial paper program. Over the next 12 months, contractual debt maturities include these commercial paper borrowings as well as other debt obligations of $567.8 million. Additionally, as of December 31, 2025, and through the date of this filing, we also had common shares having an aggregate offering price of up to $500.0 million remaining available for sale under our 2023 ATM program. We believe we are well-positioned with a strong balance sheet and sufficient liquidity to fund future acquisitions, new development, redevelopment, and other capital funding requirements. We will, however, continue to assess and take further actions we believe are prudent to meet our objectives and capital requirements.

Property Portfolio

Our multifamily property portfolio is summarized as follows:

Stabilized Communities

We generally consider a property stabilized once it reaches 90% occupancy. During the year ended December 31, 2025, stabilization was achieved at three operating properties as follows:

16

Completed Construction in Lease-Up

At December 31, 2025, there was one completed operating property in lease-up as follows:

(1) Excludes leasing costs, which are expensed as incurred.

Properties Under Development and Land

Our consolidated balance sheet at December 31, 2025 included approximately $419.2 million related to properties under development and land. Of this amount, approximately $278.2 million related to our projects currently under construction. In addition, we had approximately $141.0 million primarily invested in land held for future development and land holdings, which included approximately $96.1 million related to land held for future development and $44.9 million invested in land which we may develop in the future.

Properties Under Construction. At December 31, 2025, we had three properties in various stages of construction as follows:

Development Pipeline Communities. At December 31, 2025, we had the following communities undergoing development activities:

(1) Represents our estimate of total costs we expect to incur on these projects. However, forward-looking statements are not guarantees of future performance, results, or events. Although we believe these expectations are based upon reasonable assumptions, future events rarely develop exactly as forecasted and estimates routinely require adjustment.

Land Holdings. At December 31, 2025, we also had four undeveloped land tracts with a valuation of approximately $44.9 million.

Geographic Diversification

At December 31, 2025 and 2024, the book value of our real estate assets by various markets, excluding depreciation, were as follows:

($ in thousands)

Results of Operations

Changes in revenues and expenses related to our operating properties from period-to-period are due primarily to the performance of stabilized properties in the portfolio, the lease-up of newly-constructed properties, and the impact of acquisitions and dispositions.

Management considers property net operating income ("NOI") to be an appropriate supplemental measure of operating performance to net income because it reflects the operating performance of our communities without an allocation of corporate level property management overhead or general and administrative costs. We define NOI as total property revenue less total property operating expenses. NOI is further detailed in the Property-Level NOI table as seen below, and is not defined by accounting principles generally accepted in the United States of America ("GAAP") and should not be considered an alternative to net income as an indication of our operating performance. Additionally, NOI as disclosed by other REITs may not be comparable to our calculation.

Reconciliations of net income to NOI for the year ended December 31, 2025 and 2024 are as follows:

(in thousands)

Property-Level NOI (1)

Property NOI, as reconciled above, is detailed further into the categories below for the year ended December 31, 2025 as compared to 2024:

($ in thousands)

* Not a meaningful percentage.

(1) For 2025, same store communities are communities we owned and were stabilized since January 1, 2024, excluding communities under redevelopment and properties held for sale. Non-same store communities are stabilized communities not owned or stabilized since January 1, 2024, including communities under redevelopment and excluding properties held for sale. We define communities under redevelopment as communities with capital expenditures that improve a community's cash flow and competitive position through extensive unit, exterior building, common area, and amenity upgrades. Management believes same store information is useful as it allows both management and investors to determine financial results over a particular period for the same set of communities. Development and lease-up communities are non-stabilized communities we have developed since January 1, 2024, excluding properties held for sale. Dispositions/other includes those communities disposed of or held for sale which are not classified as discontinued operations, non-multifamily rental properties, expenses related to land holdings not under active development, and other miscellaneous revenues and expenses, including net above or below market leases, casualty-related expenses net of recoveries, and severance related costs.

Same Store Analysis

Same store property NOI increased approximately $2.4 million for the year ended December 31, 2025 as compared to the same period in 2024. The increase was due to an increase of approximately $11.0 million in same store property revenues, partially offset by an increase of approximately $8.6 million in same store property expenses, for the year ended December 31, 2025, as compared to the same period in 2024.

The $11.0 million increase in same store property revenues for the year ended December 31, 2025, as compared to the same period in 2024, was primarily due to an increase of approximately $4.5 million from our utility and ancillary income programs, approximately $3.6 million due to favorable changes in occupancy, $1.9 million of lower uncollectible revenues, and approximately $0.8 million increase from other rental income.

The $8.6 million increase in same store property expenses for the year ended December 31, 2025, as compared to the same period in 2024, was primarily due to higher salaries and benefits of $3.0 million, higher general and administrative and marketing and leasing expenses of approximately $2.8 million, higher utilities of approximately $2.3 million, and higher repair and maintenance expense of approximately $0.5 million.

Non-same Store and Development and Lease-up Analysis

Property NOI from non-same store and development and lease-up communities increased approximately $21.7 million for the year ended December 31, 2025, as compared to the same period in 2024.

The increase was related to higher NOI from our non-same store communities of approximately $21.0 million for the year ended December 31, 2025, as compared to the same period in 2024. The increase was primarily due to the acquisition of four operating properties completed in 2025, and the stabilization of one operating property in 2024 and three additional properties in 2025.

The increase was also related to higher NOI from our development and lease-up communities of $0.7 million for the year ended December 31, 2025, as compared to the same period in 2024. The increase was primarily due to the timing of lease-up for one operating property which finished construction in 2025.

The following table details the changes, described above, relating to non-same store and development and lease-up NOI:

(in millions)

20

(in millions)

Dispositions/Other Property Analysis

Dispositions/other property NOI decreased approximately $2.3 million for the year ended December 31, 2025 as compared to the same period in 2024. The decrease was due to lower NOI of approximately $8.0 million related to five dispositions completed in 2025, partially offset by higher other property NOI of approximately $5.7 million, primarily driven by lower storm-related expenses during the year ended December 31, 2025. The other property NOI increase was partially offset by lower revenues due to higher business interruption insurance proceeds received during the year ended December 31, 2024.

Non-Property Income

($ in thousands)

*Not a meaningful percentage.

Fee and asset management income from construction and development activities at our third-party construction projects increased approximately $5.8 million for the year ended December 31, 2025 as compared to 2024. The increase was primarily related to higher fees earned on the completion of third-party construction projects during 2025 as compared to the same period in 2024.

Interest and other income decreased approximately $4.2 million for the year ended December 31, 2025, as compared to the same period in 2024. The decrease was primarily due to having lower average cash balances during the year ended December 31, 2025 as compared to 2024.

Our deferred compensation plans recognized income of approximately $19.3 million and $12.6 million in 2025 and 2024, respectively. The change was related to the performance of the investments held in deferred compensation plans for participants and was directly offset by the expense related to these plans, as discussed below.

Other Expenses

($ in thousands)

21

Property management expenses, which represent regional supervision and accounting costs related to property operations, decreased approximately $0.9 million for the year ended December 31, 2025 as compared to the same period in 2024. The decrease was primarily related to lower advocacy contributions during the year ended December 31, 2025 as compared to the same period in 2024, partially offset by higher salaries, benefits, and incentive compensation costs. Property management expenses were 2.4% and 2.5% of total property revenues for the years ended December 31, 2025 and 2024, respectively.

Fee and asset management expense from construction and development activities at our third-party projects increased approximately $0.9 million for the year ended December 31, 2025 as compared to 2024 primarily due to the increase in third-party construction activity in 2025.

General and administrative expense increased approximately $7.0 million for the year ended December 31, 2025 as compared to 2024. The increase was primarily related to higher legal expenses and higher acquisition pursuit costs. Excluding income on deferred compensation plans, general and administrative expense was 5.0% and 4.7% of total revenues for the years ended December 31, 2025 and 2024, respectively.

Interest expense increased approximately $8.4 million for the year ended December 31, 2025 as compared to 2024. The increase was primarily due to increases in interest expense of $16.5 million relating to having higher average balances on our commercial paper program entered into in February 2025 and decreases in capitalized interest expense of $3.8 million due to having lower average balances in assets under construction during the year ended December 31, 2025 as compared to the same period in 2024. The increase was partially offset by lower interest expense of $11.9 million relating to debt repayments during 2024, including $250 million, 3.68% senior unsecured notes in September, and a $300 million, 6.21% unsecured term loan and $250.0 million of 4.36% senior unsecured notes in January, as well as lower variable rate interest expense recognized on the $500 million senior unsecured notes during the year ended December 31, 2025 as compared to the same period in 2024.

Depreciation and amortization expense increased approximately $29.0 million for the year ended December 31, 2025 as compared to 2024. The increase was primarily due to higher depreciation expense and amortization of in-place leases of $31.4 million related to the acquisition of operating properties in January, February, May, and December 2025. The increase was partially offset by lower depreciation expense of $3.5 million related to the dispositions of an operating property and a dual-phased operating property in November 2025, an operating property and a dual-phased operating property in July 2025, and an operating property in each of June 2025 and February 2024.

Our deferred compensation plans incurred an expense of approximately $19.3 million and $12.6 million in 2025 and 2024, respectively. The change was related to the performance of the investments held in deferred compensation plans for participants and were directly offset by the income related to these plans, as discussed in the Non-Property Income section above.

Other

(in thousands)

We review our long-lived assets on an annual basis or whenever events or circumstances indicate the carrying amount of an asset may not be recoverable and our impairment evaluations take into consideration the current and anticipated economic climate. During the year ended December 31, 2025, we recognized an impairment charge of approximately $12.9 million on two undeveloped land parcels, as the estimated fair value was less than its book value. The impairment associated with land development activities for the year ended December 31, 2024 of approximately $41.0 million related to three projects for which development activities had been discontinued. These charges reflect the difference between the estimated fair value of each parcel and its carrying amount. The 2024 impairments included the original purchase price as well as other capitalized development costs.

The $0.9 million loss on early retirement of debt during the year ended December 31, 2024 was due to the write-off of unamortized loan costs related to the early retirement of our $300 million unsecured term loan in January 2024, which was scheduled to mature in August 2024.

In 2025, we recognized a total gain of $260.9 million from the dispositions of one operating property in Houston, Texas in June, one dual-phased operating property in Houston, Texas and one operating property in Irving, Texas in July, and one dual-phased operating property in Houston, Texas and one operating property in Phoenix, Arizona in November. The $43.8 million gain recognized in 2024 was due to the disposition of one operating property in Atlanta, Georgia in February.

Income tax expense increased approximately $1.1 million for the year ended December 31, 2025 as compared to the same period in 2024. The increase was primarily due to higher taxable income resulting from increased third-party construction activities within a taxable REIT subsidiary. The increase was also due to higher state and franchise income taxes for the year ended December 31, 2025 as compared to the same period in 2024 primarily due to tax legislation changes enacted in certain state jurisdictions in 2024.

Funds from Operations ("FFO"), Core FFO, and Core Adjusted FFO ("Core AFFO")

Management considers FFO, Core FFO, and Core AFFO to be appropriate supplementary measures of the financial performance of an equity REIT. The National Association of Real Estate Investment Trusts ("NAREIT") currently defines FFO as net income (calculated in accordance with GAAP), excluding depreciation and amortization related to real estate, gains and losses from the sale of certain real estate assets, gains and losses from change in control, impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, and adjustments for unconsolidated joint ventures to reflect FFO on the same basis. Our calculation of diluted FFO also assumes conversion of all potentially dilutive securities, including certain non-controlling interests, which are convertible into common shares. We consider FFO to be an appropriate supplemental measure of operating performance because, by excluding gains and losses on dispositions of real estate, impairment write-downs of certain real estate assets, and depreciation, FFO can assist in the comparison of the operating performance of a company's real estate investments between periods or to different companies.

Core FFO represents FFO as further adjusted for items not considered part of our core business operations. We consider Core FFO to be a helpful supplemental measure of operating performance as it also excludes certain items which, by nature, are not comparable period over period and therefore tends to obscure actual operating performance. Our definition of Core FFO may differ from other REITs, and there can be no assurance our basis for computing this measure is comparable to other REITs.

Core AFFO is calculated utilizing Core FFO less recurring capitalized expenditures which are necessary to help preserve the value of and maintain the functionality at our communities. We also consider Core AFFO to be a useful supplemental measure because it is frequently used by analysts and investors to evaluate a REIT's operating performance between periods or to different companies. Our definition of recurring capital expenditures may differ from other REITs, and there can be no assurance our basis for computing this measure is comparable to other REITs.

To facilitate a clear understanding of our consolidated historical operating results, we believe FFO, Core FFO, and Core AFFO should be examined in conjunction with net income attributable to common shareholders as presented in the consolidated statements of income and comprehensive income and data included elsewhere in this report. FFO, Core FFO, and Core AFFO are not defined by GAAP and should not be considered alternatives to net income attributable to common shareholders as an indication of our operating performance. Additionally, FFO, Core FFO, and Core AFFO as disclosed by other REITs may not be comparable to our calculation.

Reconciliations of net income attributable to common shareholders to FFO, Core FFO, and Core AFFO for the years ended December 31, 2025 and 2024 are as follows:

($ in thousands)

Liquidity and Capital Resources

Financial Condition and Sources of Liquidity

We intend to maintain a strong balance sheet and preserve our financial flexibility, which we believe should enhance our ability to identify and capitalize on investment opportunities as they become available. We intend to maintain what management believes is a conservative capital structure by:

• extending and sequencing the maturity dates of our debt where practicable;
• managing interest rate exposure using what management believes to be prudent levels of fixed and floating rate debt;
• maintaining what management believes to be conservative coverage ratios; and
• using what management believes to be a prudent combination of debt and equity.

Our interest expense coverage ratio, net of capitalized interest, was approximately 6.6 and 6.9 times for the years ended December 31, 2025 and 2024, respectively. This ratio is a method for calculating the amount of operating cash flows available to cover interest expense and is calculated by dividing interest expense for the period into the sum of property revenues and expenses, non-property income, and other expenses after adding back depreciation, amortization, and interest expense. Approximately 90.1% and 89.9% of our properties were unencumbered at December 31, 2025 and 2024, respectively. Our weighted average maturity of debt was approximately 4.5 years at December 31, 2025.

We also intend to maintain or strengthen our capital and liquidity positions by continuing to focus on our core fundamentals, which currently are generating positive cash flows from operations, maintaining appropriate debt levels and leverage ratios, and controlling overhead costs.

Our primary source of liquidity is cash flows generated from operations. Other sources may include one or more of the following: availability under our unsecured revolving credit facility and commercial paper program, the use of debt and equity offerings under our automatic shelf registration statement, proceeds from property dispositions, equity issued from our 2023 ATM program, and other unsecured borrowings or secured mortgages. We believe our liquidity and financial condition are sufficient to meet all of our reasonably anticipated cash needs over the next 12 months from our filing date including:

• normal recurring operating expenses;
• current debt service requirements, including scheduled debt maturities;
• recurring and non-recurring capital expenditures;
• funding of property developments, repositions, redevelopments, and acquisitions;
• the minimum dividend payments required to maintain our REIT qualification under the Internal Revenue Code; and
• funding share repurchases.

Factors which could increase or decrease our future liquidity include but are not limited to volatility in capital and credit markets, changes in costs, changes in governmental regulations, including tariffs and rent control or rent stabilization laws, sources of financing, the minimum REIT dividend requirements, our ability to complete asset purchases, sales, or developments, the effect our debt level and changes in credit ratings could have on our cost of funds, and our ability to access capital markets.

Cash Flows

The following is a discussion of our cash flows for the years ended December 31, 2025 and 2024.

Net cash from operating activities was approximately $826.6 million for the year ended December 31, 2025, compared to approximately $774.9 million for the year ended December 31, 2024. The increase was primarily due to the growth in both our same store and non-same store communities, including the impact of acquiring four operating properties during 2025 and the completion of construction on four operating properties in 2024 and 2025. The increase was also due to the timing of real estate tax payments in 2025 as compared to 2024. See further discussions of our 2025 operations as compared to 2024 in "Results of Operations."

Net cash used in investing activities during the year ended December 31, 2025 totaled approximately $499.5 million as compared to $285.2 million during the year ended December 31, 2024. Cash outflows during 2025 primarily related to the acquisition of four operating properties for approximately $419.2 million and amounts paid for property development and capital improvements of approximately $440.4 million. These outflows were partially offset by net proceeds from the sale of two dual-phased operating properties and three other operating properties of approximately $365.9 million. Cash outflows during 2024 primarily related to the amounts paid for property development and capital improvements of approximately $393.7 million, partially offset by net proceeds from the sale of one operating property of approximately $114.5 million. The increase in property development and capital improvements for 2025, as compared to the same period in 2024, was primarily due to higher expenditures for new development, as well as higher capital expenditures in 2025 as compared to 2024. The property development and capital improvements during 2025 and 2024, included the following:

(in millions)

Net cash used in financing activities totaled approximately $322.0 million during the year ended December 31, 2025 as compared to approximately $725.5 million during the year ended December 31, 2024. Cash outflows during the year ended December 31, 2025 primarily related to $461.0 million used for distributions to common shareholders and non-controlling interest holders, $270.7 million used for common share repurchases, and net payments of $178.0 million of borrowings from our unsecured revolving credit facility. These outflows were partially offset by net proceeds of approximately $588.1 million of borrowings from our commercial paper program. Cash outflows during 2024 primarily related to the repayment of our $250 million senior unsecured notes in September 2024 and the repayment of our $300 million unsecured term loan and the $250 million senior unsecured notes in January 2024. Cash outflows also related to $451.0 million used for distributions to common shareholders and non-controlling interest holders, and $50.0 million used for common share repurchases. These outflows were partially offset by net proceeds of approximately $396.0 million from the issuance of $400.0 million senior unsecured notes in January 2024, and net proceeds of $178.0 million of borrowings from our unsecured revolving credit facility.

Financial Flexibility

We have a $1.2 billion unsecured revolving credit facility which matures in August 2026, with two options to extend the facility at our election for two consecutive six-month periods and to expand the facility up to three times by up to an additional $500 million upon satisfaction of certain conditions. The interest rate on our unsecured revolving credit facility is based upon, at our option, (a) the daily or the one-, three-, or six- months Secured Overnight Financing Rate ("SOFR") plus, in each case, a spread based on our credit rating, or (b) a base rate equal to the higher of: (i) the Federal Funds Rate plus 0.50%, (ii) Bank of America, N.A.'s prime rate, (iii) Term SOFR plus 1.0%, and (iv) 1.0%. Advances under our unsecured revolving credit facility may be priced at the scheduled rates, or we may enter into bid rate loans with participating banks at rates below the scheduled rates. These bid rate loans have terms of 180 days or less and may not exceed the lesser of $600 million or the remaining amount available under our unsecured revolving credit facility. Our unsecured revolving credit facility is subject to customary financial covenants and limitations. We believe we are in compliance with all such financial covenants and limitations as of December 31, 2025 and through the date of this filing.

Our unsecured revolving credit facility provides us with the ability to issue up to $50 million in letters of credit. While our issuance of letters of credit does not increase our borrowings outstanding under our unsecured revolving credit facility, it does reduce the amount available. At December 31, 2025, we had no outstanding letters of credit issued under our unsecured revolving credit facility , and had approximately $1.2 billion available under our unsecured revolving credit facility. Subsequent to year end, we borrowed approximately $216.0 million against the unsecured revolving credit facility.

In February 2025, we established a commercial paper program under which we may issue short-term, unsecured Notes under the exemption from registration contained in Section (4)(a) of the Securities Act. Amounts available under the commercial paper program may be borrowed, repaid, and reborrowed from time to time, with the aggregate face or principal amount of the Notes outstanding under the commercial paper program at any time not to exceed $600 million. The Notes will have maturities of up to 397 days from the date of issue. The Notes will rank at least equal in priority to all of the Company's other unsecured and unsubordinated indebtedness. The net proceeds of the issuances of the Notes are expected to be used for general corporate purposes, which may include property acquisitions and development in the ordinary course of business, capital expenditures, and working capital. We currently plan to use our unsecured revolving credit facility as a liquidity backstop for borrowings under our commercial paper program. At December 31, 2025, we had $590.0 million outstanding under our commercial paper program.

We currently have an automatic shelf registration statement which allows us to offer, from time to time, common shares, preferred shares, debt securities, or warrants. Our Amended and Restated Declaration of Trust provides we may issue up to 185 million shares of beneficial interest, consisting of 175 million common shares and 10 million preferred shares. At December 31, 2025, we had approximately 104.3 million common shares outstanding, net of treasury shares and shares held in our deferred compensation arrangements, and no preferred shares outstanding.

We believe our ability to access the capital markets is enhanced by our senior unsecured debt ratings by Fitch, Moody's, and Standard and Poor's, which were A- with stable outlook, A3 with stable outlook, and A- with stable outlook, respectively, as of December 31, 2025. We believe our ability to access the capital markets is also enhanced by our ability to borrow on a secured basis from various institutions including banks, Fannie Mae, Freddie Mac, or life insurance companies. However, we may not be able to maintain our current credit ratings and may not be able to borrow on a secured or unsecured basis in the future.

In May 2023, we created the 2023 ATM share offering program through which we can, but have no obligation to, sell common shares and we may also enter into separate forward sale agreements with forward purchasers for an aggregate offering amount of up to $500.0 million, in amounts and at times as we determine, into the existing trading market at current market prices as well as through negotiated transactions. Actual sales from time to time may depend on a variety of factors including, among others, market conditions, the trading price of our common shares, and determinations by management of the appropriate sources of funding for us. We intend to use the proceeds from any sale of our common shares under the 2023 ATM program for general corporate purposes, which may include reducing future borrowings under our unsecured revolving credit facility, the repayment of other indebtedness, the redemption or other repurchase of outstanding debt or equity securities, funding for development activities, and financing for acquisitions. As of the date of this filing, we have not entered into any forward sales agreements and have common shares having an aggregate offering amount of up to $500.0 million remaining available for sale under the 2023 ATM program.

Future Cash Requirements and Contractual Obligations

One of our principal long-term liquidity requirements includes the repayment of maturing debt, including any future borrowings under our unsecured revolving credit facility and commercial paper program. At December 31, 2025, we had $590.0 million outstanding under our commercial paper program. Over the next 12 months, contractual debt maturities include these commercial paper borrowings as well as other debt obligations of $567.8 million. See Note 8. "Notes Payable," in the notes to Consolidated Financial Statements for further discussion of our scheduled maturities.

As of December 31, 2025, we estimate the additional cost to complete the construction of the three projects to be approximately $213.8 million. Of this amount, we expect to incur costs between approximately $135 million and $155 million during 2026 and to incur the remaining costs during 2027 and 2028. Additionally, we expect to incur costs between approximately $50 million and $60 million related to the start of new development activities, between approximately $77 million and $81 million of repositions, redevelopment, repurposes, and revenue enhancing expenditures and between approximately $113 million and $117 million of additional recurring capital expenditures during 2026.

During the year ended December 31, 2025, we entered into an operating lease agreement for our corporate headquarters in Houston, Texas. The lease commenced on October 1, 2025 with a twelve-year lease term and future minimum lease payments totaling approximately $29.6 million. See Note 13. "Commitments and Contingencies" in the notes to Consolidated Financial Statements for further discussion of this operating lease.

We anticipate meeting our short-term and long-term liquidity requirements through a combination of one or more of the following: cash flows generated from operations, draws on our unsecured revolving credit facility and through our commercial paper program, the use of debt and equity offerings under our automatic shelf registration statement, proceeds from property dispositions, equity issued from our ATM programs, and other unsecured borrowings or secured mortgages. We continue to evaluate our portfolio and plan to continue our practice of selective dispositions and redeploying capital as market conditions warrant and opportunities arise.

As a REIT, we are subject to a number of organizational and operational requirements, including a requirement to distribute current dividends to our shareholders equal to a minimum of 90% of our annual taxable income. In order to reduce the amount of income taxes, our general policy is to distribute at least 100% of our taxable income. In December 2025, we announced our Board of Trust Managers had declared a quarterly dividend of $1.05 per common share to our common shareholders of record as of December 17, 2025. This dividend was subsequently paid on January 16, 2026, and we paid equivalent amounts per unit to holders of common operating partnership units. When aggregated with previous 2025 dividends, this distribution to common shareholders and holders of the common operating partnership units equates to an annual dividend rate of $4.20 per share or unit for the year ended December 31, 2025.

In the first quarter of 2026, the Company's Board of Trust Managers declared a first quarter dividend of $1.06 per common share to our common shareholders of record as of March 31, 2026. Future dividend payments are paid at the discretion of the Board of Trust Managers and a number of factors are considered, including the Company's past performance and future prospects, which may be deemed relevant by our Board of Trust Managers. Assuming similar dividend distributions for the remainder of 2026, our annualized dividend rate for 2026 would be $4.24.

Critical Accounting Estimates

The preparation of our financial statements in conformity with GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the balance sheet date, and the amounts of revenues and expenses recognized during the reporting period. These estimates are based on historical experience and other assumptions believed to be reasonable under the circumstances. The following is a discussion of our critical accounting policies. For a discussion of all of our significant accounting policies, see Note 2. "Summary of Significant Accounting Policies and Recent Accounting Pronouncements," to the accompanying consolidated financial statements.

Valuation of Assets. Long-lived assets are reviewed for impairment annually or whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Impairment may exist if estimated future undiscounted cash flows associated with long-lived assets are not sufficient to recover the carrying value of such assets. We consider projected future undiscounted cash flows, trends, strategic decisions regarding future development plans, and other factors in our assessment of whether impairment conditions exist. While we believe our estimates of future cash flows are reasonable, different assumptions regarding a number of factors, including market rents, economic conditions, and occupancies, could significantly affect these estimates. When impairment exists, the long-lived asset is adjusted to its fair value. In estimating fair value, management uses appraisals, comparable sales, management estimates, and discounted cash flow calculations which utilize inputs from a marketplace participant’s perspective. During the year ended December 31, 2025, we recorded an impairment of approximately $12.9 million related to two undeveloped land parcels.

The value of our properties under development depends on market conditions, including estimates of the project start date, projected construction costs, as well as estimates of demand for multifamily communities. We have reviewed market trends and other marketplace information and have incorporated this information as well as our current outlook into the assumptions we use in our impairment analyses. Due to the judgment and assumptions applied in the impairment analyses, it is possible actual results could differ substantially from those estimated.

We believe the carrying value of our operating real estate assets, properties under development, and land is currently recoverable. However, if market conditions deteriorate or if changes in our development strategy significantly affect any key assumptions used in our fair value estimates, we may need to take material charges in future periods for impairments related to existing assets. Any such material non-cash charges could have an adverse effect on our consolidated financial position and results of operations and therefore could reduce net income.

We believe the primary market risk we face is interest rate risk. We seek to mitigate this risk by following established risk management policies, which includes (i) maintaining prudent levels of fixed and floating rate debt; and (ii) extending and sequencing the maturity dates of our debt where practicable. We also periodically use derivative financial instruments, primarily interest rate swaps with major financial institutions, to manage our exposure to interest rate changes on our floating-rate debt and fair value changes on certain fixed-rate debt. We do not utilize derivative financial instruments for trading or speculative purposes. The table below summarizes our debt as of December 31, 2025 and 2024:

($ in millions)

At December 31, 2025 and 2024, we have an interest rate swap with a notional amount of $500.0 million which converted our $500.0 million principal amount of 5.85% fixed rate senior unsecured notes due November 2026 into a floating rate instrument with an interest rate based on a SOFR index. This interest rate swap was designated and qualified as a fair value hedging instrument. The interest rate swap is considered to be effective at achieving offsetting changes in the fair value of the hedged debt and no ineffectiveness is recognized. The mark-to-market of this fair value hedge is recorded as a gain or loss in interest expense and equally offset by the gain or loss of the underlying debt, which also is recorded in interest expense.

Additionally, at both December 31, 2025 and 2024, we had an unsecured term loan outstanding of approximately $39.9 million. At December 31, 2025 we also had an aggregate principal amount of $590.0 million of Notes outstanding under our commercial paper program. At December 31, 2024 we also had $178.0 million of borrowings under our unsecured revolving credit facility. If interest rates on the variable rate debt listed in the table above would have been 100 basis points higher throughout 2025 and 2024, our annual interest costs would have increased by approximately $11.3 million and $7.2 million, respectively.

For fixed rate debt, interest rate changes affect the fair market value but do not impact net income attributable to common shareholders or cash flows. Holding other variables constant, if interest rates would have been 100 basis points higher as of December 31, 2025, the fair value of our fixed rate debt would have decreased by approximately $117.3 million.

Evaluation of Disclosure Controls and Procedures. We carried out an evaluation, under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report pursuant to the Exchange Act Rules. Based on the evaluation, the Chief Executive Officer and Chief Financial Officer concluded the disclosure controls and procedures as of the end of the period covered by this report are effective to ensure information required to be disclosed by us in our Exchange Act filings is accurately recorded, processed, summarized, and reported within the periods specified in the Securities and Exchange Commission's rules and forms and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Controls. There were no changes in our internal control over financial reporting (identified in connection with the evaluation required by paragraph (d) in Rules 13a-15 and 15d-15 under the Exchange Act) during our most recent fiscal quarter which have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rule 13a-15(f) and 15d-15(f) promulgated under the Securities Exchange Act of 1934 as follows:

A process designed by, or under the supervision of, the Company’s principal executive and principal financial officers, or persons performing similar functions, and effected by the Company's Board of Trust Managers, management, and other personnel, 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 and includes those policies and procedures that:

• Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;
• Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and receipts and expenditures of the Company are being made only in accordance with authorizations of management and Board of Trust Managers of the Company; and
• 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.

Management assessed the effectiveness of our internal control over financial reporting as of December 31, 2025. In making this assessment, management used the criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on our assessment, management concluded our internal control over financial reporting is effective as of December 31, 2025.

Deloitte & Touche LLP, an independent registered public accounting firm, has issued an attestation report regarding the effectiveness of our internal control over financial reporting, which is included herein.

February 12, 2026

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Trust Managers of Camden Property Trust

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Camden Property Trust and subsidiaries (the "Company") as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2025, of the Company and our report dated February 12, 2026, expressed an unqualified opinion on those 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 included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and 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 trust managers 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/ DELOITTE & TOUCHE LLP

Houston, Texas

February 12, 2026

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