Equity Residential: 10-K Risk Factor Changes

2026 vs 2025  ·  SEC EDGAR  ·  2026-07-05
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New Risks
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Removed
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Modified
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Unchanged
🟢 New in Current Filing Severity8/10Det 8

Year Ended December 31,

2025 2024 $Change %Change Net income $ 1,151,949 $ 1,070,975 $ 80,974 7.6 % Adjustments: Property management 133,369 132,739 630 0.5 % General and administrative 65,280 61,653 3,627 5.9 % Depreciation 1,010,400 952,191 58,209 6.1 % Net (gain) loss on sales of real estate…

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2025 2024 $Change %Change Net income $ 1,151,949 $ 1,070,975 $ 80,974 7.6 % Adjustments: Property management 133,369 132,739 630 0.5 % General and administrative 65,280 61,653 3,627 5.9 % Depreciation 1,010,400 952,191 58,209 6.1 % Net (gain) loss on sales of real estate properties (626,388 ) (546,797 ) (79,591 ) 14.6 % Interest and other income (52,440 ) (30,329 ) (22,111 ) 72.9 % Other expenses 60,485 74,051 (13,566 ) (18.3 )% Interest: Expense incurred, net 306,798 285,735 21,063 7.4 % Amortization of deferred financing costs 8,768 7,834 934 11.9 % Income and other tax expense (benefit) 1,585 1,256 329 26.2 % (Income) loss from investments in unconsolidated entities 18,915 8,974 9,941 110.8 % Net (gain) loss on sales of land parcels 80 — 80 100.0 % Total NOI $ 2,078,801 $ 2,018,282 $ 60,519 3.0 % Rental income: Same store $ 2,821,804 $ 2,749,354 $ 72,450 2.6 % Non-same store/other 272,155 230,754 41,401 17.9 % Total rental income 3,093,959 2,980,108 113,851 3.8 % Operating expenses: Same store 904,887 872,799 32,088 3.7 % Non-same store/other 110,271 89,027 21,244 23.9 % Total operating expenses 1,015,158 961,826 53,332 5.5 % NOI: Same store 1,916,917 1,876,555 40,362 2.2 % Non-same store/other 161,884 141,727 20,157 14.2 % Total NOI $ 2,078,801 $ 2,018,282 $ 60,519 3.0 % See Note 16 in the Notes to Consolidated Financial Statements for our disclosure of reportable segments. The comparison discussions provided below detail the changes in results for the year ended December 31, 2025 as compared to the year ended December 31, 2024. •The increase in same store rental income is primarily driven by good demand and modest supply across most of our markets. The increase in same store rental income is primarily driven by good demand and modest supply across most of our markets. •The increase in same store operating expenses is due primarily to: The increase in same store operating expenses is due primarily to: •Real estate taxes – An $8.1 million increase due to escalation in rates and assessed values; Real estate taxes – An $8.1 million increase due to escalation in rates and assessed values; •Utilities – An $11.3 million increase primarily driven by higher commodity prices, higher sewer and trash rates and higher water usage in Southern California; and Utilities – An $11.3 million increase primarily driven by higher commodity prices, higher sewer and trash rates and higher water usage in Southern California; and •Repairs and maintenance – A $6.2 million increase primarily driven by costs associated with the implementation of various resident technology initiatives (including bulk Wi-Fi programs). Repairs and maintenance – A $6.2 million increase primarily driven by costs associated with the implementation of various resident technology initiatives (including bulk Wi-Fi programs). •Non-same store/other NOI results consist primarily of properties acquired in calendar years 2024 and 2025, operations from the Company’s development properties, other corporate operations and operations prior to disposition from 2024 and 2025 sold properties. The increase in NOI is primarily a result of the Company's 2025 and significant second half of 2024 net acquisition activity, which is positively impacting 2025 results. Non-same store/other NOI results consist primarily of properties acquired in calendar years 2024 and 2025, operations from the Company’s development properties, other corporate operations and operations prior to disposition from 2024 and 2025 sold properties. The increase in NOI is primarily a result of the Company's 2025 and significant second half of 2024 net acquisition activity, which is positively impacting 2025 results. •The increase in consolidated total NOI is a result of the Company’s higher NOI from non-same store properties as noted above and higher NOI from same store properties, largely due to improvement in same store revenues and the Company's continued focus The increase in consolidated total NOI is a result of the Company’s higher NOI from non-same store properties as noted above and higher NOI from same store properties, largely due to improvement in same store revenues and the Company's continued focus 33 33 Table of Contents Table of Contents Table of Contents on same store expense efficiency.See the Same Store Results section below for additional discussion of those results. See the reconciliation table of net income per the consolidated statements of operations to NOI above for the dollar and percentage changes related to the comparison discussions provided below.Property management expenses include off-site expenses associated with the self-management of the Company’s properties as well as management fees paid to any third-party management companies. The increase during the year ended December 31, 2025 as compared to 2024 is primarily attributable to increases in training and marketing expenses, information technology expenses and legal and professional fees, partially offset by decreases in workforce/contractors costs and payroll-related costs.General and administrative expenses, which include corporate operating expenses, increased during the year ended December 31, 2025 as compared to 2024, primarily due to increases in payroll-related costs and other public company costs. Depreciation expense increased during the year ended December 31, 2025 as compared to 2024, primarily as a result of additional depreciation expense on properties acquired in 2024 and 2025 and development properties placed in service during 2024 and 2025, partially offset by lower depreciation from properties sold in 2024 and 2025.Net gain on sales of real estate properties increased during the year ended December 31, 2025 as compared to 2024, primarily as a result of a higher dollar sales volume and the mix of properties sold in 2025 vs. 2024. Interest and other income increased during the year ended December 31, 2025 as compared to 2024, primarily due to a net increase in realized/unrealized gains on various investment securities, interest income on mortgages receivable and an employment tax refund received in 2025 but not in 2024, partially offset by lower insurance/litigation settlement proceeds received during 2025 as compared to 2024.Other expenses decreased during the year ended December 31, 2025 as compared to 2024, primarily due to a decrease in advocacy contributions, partially offset by increases in litigation accruals and the write-off of development pursuit costs and overhead.Interest expense, including amortization of deferred financing costs, increased during the year ended December 31, 2025 as compared to 2024, primarily due to higher overall debt balances outstanding and higher overall rates. The effective interest cost on all indebtedness, excluding debt extinguishment costs/prepayment penalties, for the year ended December 31, 2025 was 3.93% as compared to 3.91% in 2024. The Company capitalized interest of approximately $12.4 million and $14.5 million during the years ended December 31, 2025 and 2024, respectively. Loss from investments in unconsolidated entities increased during the year ended December 31, 2025 as compared to 2024, primarily as a result of losses incurred on our unconsolidated development properties which recently started lease-up activities as well as those that recently stabilized and on our real estate technology and other real estate fund investments. For comparison of the year ended December 31, 2024 to the year ended December 31, 2023, refer to Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, included in the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024.Same Store ResultsProperties that the Company owned and were stabilized for all of both 2025 and 2024, which represented 73,465 apartment units, drove the Company’s results of operations. Properties are considered “stabilized” when they have achieved 90% Physical Occupancy for three consecutive months. on same store expense efficiency. on same store expense efficiency. See the Same Store Results section below for additional discussion of those results. See the reconciliation table of net income per the consolidated statements of operations to NOI above for the dollar and percentage changes related to the comparison discussions provided below. Property management expenses include off-site expenses associated with the self-management of the Company’s properties as well as management fees paid to any third-party management companies. The increase during the year ended December 31, 2025 as compared to 2024 is primarily attributable to increases in training and marketing expenses, information technology expenses and legal and professional fees, partially offset by decreases in workforce/contractors costs and payroll-related costs. General and administrative expenses, which include corporate operating expenses, increased during the year ended December 31, 2025 as compared to 2024, primarily due to increases in payroll-related costs and other public company costs. Depreciation expense increased during the year ended December 31, 2025 as compared to 2024, primarily as a result of additional depreciation expense on properties acquired in 2024 and 2025 and development properties placed in service during 2024 and 2025, partially offset by lower depreciation from properties sold in 2024 and 2025. Net gain on sales of real estate properties increased during the year ended December 31, 2025 as compared to 2024, primarily as a result of a higher dollar sales volume and the mix of properties sold in 2025 vs. 2024. Interest and other income increased during the year ended December 31, 2025 as compared to 2024, primarily due to a net increase in realized/unrealized gains on various investment securities, interest income on mortgages receivable and an employment tax refund received in 2025 but not in 2024, partially offset by lower insurance/litigation settlement proceeds received during 2025 as compared to 2024. Other expenses decreased during the year ended December 31, 2025 as compared to 2024, primarily due to a decrease in advocacy contributions, partially offset by increases in litigation accruals and the write-off of development pursuit costs and overhead. Interest expense, including amortization of deferred financing costs, increased during the year ended December 31, 2025 as compared to 2024, primarily due to higher overall debt balances outstanding and higher overall rates. The effective interest cost on all indebtedness, excluding debt extinguishment costs/prepayment penalties, for the year ended December 31, 2025 was 3.93% as compared to 3.91% in 2024. The Company capitalized interest of approximately $12.4 million and $14.5 million during the years ended December 31, 2025 and 2024, respectively. Loss from investments in unconsolidated entities increased during the year ended December 31, 2025 as compared to 2024, primarily as a result of losses incurred on our unconsolidated development properties which recently started lease-up activities as well as those that recently stabilized and on our real estate technology and other real estate fund investments. For comparison of the year ended December 31, 2024 to the year ended December 31, 2023, refer to Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, included in the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024.

🟢 New in Current Filing Same Store Results 🔒
🟢 New in Current Filing PhysicalOccupancy 🔒
🟢 New in Current Filing December 31, 🔒
🟢 New in Current Filing December 31, 2024 🔒
🟢 New in Current Filing Standard & Poor’s 🔒
🟢 New in Current Filing Year Ended December 31, 🔒
🔴 No Match in Current Filing Risks Related to our Business Strategy 🔒
🟢 New in Current Filing AverageApartment Units 🔒
🟢 New in Current Filing Apartment Units 🔒
🟢 New in Current Filing Expansion Markets: 🔒
🟢 New in Current Filing Total Development Projects 🔒
🟢 New in Current Filing Maximum Number of Common Shares that May Yet Be Purchased Under the Plans or Programs (1), (3) 🔒
🟢 New in Current Filing Forward-Looking Statements 🔒
🟢 New in Current Filing See Item 1, Business, for discussion regarding the Company’s business objectives and operating and investing strategies. 🔒
🟢 New in Current Filing Year Ended December 31 🔒
🟢 New in Current Filing Total ConsolidatedProperties 🔒
🟢 New in Current Filing Short-Term Liquidity and Cash Proceeds 🔒
🟢 New in Current Filing February 6, 2026 🔒
🟢 New in Current Filing Long-Term Financing and Capital Needs 🔒
🟢 New in Current Filing DebtBalances 🔒
🟢 New in Current Filing FloatingRate 🔒
🟢 New in Current Filing Definitions 🔒
🟢 New in Current Filing Critical Accounting Policies and Estimates 🔒
🟢 New in Current Filing (a) Evaluation of Disclosure Controls and Procedures: 🔒
🟢 New in Current Filing (b) Management’s Report on Internal Control over Financial Reporting: 🔒
🟢 New in Current Filing (a) Evaluation of Disclosure Controls and Procedures: 🔒
🟢 New in Current Filing (b) Management’s Report on Internal Control over Financial Reporting: 🔒
🟢 New in Current Filing Trustees, Executive Officers and Corporate Governance; Executive Compensation; Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters; Certain Relationships and Related Transactions, and Trustee Independence; and Principal Accountant Fees and Services 🔒
🟢 New in Current Filing Number of securitiesremaining availablefor future issuanceunder equitycompensation plans(excluding securitiesin column (a)) 🔒
🟢 New in Current Filing EXHIBIT INDEX 🔒
🟡 Modified General Risk Factors 🔒
🟢 New in Current Filing Established Markets: 🔒
🟢 New in Current Filing ApartmentUnits 🔒
🟢 New in Current Filing ApartmentUnits 🔒
🟢 New in Current Filing Projects Under Development: 🔒
🟢 New in Current Filing Projects Completed Not Stabilized: 🔒
🟢 New in Current Filing Projects Completed and Stabilized During the Quarter: 🔒
🟢 New in Current Filing Projects Under Development: 🔒
🟢 New in Current Filing Projects Completed and Stabilized During the Quarter: 🔒
🟢 New in Current Filing 2024 and 2025 Transactions 🔒
🟢 New in Current Filing AcquisitionCap Rate 🔒
🟢 New in Current Filing DispositionYield 🔒
🟢 New in Current Filing AcquisitionCap Rate 🔒
🟢 New in Current Filing DispositionYield 🔒
🟢 New in Current Filing Comparison of the year ended December 31, 2025 to the year ended December 31, 2024 🔒
🟢 New in Current Filing Liquidity and Capital Resources 🔒
🟢 New in Current Filing Statements of Cash Flows 🔒
🟢 New in Current Filing (Amounts in thousands except for share/unit and per share amounts) 🔒
🟢 New in Current Filing Total Market Capitalization 🔒
🟢 New in Current Filing (Amounts in thousands except for unit and per unit amounts) 🔒
🟢 New in Current Filing Total Market Capitalization 🔒
🟢 New in Current Filing Funds From Operations and Normalized Funds From Operations 🔒
🟢 New in Current Filing (c) Changes in Internal Control over Financial Reporting: 🔒
🟢 New in Current Filing (c) Changes in Internal Control over Financial Reporting: 🔒
🟡 Modified Regulatory and Tax Risks 🔒
55 more changes in this filing

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