Form 8-K

8-K — ESSEX PROPERTY TRUST, INC.

Accession: 0001140361-26-017477

Filed: 2026-04-28

Period: 2026-04-28

CIK: 0000920522

SIC: 6798 (REAL ESTATE INVESTMENT TRUSTS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ef20071359_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ef20071359_ex99-1.htm)

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8-K

8-K (Primary)

Filename: ef20071359_8k.htm · Sequence: 1

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 28, 2026

ESSEX PROPERTY TRUST, INC.

ESSEX PORTFOLIO, L.P.

(Exact Name of Registrant as Specified in Its Charter)

001-13106 (Essex

Property Trust, Inc.)

333-44467-01 (Essex

Portfolio, L.P.)

(Commission File Number)

Maryland (Essex Property Trust, Inc.)

77-0369576 (Essex Property Trust, Inc.)

California (Essex Portfolio, L.P.)

77-0369575 (Essex Portfolio, L.P.)

(State or Other Jurisdiction of Incorporation)

(I.R.S. Employer Identification No.)

1100 Park Place, Suite 200

San Mateo, CA 94403

(Address of principal executive offices, including zip code)

(650) 655-7800

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the

following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, $.0001 par value (Essex Property Trust, Inc.)

ESS

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this

chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

Essex Property Trust, Inc.

Emerging growth company

☐

Essex Portfolio, L.P.

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new

or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02.

Results of Operations and Financial Condition.

On April 28, 2026, Essex Property Trust, Inc. (the “Company”) issued a press release and supplemental information announcing the Company’s financial results for the

three months ended March 31, 2026. The Company has posted a copy of the press release and supplemental information on the Company’s website at www.essex.com. A copy of the press release and supplemental information is attached hereto as

Exhibit 99.1 and incorporated by reference herein.

The information in this report (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the

Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1

Press Release and Supplemental Information for the three months ended March 31, 2026.

104

Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrants have duly caused this report to be

signed on their behalf by the undersigned, hereunto duly authorized.

Date: April

28, 2026

ESSEX PROPERTY TRUST, INC.

/s/ Barbara Pak

Name:

Barbara Pak

Title:

Executive Vice President and Chief Financial Officer

ESSEX PORTFOLIO, L.P.

By:

Essex Property Trust, Inc.

Its:

General Partner

/s/ Barbara Pak

Name:

Barbara Pak

Title:

Executive Vice President and Chief Financial Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ef20071359_ex99-1.htm · Sequence: 2

Exhibit 99.1

First Quarter 2026

Earnings Release and Supplemental Data

Table of Contents

Earnings Press Release

Pages 1 - 8

Consolidated Operating Results

S-1 & S-2

Consolidated Funds from Operations

S-3

Consolidated Balance Sheets

S-4

Debt Summary

S-5

Capitalization Data, Public Bond Covenants, Credit Ratings and Selected Credit Ratios

S-6

Portfolio Summary by County

S-7

Operating Income by Quarter

S-8

Same-Property Revenue Results by County, Quarter-to-Date

S-9

Same-Property Operating Expenses, Quarter-to-Date

S-10

Development Pipeline

S-11

Capital Expenditures

S-12

Co-Investments and Preferred Equity Investments

S-13

Summary of Apartment Community Acquisitions and Dispositions Activity

S-14

Assumptions for 2026 FFO Guidance Range

S-15

Reconciliation of Projected EPS, FFO and Core FFO per diluted share

S-15.1

MSA Level Supply Forecast: 2025A – 2026E

S-16

Reconciliations of Non-GAAP Financial Measures and Other Terms

S-17.1 – S-17.4

1100 Park Place Suite 200 San Mateo California 94403 telephone 650 655 7800 facsimile 650 655 7810

www.essex.com

Table of Contents

Essex Announces First Quarter 2026 Results

San Mateo, California—April 28, 2026—Essex Property Trust, Inc. (NYSE: ESS) (the “Company”)

announced today its first quarter 2026 earnings results and related business activities.

Net Income, Funds from Operations (“FFO”), and Core FFO per diluted share for the three-month period ended March 31, 2026 are detailed below.

Three Months Ended

March 31,

%

2026

2025

Change

Per Diluted Share

Net Income

$1.65

$3.16

-47.8%

Total FFO

$4.17

$3.97

5.0%

Core FFO

$4.06

$3.97

2.3%

Recent Highlights:

•

Reported Net Income per diluted share for the first quarter of 2026 of $1.65, compared to $3.16 in the first quarter of 2025. The decrease is mainly attributable to gain on sale of real estate

and land recognized in the first quarter of 2025.

•

Grew Core FFO per diluted share by 2.3% compared to the first quarter of 2025, exceeding the midpoint of the Company’s guidance range by $0.11. The outperformance was primarily driven by

favorable same-property net operating income (“NOI”).

•

Achieved same-property revenue and NOI growth of 2.9% and 4.1%, respectively, compared to the first quarter of 2025. On a sequential basis, same-property revenue and NOI improved 0.7% and 1.3%,

respectively.

•

Repurchased $61.9 million of common stock year-to-date, including commissions, at an average price per share of $243.76.

•

Increased the dividend by 0.8% to an annual distribution of $10.36 per common share, the Company’s 32nd consecutive annual increase.

•

Reaffirmed the full-year guidance ranges for Core FFO per diluted share, same-property revenue, expenses, and NOI.

•

As of March 31, 2026, the Company’s immediately available liquidity was over $1.7 billion.

1100 Park Place Suite 200 San Mateo California 94403 telephone 650 655 7800 facsimile 650 655 7810

www.essex.com

Table of Contents

Same-Property Operations

Same-property operating results exclude any properties that are not comparable for the periods presented. The table below illustrates the percentage change in

same-property revenue on a year-over-year and sequential basis for the three-month period ended March 31, 2026:

Revenue Change

Q1 2026

vs. Q1 2025

Q1 2026

vs. Q4 2025

% of Total Q1

2026 Revenue

Southern California

Los Angeles County

1.7%

-0.2%

17.0%

Orange County

2.9%

0.0%

10.1%

San Diego County

2.6%

0.8%

9.9%

Ventura County

1.9%

0.2%

4.7%

Total Southern California

2.2%

0.1%

41.7%

Northern California

Santa Clara County

4.6%

1.2%

20.8%

Alameda County

3.0%

0.6%

7.0%

San Mateo County

4.9%

1.4%

4.5%

Contra Costa County

1.5%

1.2%

5.1%

San Francisco

4.3%

4.2%

3.0%

Total Northern California

3.9%

1.4%

40.4%

Seattle Metro

2.3%

0.5%

17.9%

Same-Property Portfolio

2.9%

0.7%

100.0%

The table below illustrates the components that drove the change in same-property revenue on a year-over-year and sequential basis for the three-month period ended

March 31, 2026:

Same-Property Revenue Components

Q1 2026

vs. Q1 2025

Q1 2026

vs. Q4 2025

Scheduled Rents

2.2%

0.3%

Delinquency

0.1%

0.0%

Cash Concessions

-0.1%

0.2%

Vacancy

0.2%

0.2%

Other Income

0.5%

0.0%

Q1 2026 Same-Property Revenue Growth

2.9%

0.7%

- 2 -

Table of Contents

Year-Over-Year Change

Q1 2026 compared to Q1 2025

Revenue

Operating

Expenses

NOI

Southern California

2.2%

1.9%

2.3%

Northern California

3.9%

0.2%

5.6%

Seattle Metro

2.3%

-3.4%

4.9%

Same-Property Portfolio

2.9%

0.2%

4.1%

Sequential Change

Q1 2026 compared to Q4 2025

Revenue

Operating

Expenses

NOI

Southern California

0.1%

-1.8%

0.9%

Northern California

1.4%

0.1%

1.9%

Seattle Metro

0.5%

-0.8%

1.0%

Same-Property Portfolio

0.7%

-0.9%

1.3%

Financial Occupancies

Quarter Ended

3/31/2026

12/31/2025

3/31/2025

Southern California

96.1%

96.4%

95.8%

Northern California

96.9%

96.4%

96.7%

Seattle Metro

96.6%

96.1%

96.2%

Same-Property Portfolio

96.5%

96.4%

96.3%

Balance Sheet and Liquidity

Common Stock and Liquidity

In the first quarter of 2026, the Company repurchased 205,740 shares of its common stock through the Company’s stock repurchase plan, totaling $50.2 million,

including commissions, at an average price per share of $244.06.

Subsequent to quarter end, the Company repurchased 48,261 shares of its common stock through the Company’s stock repurchase plan, totaling $11.7 million, including

commissions, at an average price per share of $242.47. Year-to-date, the Company has repurchased $61.9 million of its common stock, including commissions, at an average price per share of $243.76. As of April 27, 2026, the Company has $240.8

million of purchase authority remaining under its stock repurchase plan.

As of March 31, 2026, the Company had over $1.7 billion in liquidity via undrawn capacity on its unsecured credit facilities, cash and cash

equivalents, and marketable securities.

- 3 -

Table of Contents

Guidance

For the first quarter of 2026, the Company

exceeded the midpoint of the guidance range provided in its fourth quarter 2025 earnings release for Core FFO by $0.11 per diluted share, of which $0.08 is attributable to same-property NOI.

The following table provides a reconciliation of first quarter 2026 Core FFO per diluted share to the midpoint of the guidance provided in the Company’s fourth

quarter 2025 earnings release.

Per Diluted

Share

Guidance midpoint of Core FFO per diluted share for Q1 2026

$

3.95

NOI from Consolidated Communities

0.09

FFO from Co-Investments

0.02

Core FFO per diluted share for Q1 2026 reported

$

4.06

2026 Full-Year and Second Quarter Guidance

Per Diluted Share (1)

Previous

Range

Current

Range

Current

Midpoint

Change at

Midpoint

Net Income

$5.55 - $6.05

$5.62 - $6.12

$5.87

+$ 0.07

Total FFO

$15.54 - $16.04

$15.71 - $16.21

$15.96

+$ 0.17

Core FFO

$15.69 - $16.19

$15.69 - $16.19

$15.94

-

Q2 2026 Core FFO

N/A

$3.92 - $4.04

$3.98

N/A

Same-Property Portfolio Growth (2)

Revenues

1.70% to 3.10%

1.70% to 3.10%

2.40%

-

Operating Expenses

2.50% to 3.50%

2.50% to 3.50%

3.00%

-

Net Operating Income

0.80% to 3.40%

0.80% to 3.40%

2.10%

-

(1)

Full-Year 2026 guidance updated to include an additional $90 million in early structured finance redemptions set to occur in the second quarter of 2026, which was not previously expected in the

original plan. For additional details, please refer to page S-15 of the supplemental financial information.

(2)

Reflects guidance on a cash basis based on 52,135 apartment homes. On a GAAP basis, the midpoints of the Company’s same-property revenue and NOI guidance are 2.50% and 2.20%, respectively.

Conference Call with Management

The Company will host an earnings conference call with management to discuss its quarterly results on Wednesday, April 29, 2026 at 10:00 a.m. PT (1:00 p.m. ET),

which will be broadcast live via the Internet at www.essex.com, and accessible via phone by dialing toll-free, (877) 407-0784, or toll/international, (201) 689-8560. No passcode is necessary.

A rebroadcast of the live call will be available online for 30 days and digitally

for 7 days. To access the replay online, go to www.essex.com and select the first quarter 2026 earnings link. To access the replay, dial (844) 512-2921 using the replay pin number 13759660. If you are unable to access the information via the Company’s website, please contact the Investor Relations Department at investors@essex.com or calling (650) 655-7800.

- 4 -

Table of Contents

Upcoming Events

The Company is scheduled to participate in the National Association of Real Estate Investment Trusts (“Nareit”) REITweek in New York being held June 1-4, 2026. The

Company’s President and Chief Executive Officer, Angela L. Kleiman, will present at the conference on June 3, 2026 at 3:30 p.m. ET. The presentation will be webcast and can be accessed on the Investors section of the Company’s website at www.essex.com.

A copy of any materials provided by the Company at the conference will also be made available on the Investors section of the Company’s website.

Corporate Profile

Essex Property Trust, Inc., an S&P 500 company, is a fully integrated real estate investment trust (REIT) that acquires, develops,

redevelops, and manages multifamily residential properties in selected West Coast markets. Essex currently has ownership interests in 259 apartment communities comprising over 63,000 apartment homes with an additional property in active

development. Additional information about the Company can be found on the Company’s website at www.essex.com.

This press release and accompanying supplemental financial information has been furnished to the Securities and Exchange Commission electronically on Form 8-K and

can be accessed from the Company’s website at www.essex.com. If you are unable to obtain the information via the Web, please contact the Investor Relations Department at (650) 655-7800.

FFO Reconciliation

FFO, as defined by the National Association of Real Estate Investment Trusts (“Nareit”), is generally

considered by industry analysts as an appropriate measure of performance of an equity REIT. Generally, FFO adjusts the net income of equity REITs for non-cash charges such as depreciation and amortization of rental properties, impairment

charges, gains on sales of real estate and extraordinary items. Management considers FFO and FFO which excludes non-core items, which is referred to as “Core FFO,” to be useful supplemental operating performance measures of an equity REIT

because, together with net income and cash flows, FFO and Core FFO provide investors with additional bases to evaluate the operating performance and ability of a REIT to incur and service debt and to fund acquisitions and other capital

expenditures and to pay dividends. By excluding gains or losses related to sales of depreciated operating properties and land and excluding real estate depreciation (which can vary among owners of identical assets in similar condition based on

historical cost accounting and useful life estimates), FFO can help investors compare the operating performance of a real estate company between periods or as compared to different companies. By further adjusting for items that are not

considered part of the Company’s core business operations, Core FFO allows investors to compare the core operating performance of the Company to its performance in prior reporting periods and to the operating performance of other real estate

companies without the effect of items that by their nature are not comparable from period to period and tend to obscure the Company’s actual operating results. FFO and Core FFO do not represent net income or cash flows from operations as

defined by U.S. generally accepted accounting principles (“GAAP”) and are not intended to indicate whether cash flows will be sufficient to fund cash needs. These measures should not be considered as alternatives to net income as an indicator

of the REIT's operating performance or to cash flows as a measure of liquidity. FFO and Core FFO do not measure whether cash flow is sufficient to fund all cash needs including principal amortization, capital improvements and distributions to

stockholders. FFO and Core FFO also do not represent cash flows generated from operating, investing or financing activities as defined under GAAP. Management has consistently applied the Nareit definition of FFO to all periods presented.

However, there is judgment involved and other REITs’ calculation of FFO may vary from the Nareit definition for this measure, and thus their disclosures of FFO may not be comparable to the Company’s calculation.

- 5 -

Table of Contents

The following table sets forth the Company’s calculation of FFO and Core FFO per diluted share for the three-month periods ended March 31, 2026 and 2025 (dollars

in thousands, except for share and per share amounts):

Three Months Ended

March 31,

2026

2025

Net income available to common stockholders

$

106,186

$

203,110

Adjustments:

Depreciation and amortization

154,895

151,287

Gains not included in FFO

-

(111,360

)

Depreciation and amortization from unconsolidated co-investments

13,316

14,378

Noncontrolling interest related to Operating Partnership units

3,669

7,279

Depreciation attributable to third party ownership and other

(38

)

(46

)

Funds from Operations attributable to common stockholders and unitholders

$

278,028

$

264,648

FFO per share – diluted

$

4.17

$

3.97

Tax expense (benefit) on unconsolidated technology co-investments

$

3,614

$

(163

)

Realized and unrealized losses on marketable securities, net

1,726

91

Provision for credit losses

34

(3

)

Equity income from unconsolidated technology co-investments

(17,036

)

(1,716

)

Loss on early retirement of debt

-

762

General and administrative and other, net (1)

4,546

1,276

Insurance reimbursements, legal settlements, and other, net

(51

)

(361

)

Core Funds from Operations attributable to common stockholders and unitholders

$

270,861

$

264,534

Core FFO per share – diluted

$

4.06

$

3.97

Weighted average number of shares outstanding diluted (2)

66,688,617

66,656,852

(1)

Includes political advocacy costs of $1.6 million and $0.1 million for the three months

ended March 31, 2026 and 2025, respectively.

(2)

Assumes conversion of all outstanding limited partnership units in the Operating Partnership into shares of the Company’s common stock and excludes DownREIT

limited partnership units.

Net Operating Income (“NOI”) and Same-Property NOI Reconciliations

NOI and Same-Property NOI are considered by management to be important supplemental performance measures to earnings from operations included in the Company’s

consolidated statements of income. The presentation of same-property NOI assists with the presentation of the Company’s operations prior to the allocation of depreciation and any corporate-level or financing-related costs. NOI reflects the

operating performance of a community and allows for an easy comparison of the operating performance of individual communities or groups of communities. In addition, because prospective buyers of real estate have different financing and

overhead structures, with varying marginal impacts to overhead by acquiring real estate, NOI is considered by many in the real estate industry to be a useful measure for determining the value of a real estate asset or group of assets. The

Company defines same-property NOI as same-property revenue less same-property operating expenses, including property taxes. Please see the reconciliation of earnings from operations to NOI and same-property NOI, which in the table below is

the NOI for stabilized properties consolidated by the Company for the periods presented (dollars in thousands):

- 6 -

Table of Contents

Three Months Ended

March 31,

2026

2025

Earnings from operations

$

155,193

$

257,081

Adjustments:

Corporate-level property management expenses

13,398

12,332

Depreciation and amortization

154,895

151,287

Management and other fees from affiliates

(2,313

)

(2,494

)

General and administrative

20,014

16,292

Gain on sale of real estate and land

-

(111,030

)

NOI

341,187

323,468

Less: Non-same property NOI

(28,118

)

(22,700

)

Same-Property NOI

$

313,069

$

300,768

Safe Harbor Statement Under The Private Litigation Reform Act of 1995:

This press release includes “forward-looking statements” within the meaning of

Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are statements which are not historical facts, including statements regarding the Company's

expectations, estimates, assumptions, hopes, intentions, beliefs and strategies regarding the future. Words such as “expects,” “assumes,” “anticipates,” “may,” “will,” “intends,” “plans,” “projects,” “believes,” “seeks,” “future,”

“estimates,” and variations of such words and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements include, among other things, statements regarding the Company’s second quarter and full-year 2026 guidance (including net income, Total FFO and Core FFO, same-property growth and related assumptions) and anticipated yield on certain investments.

While the Company's management believes the assumptions underlying its forward-looking statements are reasonable, such forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are beyond the

Company’s control, which could cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The

Company cannot assure the future results or outcome of the matters described in these statements; rather, these statements merely reflect the Company’s current expectations of the approximate outcomes of the matters discussed.

Factors that might cause the Company’s actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements include, but are not limited to, the following:   assumptions related to our second quarter and full-year 2026 guidance; occupancy rates and rental demand may be adversely affected by competition and local economic and market conditions; there may be increased

interest rates, inflation, escalated operating costs and possible recessionary impacts; tariffs, geopolitical tensions and regional conflicts, and the related impacts on macroeconomic conditions, including, among other things, interest rates

and inflation; the terms of any refinancing may not be as favorable as the terms of existing indebtedness; the Company’s inability to maintain its investment grade credit rating with the rating agencies; the Company may be unsuccessful in the

management of its relationships with its co-investment partners; the Company may fail to achieve its business objectives; time of actual completion and/or stabilization of development and redevelopment projects; estimates of future income

from an acquired property may prove to be inaccurate; future cash flows may be inadequate to meet operating requirements and/or may be insufficient to provide for dividend payments in accordance with REIT requirements; changes in laws or

regulations and the anticipated or actual impact of future changes in laws or regulations; unexpected difficulties in leasing of future development projects; volatility in financial and securities markets; the Company’s failure to

successfully operate acquired properties; unforeseen consequences from cyber-intrusion; government approvals, actions and initiatives, including the need for

compliance with environmental requirements; and those further risks, special considerations, and other factors referred to in

- 7 -

Table of Contents

the Company’s annual report on Form 10-K for the year ended December 31, 2025,

quarterly reports on Form 10-Q, and those risk factors and special considerations set forth in the Company's other filings with the SEC which may cause the actual results, performance or achievements of the Company to be materially

different from any future results, performance or achievements expressed or implied by such forward-looking statements. All forward-looking statements are made as of the date hereof, the Company assumes no obligation to update or supplement

this information for any reason, and therefore, they may not represent the Company’s estimates and assumptions after the date of this press release.

Definitions and Reconciliations

Non-GAAP financial measures and certain other capitalized terms, as used in this earnings release and supplemental financial information, are defined and further

explained on pages S-17.1 through S-17.4, "Reconciliations of Non-GAAP Financial Measures and Other Terms," of the accompanying supplemental financial information. The supplemental financial information is available on the Company's website

at www.essex.com.

Contact Information

Loren Rainey

Sr. Director, Investor Relations

(650) 655-7800

lrainey@essex.com

- 8 -

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Consolidated Operating Results

(Dollars in thousands, except share and per share amounts)

Three Months Ended

March 31,

2026

2025

Revenues:

Rental and other property

$

482,443

$

462,089

Management and other fees from affiliates

2,313

2,494

484,756

464,583

Expenses:

Property operating

141,256

138,621

Corporate-level property management expenses

13,398

12,332

Depreciation and amortization

154,895

151,287

General and administrative

20,014

16,292

329,563

318,532

Gain on sale of real estate and land

-

111,030

Earnings from operations

155,193

257,081

Interest expense, net (1)

(64,022

)

(61,532

)

Interest and other income

1,036

4,289

Equity income from co-investments

23,615

13,209

Tax (expense) benefit on unconsolidated technology co-investments

(3,614

)

163

Loss on early retirement of debt

-

(762

)

Gain on remeasurement of co-investment

-

330

Net income

112,208

212,778

Net income attributable to noncontrolling interest

(6,022

)

(9,668

)

Net income available to common stockholders

$

106,186

$

203,110

Net income per share - basic

$

1.65

$

3.16

Shares used in income per share - basic

64,454,912

64,314,899

Net income per share - diluted

$

1.65

$

3.16

Shares used in income per share - diluted

64,461,621

64,349,899

(1)

Refer to page S-17.2, the section titled “Interest Expense, Net” for additional information.

See Company’s Form 10-K and

Form 10-Qs filed with the SEC for additional information

S-1

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Consolidated Operating Results - Selected Line Item Detail

(Dollars in thousands)

Three Months Ended

March 31,

2026

2025

Rental and other property

Rental income

$

475,812

$

455,860

Other property

6,631

6,229

Rental and other property

$

482,443

$

462,089

Property operating expenses

Real estate taxes

$

52,125

$

52,594

Utilities

32,662

29,774

Personnel costs

26,522

26,251

Maintenance and repairs

14,182

14,742

Administrative

8,546

8,325

Insurance and other

7,219

6,935

Property operating expenses

$

141,256

$

138,621

Interest and other income

Marketable securities and other income

$

2,745

$

4,016

Realized and unrealized losses on marketable securities, net

(1,726

)

(91

)

Provision for credit losses

(34

)

3

Insurance reimbursements, legal settlements, and other, net

51

361

Interest and other income

$

1,036

$

4,289

Equity income from co-investments

Equity income (loss) from co-investments

$

990

$

(302

)

Income from preferred equity investments

5,589

11,795

Equity income from unconsolidated technology co-investments

17,036

1,716

Equity income from co-investments

$

23,615

$

13,209

Noncontrolling interest

Limited partners of Essex Portfolio, L.P.

$

3,669

$

7,279

DownREIT limited partners' distributions

2,312

2,339

Third-party ownership interest

41

50

Noncontrolling interest

$

6,022

$

9,668

See Company’s Form 10-K and

Form 10-Qs filed with the SEC for additional information

S-2

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Consolidated Funds from Operations (1)

(Dollars in thousands, except share and per share amounts and in footnotes)

Three Months Ended

March 31,

2026

2025

% Change

Funds from operations attributable to common stockholders and unitholders (FFO)

Net income available to common stockholders

$

106,186

$

203,110

Adjustments:

Depreciation and amortization

154,895

151,287

Gains not included in FFO

-

(111,360

)

Depreciation and amortization from unconsolidated co-investments

13,316

14,378

Noncontrolling interest related to Operating Partnership units

3,669

7,279

Depreciation attributable to third party ownership and other

(38

)

(46

)

Funds from operations attributable to common stockholders and unitholders

$

278,028

$

264,648

FFO per share-diluted

$

4.17

$

3.97

5.0%

Components of the change in FFO

Non-core items:

Tax expense (benefit) on unconsolidated technology co-investments

$

3,614

$

(163

)

Realized and unrealized losses on marketable securities, net

1,726

91

Provision for credit losses

34

(3

)

Equity income from unconsolidated technology co-investments

(17,036

)

(1,716

)

Loss on early retirement of debt

-

762

General and administrative and other, net (2)

4,546

1,276

Insurance reimbursements, legal settlements, and other, net

(51

)

(361

)

Core funds from operations attributable to common stockholders and unitholders

$

270,861

$

264,534

Core FFO per share-diluted

$

4.06

$

3.97

2.3%

Weighted average number of shares outstanding diluted (3)

66,688,617

66,656,852

(1)

Refer to page S-17.2, the section titled “Funds from Operations (“FFO”) and Core FFO” for additional information on the Company’s definition and use of FFO and Core FFO.

(2)

Includes political advocacy costs of $1.6 million and $0.1 million for the three months ended March 31, 2026 and 2025, respectively.

(3)

Assumes conversion of all outstanding limited partnership units in the Operating Partnership into shares of the Company's common stock and excludes DownREIT limited partnership units.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-3

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Consolidated Balance Sheets

(Dollars in thousands)

March 31, 2026

December 31, 2025

Real estate investments:

Land and land improvements

$

3,363,169

$

3,363,169

Buildings and improvements

15,121,705

15,073,416

18,484,874

18,436,585

Less: accumulated depreciation

(6,684,573

)

(6,532,003

)

11,800,301

11,904,582

Real estate under development

159,515

157,122

Co-investments

649,313

630,550

12,609,129

12,692,254

Cash and cash equivalents, including restricted cash

47,410

85,586

Marketable securities

96,521

98,070

Notes and other receivables

201,982

141,591

Operating lease right-of-use assets

49,957

50,833

Prepaid expenses and other assets

90,488

90,675

Total assets

$

13,095,487

$

13,159,009

Unsecured debt, net

$

6,017,550

$

6,015,921

Mortgage notes payable, net

784,286

784,348

Lines of credit and commercial paper

4,660

-

Distributions in excess of investments in co-investments

99,316

98,837

Operating lease liabilities

50,531

51,487

Other liabilities

512,000

471,521

Total liabilities

7,468,343

7,422,114

Redeemable noncontrolling interest

25,788

28,263

Equity:

Common stock

6

6

Additional paid-in capital

6,638,007

6,683,514

Distributions in excess of accumulated earnings

(1,208,590

)

(1,148,195

)

Accumulated other comprehensive income, net

6,164

6,047

Total stockholders' equity

5,435,587

5,541,372

Noncontrolling interest

165,769

167,260

Total equity

5,601,356

5,708,632

Total liabilities and equity

$

13,095,487

$

13,159,009

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-4

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Debt Summary - March 31, 2026

(Dollars in thousands, except in footnotes)

Scheduled principal payments, unamortized premiums (discounts) and (debt issuance costs) are as follows - excludes lines of credit and

commercial paper:

Weighted Average

Unsecured

Secured

Total

Weighted

Average

Interest

Rate

Percentage

of Total

Debt

Balance

Outstanding

Interest

Rate

Maturity

in Years

Unsecured Debt, net

Bonds public - fixed rate (1)

$

5,450,000

3.7

%

6.8

2026 (1)

$

450,000

$

99,136

$

549,136

3.5

%

8.0

%

Term loan

600,000

4.0

%

4.5

2027

350,000

84,397

434,397

3.6

%

6.4

%

Unamortized discounts and debt

2028

450,000

68,332

518,332

2.2

%

7.6

%

issuance costs, net

(32,450

)

-

-

2029

500,000

1,456

501,456

4.1

%

7.3

%

Total unsecured debt, net

6,017,550

3.7

%

6.6

2030

850,000

66,592

916,592

3.6

%

13.4

%

Mortgage Notes Payable, net

2031

900,000

1,740

901,740

2.9

%

13.2

%

Fixed rate - secured

528,292

4.7

%

5.1

2032

650,000

1,903

651,903

2.6

%

9.5

%

Variable rate - secured (2)

258,510

2.9

%

13.0

2033

-

330,126

330,126

4.9

%

4.8

%

Unamortized premiums and debt

2034

550,000

2,275

552,275

5.5

%

8.1

%

issuance costs, net

(2,516

)

-

-

2035

400,000

2,487

402,487

5.5

%

5.9

%

Total mortgage notes payable, net

784,286

4.1

%

7.7

2036

350,000

2,719

352,719

5.0

%

5.2

%

Unsecured Lines of Credit and Commercial Paper

Thereafter

600,000

125,639

725,639

3.5

%

10.6

%

Line of credit (3)

-

4.6

%

N/A

Subtotal

6,050,000

786,802

6,836,802

3.7

%

100.0

%

Line of credit (4)

4,660

4.6

%

N/A

Debt Issuance Costs

(29,136

)

(2,388

)

(31,524

)

-

-

Commercial paper (5)

-

-

N/A

(Discounts)/Premiums

(3,314

)

(128

)

(3,442

)

-

-

Total lines of credit and commercial paper

4,660

4.6

%

N/A

Total

$

6,017,550

$

784,286

$

6,801,836

3.7

%

100.0

%

Total debt, net

$

6,806,496

3.7

%

6.7

Capitalized interest for the three months ended March 31, 2026 was approximately $1.3 million.

(1)

In April 2026, the Company repaid its $450 million unsecured notes at maturity.

(2)

$258.5 million of variable rate debt is tax exempt to the note holders.

(3)

This unsecured line of credit facility has a capacity of $1.5 billion, a scheduled maturity date in January 2030 and two 6-month

extension options, exercisable at the Company’s option. The underlying interest rate on this line is SOFR plus 0.775%, which is based on a tiered rate structure tied to the Company's long-term unsecured credit ratings.

(4)

The unsecured line of credit facility has a capacity of $75.0 million. In February 2026, the Company extended the scheduled

maturity from July 2026 to July 2028. The underlying interest rate on this line is SOFR plus 0.775%, which is based on a tiered rate structure tied to the Company's long-term unsecured credit ratings.

(5)

The Company has a commercial paper program under which it can issue unsecured short-term notes, up to $750 million, which are

backstopped by and reduce the borrowing capacity of the Company's $1.5 billion unsecured line of credit facility.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-5

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Capitalization Data, Public Bond Covenants, Credit Ratings and Selected Credit Ratios - March 31, 2026

(Dollars and shares in thousands, except per share amounts)

Capitalization Data

Public Bond Covenants (1)

Actual

Requirement

Total debt, net

$

6,806,496

Common stock and potentially dilutive securities

Debt to Total Assets:

34%

< 65%

Common stock outstanding

64,310

Limited partnership units (1)

2,184

Secured Debt to Total Assets:

4%

< 40%

Options-treasury method

5

Total shares of common stock and potentially dilutive securities

66,499

Interest Coverage:

509%

> 150%

Common stock price per share as of March 31, 2026

$

242.00

Unsecured Debt Ratio (2):

292%

> 150%

Total equity capitalization

$

16,092,758

Selected Credit Ratios (3)

Actual

Total market capitalization

$

22,899,254

Net Indebtedness Divided by Adjusted EBITDAre, normalized and annualized:

5.5

Ratio of debt to total market capitalization

29.7

%

Unencumbered NOI to Adjusted Total NOI:

93%

Credit Ratings

Rating Agency

Rating

Outlook

Moody's

Baa1

Stable

(1)    Refer to page S-17.4 for additional information on the Company's Public

Bond Covenants.

Standard & Poor's

BBB+

Stable

(2)    Unsecured Debt Ratio is unsecured assets (excluding investments

in co-investments) divided by unsecured indebtedness.

(1)    Assumes conversion of all outstanding limited partnership units in the

Operating Partnership into shares of the Company's common stock.

(3)    Refer to pages S-17.1 to S-17.4, the section titled

"Reconciliations of Non-GAAP Financial Measures and Other Terms" for additional information on the Company's Selected Credit Ratios.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-6

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Portfolio Summary by County as of March 31, 2026

Apartment Homes

Average Monthly Rental Rate (1)

Percent of NOI (2)

Region - County

Consolidated

Unconsolidated

Co-investments

Apartment

Homes in

Development (3)

Total

Consolidated

Unconsolidated

Co-investments (4)

Total (4)

Consolidated

Unconsolidated

Co-investments (4)

Total (4)

Southern California

Los Angeles County

9,666

1,586

-

11,252

$

2,739

$

2,575

$

2,725

15.3

%

19.9

%

15.6

%

Orange County

5,741

265

-

6,006

2,735

2,514

2,730

10.8

%

3.3

%

10.3

%

San Diego County

5,449

443

-

5,892

2,703

3,090

2,718

10.1

%

6.4

%

9.9

%

Ventura County and Other

2,760

373

-

3,133

2,533

3,262

2,585

5.0

%

6.9

%

5.1

%

Total Southern California

23,616

2,667

-

26,283

2,706

2,746

2,708

41.2

%

36.5

%

40.9

%

Northern California

Santa Clara County (5)

10,673

997

-

11,670

3,198

3,128

3,194

22.9

%

14.2

%

22.3

%

Alameda County

3,970

1,328

-

5,298

2,644

2,640

2,643

6.4

%

16.9

%

7.1

%

San Mateo County

2,483

195

543

3,221

3,456

3,904

3,473

5.7

%

3.4

%

5.5

%

Contra Costa County

2,619

-

-

2,619

2,778

-

2,778

4.8

%

0.0

%

4.5

%

San Francisco

1,356

537

-

1,893

3,057

3,560

3,140

2.3

%

8.7

%

2.7

%

Total Northern California

21,101

3,057

543

24,701

3,063

3,020

3,060

42.1

%

43.2

%

42.1

%

Seattle Metro

10,899

1,759

-

12,658

2,270

2,166

2,261

16.7

%

20.3

%

17.0

%

Total

55,616

7,483

543

63,642

$

2,756

$

2,723

$

2,753

100.0

%

100.0

%

100.0

%

(1)

Average monthly rental rate is defined as the total scheduled monthly rental income (actual rent for occupied apartment homes plus market rent for

vacant apartment homes) for the quarter ended March 31, 2026, divided by the number of apartment homes as of March 31, 2026.

(2)

Represents the percentage of actual NOI for the quarter ended March 31, 2026. See "Net Operating Income ("NOI") and Same-Property NOI

Reconciliations" on page S-17.3.

(3)

Includes development communities with no rental income.

(4)

At Company's pro rata share.

(5)

Includes all communities in Santa Clara County and one community in Santa Cruz County.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-7

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Operating Income by Quarter (1)

(Dollars in thousands)

Apartment

Homes

Q1 '26

Q4 '25

Q3 '25

Q2 '25

Q1 '25

Rental and other property revenues:

Same-property

52,135

$

442,572

$

439,591

$

437,290

$

434,370

$

430,009

Acquisitions (2)

2,140

20,761

17,712

13,398

11,099

4,570

Non-residential/other, net (3)

1,341

19,225

19,093

19,939

21,974

27,898

Straight-line rent concessions (4)

-

(115

)

927

315

167

(388

)

Total rental and other property revenues

55,616

482,443

477,323

470,942

467,610

462,089

Property operating expenses:

Same-property

129,503

130,636

133,237

125,646

129,241

Acquisitions (2)

8,273

6,873

5,019

4,177

1,946

Non-residential/other, net (3) (5)

3,480

3,991

5,180

5,606

7,434

Total property operating expenses

141,256

141,500

143,436

135,429

138,621

Net operating income (NOI):

Same-property

313,069

308,955

304,053

308,724

300,768

Acquisitions (2)

12,488

10,839

8,379

6,922

2,624

Non-residential/other, net (3) (5)

15,745

15,102

14,759

16,368

20,464

Straight-line rent concessions (4)

(115

)

927

315

167

(388

)

Total NOI

$

341,187

$

335,823

$

327,506

$

332,181

$

323,468

Same-property metrics

Operating margin

71

%

70

%

70

%

71

%

70

%

Annualized turnover

33

%

36

%

44

%

39

%

35

%

Financial occupancy

96.5

%

96.4

%

96.0

%

96.2

%

96.3

%

Delinquency as a % of scheduled rent

0.4

%

0.5

%

0.5

%

0.4

%

0.5

%

Same-property net effective rate growth (6)

New lease

-2.4

%

-4.3

%

-0.6

%

3.3

%

0.4

%

Renewal

3.9

%

4.7

%

4.3

%

4.1

%

4.0

%

Blended

1.4

%

1.0

%

2.5

%

3.8

%

2.7

%

(1)

Includes consolidated communities only.

(2)

Acquisitions include properties acquired which did not have comparable stabilized results as of January 1, 2025.

(3)

Non-residential/other, net consists of revenues generated from retail space, commercial properties, held for sale properties,

disposition properties, properties undergoing significant construction activities that do not meet our redevelopment criteria, properties subject to upcoming ground lease expirations, two communities located in the

California counties of Santa Barbara and Santa Cruz, which the Company does not consider its core markets, and properties without comparable operating results in the reported periods.

(4)

Represents straight-line concessions for residential operating communities. Same-property revenues reflect concessions on a cash

basis. Total Rental and Other Property Revenues reflect concessions on a straight-line basis in accordance with U.S. GAAP.

(5)

Includes other expenses and intercompany eliminations pertaining to self-insurance.

(6)

Represents the percentage change in all lease tradeouts, including the impact of leasing incentives. Prior to 2026, the rate

growth that was previously disclosed was based on the change in similar term lease tradeouts, including the impact of leasing incentives. All prior periods have been updated to conform with the current methodology.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-8

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Same-Property Revenue Results by County - First Quarter 2026 vs. First Quarter 2025 and Fourth Quarter 2025

(Dollars in thousands, except average monthly rental rates)

Q1 '26

Average Monthly Rental Rate

Financial Occupancy

Gross Revenues

Sequential Gross

Revenues

Region - County

Apartment Homes

% of

Actual NOI

Q1 '26

Q1 '25

%

Change

Q1 '26

Q1 '25

%

Change

Q1 '26

Q1 '25

%

Change

Q4 '25

%

Change

Southern California

Los Angeles County

9,189

16.0

%

$

2,678

$

2,653

0.9

%

95.7

%

95.3

%

0.4

%

$

75,672

$

74,417

1.7

%

$

75,806

-0.2

%

Orange County

5,341

10.7

%

2,712

2,655

2.1

%

96.2

%

96.2

%

0.0

%

44,672

43,402

2.9

%

44,664

0.0

%

San Diego County

5,207

10.4

%

2,710

2,675

1.3

%

96.6

%

95.9

%

0.7

%

43,690

42,602

2.6

%

43,361

0.8

%

Ventura County

2,652

5.1

%

2,526

2,480

1.9

%

96.5

%

96.9

%

-0.4

%

21,003

20,613

1.9

%

20,970

0.2

%

Total Southern California

22,389

42.2

%

2,675

2,638

1.4

%

96.1

%

95.8

%

0.3

%

185,037

181,034

2.2

%

184,801

0.1

%

Northern California

Santa Clara County

9,279

21.2

%

3,185

3,072

3.7

%

97.0

%

96.6

%

0.4

%

91,907

87,875

4.6

%

90,778

1.2

%

Alameda County

3,729

6.6

%

2,630

2,577

2.1

%

96.7

%

96.6

%

0.1

%

30,878

29,970

3.0

%

30,681

0.6

%

San Mateo County

1,864

4.5

%

3,398

3,235

5.0

%

97.4

%

97.4

%

0.0

%

19,876

18,947

4.9

%

19,606

1.4

%

Contra Costa County

2,619

5.1

%

2,778

2,743

1.3

%

96.8

%

96.8

%

0.0

%

22,746

22,408

1.5

%

22,486

1.2

%

San Francisco

1,356

2.5

%

3,057

2,905

5.2

%

96.6

%

96.9

%

-0.3

%

13,107

12,561

4.3

%

12,580

4.2

%

Total Northern California

18,847

39.9

%

3,031

2,933

3.3

%

96.9

%

96.7

%

0.2

%

178,514

171,761

3.9

%

176,131

1.4

%

Seattle Metro

10,899

17.9

%

2,270

2,233

1.7

%

96.6

%

96.2

%

0.4

%

79,021

77,214

2.3

%

78,659

0.5

%

Total Same-Property

52,135

100.0

%

$

2,719

$

2,660

2.2

%

96.5

%

96.3

%

0.2

%

$

442,572

$

430,009

2.9

%

$

439,591

0.7

%

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-9

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Same-Property Operating Expenses - Quarter to Date as of March 31, 2026 and 2025

(Dollars in thousands)

Based on 52,135 apartment homes

Q1 '26

Q1 '25

% Change

% of

Operating

Expense

Same-property operating expenses:

Real estate taxes

$

47,229

$

48,541

-2.7

%

36.5

%

Utilities

29,658

27,530

7.7

%

22.9

%

Personnel costs

24,318

24,346

-0.1

%

18.8

%

Maintenance and repairs

12,976

13,576

-4.4

%

10.0

%

Administrative

6,606

6,557

0.7

%

5.1

%

Insurance and other

8,716

8,691

0.3

%

6.7

%

Total same-property operating expenses

$

129,503

$

129,241

0.2

%

100.0

%

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-10

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Development Pipeline - March 31, 2026

(Dollars in millions, except per apartment home amounts in thousands)

Project Name - Location

Ownership

%

Estimated

Apartment

Homes

Estimated

Commercial

sq. feet

Incurred to

Date (1)

Remaining

Costs

Estimated

Total Cost

Cost per

Apartment

Home (2)

Construction

Start

Initial

Occupancy

Stabilized

Operations

Development Projects - Consolidated

7 South Linden - South San Francisco, CA

100%

543

-

$

129

$

182

$

311

$

573

Q1 2025

Q2 2028

Q1 2030

Total Development Projects - Consolidated

543

-

129

182

311

$

573

Land Held for Future Development - Consolidated

Other Projects - Various

100%

-

-

31

-

31

Total Development Pipeline - Consolidated

543

-

$

160

$

182

$

342

(1)

Includes capitalized interest costs of $1.3 million and overhead costs of $0.6 million for the three months ended March 31, 2026.

(2)

Net of the estimated allocation to the retail component of the project, as applicable.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-11

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Capital Expenditures - March 31, 2026 (1)

(Dollars in thousands, except in footnotes and per apartment home amounts)

Revenue Generating Capital Expenditures (2)

Q1 '26

Trailing 4

Quarters

Same-property portfolio

$

7,814

$

72,326

Non-same property portfolio

880

5,117

Total revenue generating capital expenditures

$

8,694

$

77,443

Number of same-property interior renovations

150

2,316

Number of total consolidated interior renovations

150

2,535

Non-Revenue Generating Capital Expenditures (3)

Q1 '26

Trailing 4

Quarters

Non-revenue generating capital expenditures

$

19,639

$

116,560

Average apartment homes in quarter

55,605

55,264

Capital expenditures per apartment home

$

353

$

2,109

(1)

The Company incurred $4.8 million of capitalized overhead related to redevelopment in Q1 2026.

(2)

Represents revenue generating expenditures, such as full-scale redevelopments, interior unit turn renovations, enhanced amenities, certain

sustainability initiatives that generate higher revenues or expense savings and accessory dwelling units.

(3)

Represents roof replacements, paving, building and mechanical systems, exterior painting, siding, etc. Non-revenue generating capital

expenditures does not include costs related to retail, furniture and fixtures, expenditures in which the Company has been reimbursed or expects to be reimbursed, and expenditures incurred due to changes in governmental

regulation that the Company would not have incurred otherwise.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-12

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Co-investments and Preferred Equity Investments - March 31, 2026

(Dollars in thousands, except in footnotes)

Weighted

Average

Essex

Ownership

Percentage

Apartment

Homes

Total

Undepreciated

Book Value

Debt

Amount

Essex

Book Value

Weighted

Average

Borrowing

Rate (1)

Remaining

Term of Debt

(in Years)

Three Months

Ended

March 31,

2026

Operating and Other Unconsolidated Joint Ventures

NOI

Wesco I, III, IV, V, VI (2)

54%

5,765

$

2,089,835

$

1,370,508

$

71,147

3.3

%

1.9

$

29,805

BEX IV, 500 Folsom

50%

732

617,670

176,400

134,147

3.1

%

20.2

5,319

Other (3)

53%

986

386,728

291,476

112,610

3.5

%

11.3

5,673

Total Operating and Other Unconsolidated Joint Ventures

7,483

$

3,094,233

$

1,838,384

$

317,904

3.3

%

5.1

$

40,797

Essex Portion

of NOI and

Expenses

NOI

$

22,363

Depreciation

(13,316

)

Interest expense and other, net

(8,057

)

Equity income from unconsolidated technology co-investments

17,036

Net income from operating and other co-investments

$

18,026

Weighted

Average

Preferred

Return

Weighted

Average

Expected

Term

Income from

Preferred Equity

Investments

Income from preferred equity investments

$

5,589

Preferred Equity Investments (4)

$

232,093

10.5

%

2.1

$

5,589

Total Co-investments

$

549,997

$

23,615

(1)

Represents the year-to-date annual weighted average borrowing rate.

(2)

As of March 31, 2026, the Company’s investments in Wesco I, Wesco III, and Wesco IV were classified as a liability of

$96.1 million due to distributions received in excess of the Company's investment.

(3)

As of March 31, 2026, the Company’s investment in Expo was classified as a liability of $3.2 million due to

distributions received in excess of the Company's investment. The weighted average Essex ownership percentage excludes our investments in unconsolidated technology co-investments.

(4)

As of March 31, 2026, the Company is invested in 10 preferred equity investments, including one preferred equity

investment held by Wesco VII LLC.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-13

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Summary of Apartment Community Acquisitions and Dispositions Activity - Year to date as of March 31, 2026

(Dollars in thousands, except for average monthly rent)

Acquisitions

Property Name

Location

Apartment

Homes

Year Built

Essex

Ownership

Percentage

Entity

Date

Total Contract

Price at

Pro Rata Share

Price per

Apartment Home

Average

Monthly Rent

Neither Essex nor its unconsolidated joint ventures acquired any apartment communities

during the first quarter of 2026.

Dispositions

Property Name

Location

Apartment

Homes

Year Built

Essex

Ownership

Percentage

Entity

Date

Total Contract

Price at

Pro Rata Share

Price per

Apartment Home

Neither Essex nor its unconsolidated joint ventures sold any apartment communities during the first quarter of 2026.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-14

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Assumptions for 2026 FFO Guidance Range

(Dollars in thousands, except per share data)

The guidance projections below are based on current expectations and are forward-looking. The guidance on this page is given for Net Operating Income ("NOI") and Total and Core FFO. See pages S-17.1 to

S-17.4 for the definitions of non-GAAP financial measures and other terms.

Three Months Ended

2026 Full-Year Guidance Range

March 31, 2026 (1)

Low End

High End

Comments about 2026 Full-Year Guidance

Total NOI from Consolidated Communities

$

341,187

$

1,346,000

$

1,374,000

Includes unchanged same-property NOI growth range of

0.8% to 3.4%

Management Fees

$

2,313

8,500

9,500

Interest Expense

Interest expense, before capitalized interest

(65,361

)

(266,100

)

(262,500

)

Interest capitalized

1,339

6,200

7,200

Net interest expense

(64,022

)

(259,900

)

(255,300

)

Recurring Income and Expenses

Interest and other income

2,745

7,200

8,200

Updated to reflect lower interest income from the expected early redemption of a subordinated loan investment

FFO from co-investments

19,895

65,800

68,800

Updated to reflect expectations of two early preferred equity redemptions

General and administrative

(15,468

)

(60,000

)

(64,000

)

Corporate-level property management expenses

(13,398

)

(52,800

)

(54,000

)

Non-controlling interest

(2,391

)

(10,100

)

(9,100

)

Total recurring income and expenses

(8,617

)

(49,900

)

(50,100

)

Non-Core Income and Expenses

Tax expense on unconsolidated co-investments

(3,614

)

(3,614

)

(3,614

)

Realized and unrealized losses on marketable securities, net

(1,726

)

(1,726

)

(1,726

)

Provision for credit losses

(34

)

(34

)

(34

)

Equity income from unconsolidated technology co-investments

17,036

17,036

17,036

General and administrative and other, net

(4,546

)

(10,000

)

(10,000

)

Relates to advocacy and litigation costs

Insurance reimbursements, legal settlements, and other, net

51

51

51

Total non-core income and expenses

7,167

1,713

1,713

Funds from Operations (2)

$

278,028

$

1,046,413

$

1,079,813

Funds from Operations per diluted Share

$

4.17

$

15.71

$

16.21

% Change - Funds from Operations

5.0

%

-1.7

%

1.4

%

Core Funds from Operations (excludes non-core items)

$

270,861

$

1,044,700

$

1,078,100

Core Funds from Operations per diluted Share

$

4.06

$

15.69

$

16.19

% Change - Core Funds from Operations

2.3

%

-1.6

%

1.6

%

EPS - Diluted

$

1.65

$

5.62

$

6.12

Weighted average shares outstanding - FFO calculation

66,689

66,600

66,600

Reflects YTD share repurchases

(1)

All non-core items are excluded from the 2026 actuals and included in the non-core income and expense section of the

FFO reconciliation.

(2)

2026 guidance excludes inestimable projected gain/(loss) on sale of real estate and land, gain/(loss) on sale of

marketable securities, gain/(loss) on early retirement of debt, and promote income until they are realized within the reporting period presented in the report.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-15

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Reconciliation of Projected EPS, FFO and Core FFO per diluted share

With respect to the Company's guidance regarding its projected FFO and Core FFO, which guidance is set forth in the earnings release and on page S-15 of this supplement, a reconciliation of projected net

income per share to projected FFO per share and projected Core FFO per share, as set forth in such guidance, is presented in the table below.

2026 Guidance Range (1)

Three Months

Ended March 31,

2nd Quarter 2026

Full-Year 2026

2026

Low

High

Low

High

EPS - diluted

$

1.65

$

1.36

$

1.48

$

5.62

$

6.12

Conversion from GAAP share count

(0.05

)

(0.05

)

(0.05

)

(0.20

)

(0.20

)

Depreciation and amortization

2.52

2.53

2.53

10.10

10.10

Noncontrolling interest related to Operating Partnership units

0.05

0.05

0.05

0.19

0.19

FFO per share - diluted

$

4.17

$

3.89

$

4.01

$

15.71

$

16.21

Tax expense on unconsolidated co-investments

0.05

-

-

0.05

0.05

Realized and unrealized losses on marketable securities, net

0.03

-

-

0.03

0.03

Provision for credit losses

-

-

-

-

-

Equity income from unconsolidated technology co-investments

(0.26

)

-

-

(0.26

)

(0.26

)

General and administrative and other, net

0.07

0.03

0.03

0.16

0.16

Insurance reimbursements, legal settlements, and other, net

-

-

-

-

-

Core FFO per share - diluted

$

4.06

$

3.92

$

4.04

$

15.69

$

16.19

(1)

2026 guidance excludes inestimable projected gain/(loss) on sale of real estate and land, gain/(loss) on sale of marketable

securities, gain/(loss) on early retirement of debt, and promote income until they are realized within the reporting period presented in the report.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-15.1

Table of Contents

s

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Reconciliations of Non-GAAP Financial Measures and Other Terms

Adjusted EBITDAre Reconciliation

The National Association of Real Estate Investment Trusts ("Nareit”) defines earnings before interest, taxes, depreciation and

amortization for real estate ("EBITDAre") (September 2017 White Paper) as net income (computed in accordance with U.S. generally accepted accounting principles ("U.S. GAAP")) before interest expense, income taxes, depreciation

and amortization expense, and further adjusted for gains and losses from sales of depreciated operating properties, impairment write-downs of depreciated operating properties, impairment write-downs of investments in

unconsolidated entities caused by a decrease in value of depreciated operating properties within the joint venture and adjustments to reflect the Company’s share of EBITDAre of investments in unconsolidated entities.

The Company believes that EBITDAre is useful to investors, creditors and rating agencies as a supplemental measure of the Company’s

ability to incur and service debt because it is a recognized measure of performance by the real estate industry, and by excluding gains or losses related to sales or impairment of depreciated operating properties, EBITDAre can

help compare the Company’s credit strength between periods or as compared to different companies.

Adjusted EBITDAre represents EBITDAre further adjusted for non-comparable items and is a component of the credit ratio, "Net

Indebtedness Divided by Adjusted EBITDAre, normalized and annualized," presented on page S-6, in the section titled "Selected Credit Ratios," and it is not intended to be a measure of free cash flow for management’s

discretionary use, as it does not consider certain cash requirements such as income tax payments, debt service requirements, capital expenditures and other fixed charges.

Adjusted EBITDAre is an important metric in evaluating the credit strength of the Company and its ability to service its debt

obligations. The Company believes that Adjusted EBITDAre is useful to investors, creditors and rating agencies because it allows investors to compare the Company’s credit strength to prior reporting periods and to other

companies without the effect of items that by their nature are not comparable from period to period and tend to obscure the Company’s actual credit quality.

EBITDAre and Adjusted EBITDAre are not recognized measurements under U.S. GAAP. Because not all companies use identical

calculations, the Company's presentation of EBITDAre and Adjusted EBITDAre may not be comparable to similarly titled measures of other companies.

The reconciliations of Net Income available to common stockholders to EBITDAre and Adjusted EBITDAre are presented in the table

below:

(Dollars in thousands)

Three

Months Ended

March 31,

2026

Net income available to common stockholders

$

106,186

Adjustments:

Net income attributable to noncontrolling interest

6,022

Interest expense, net (1)

64,022

Depreciation and amortization

154,895

Income tax provision

108

Co-investment EBITDAre adjustments

21,315

EBITDAre

352,548

Realized and unrealized losses on marketable securities, net

1,726

Provision for credit losses

34

Equity income from unconsolidated technology co-investments

(17,036

)

Tax expense on unconsolidated technology co-investments

3,614

General and administrative and other, net

4,546

Insurance reimbursements, legal settlements, and other, net

(51

)

Adjusted EBITDAre

$

345,381

(1)

Interest expense, net includes items such as gains on derivatives and the amortization of deferred charges.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-17.1

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Reconciliations of Non-GAAP Financial Measures and Other Terms

Annualized Turnover

Annualized turnover is defined as the number of apartment homes turned over during the

quarter, annualized, divided by the total number of apartment homes.

Financial Occupancy

Financial occupancy is defined as the percentage resulting from dividing actual rental income

by total scheduled rental income. Actual rental income represents contractual rental income pursuant to leases without considering delinquency and concessions. Total scheduled rental income represents the value of

all apartment homes, with occupied apartment homes valued at contractual rental rates pursuant to leases and vacant apartment homes valued at estimated market rents.

New Lease Net Effective Rate Growth and Renewal Net Effective Rate Growth

New lease net effective rate growth and renewal net effective rate growth represent the

percentage change in all lease tradeouts, including the impact of leasing incentives. Prior to 2026, the rate growth was based on the change in similar term lease tradeouts, including the impact of leasing

incentives, and all periods presented have been updated to conform with the current methodology.

Disposition Yield

Net operating income that the Company anticipates giving up in the next 12 months less an estimate of property management

costs allocated to the project divided by the gross sales price of the asset.

Acquisition Yield

Net operating income that the Company expects to achieve in the next 12 months less an estimate of property management costs

allocated to the project and less an estimate for capital expenditures per unit divided by the gross sales price of the asset.

Encumbered

Encumbered means any mortgage, deed of trust, lien, charge, pledge, security interest, security agreement or other encumbrance

of any kind.

Funds From Operations ("FFO") and Core FFO

FFO, as defined by Nareit, is generally considered by industry analysts as an appropriate measure of performance of an

equity REIT. Generally, FFO adjusts the net income of equity REITs for non-cash charges such as depreciation and amortization of rental properties, impairment charges, gains on sales of real estate and extraordinary

items. Management considers FFO and FFO which excludes non-core items, which is referred to as “Core FFO,” to be useful supplemental operating performance measures of an equity REIT because, together with net income

and cash flows, FFO and Core FFO provide investors with additional bases to evaluate the operating performance and ability of a REIT to incur and service debt and to fund acquisitions and other capital expenditures and

to pay dividends. By excluding gains or losses related to sales of depreciated operating properties and land and excluding real estate depreciation (which can vary among owners of identical assets in similar condition

based on historical cost accounting and useful life estimates), FFO can help investors compare the operating performance of a real estate company between periods or as compared to different companies. By further

adjusting for items that are not considered part of the Company’s core business operations, Core FFO allows investors to compare the core operating performance of the Company to its performance in prior reporting

periods and to the operating performance of other real estate companies without the effect of items that by their nature are not comparable from period to period and tend to obscure the Company’s actual operating

results.

FFO and Core FFO do not represent net income or cash flows from operations as defined by U.S. GAAP and are not intended to

indicate whether cash flows will be sufficient to fund cash needs. These measures should not be considered as alternatives to net income as an indicator of the REIT's operating performance or to cash flows as a measure

of liquidity. FFO and Core FFO do not measure whether cash flow is sufficient to fund all cash needs including principal amortization, capital improvements and distributions to stockholders. FFO and Core FFO also do

not represent cash flows generated from operating, investing or financing activities as defined under GAAP. Management has consistently applied the Nareit definition of FFO to all periods presented. However, there is

judgment involved and other REITs’ calculation of FFO may vary from the Nareit definition for this measure, and thus their disclosures of FFO may not be comparable to the Company’s calculation.

The reconciliations of FFO and Core FFO per diluted share are detailed on page S-3 in the section titled "Consolidated Funds

From Operations".

Interest Expense, Net

Interest expense, net is presented on page S-1 in the section titled "Consolidated Operating

Results". Interest expense, net includes items such as gains on derivatives and the amortization of deferred charges and is presented in the table below:

Three Months Ended

(Dollars in thousands)

March 31,

2026

March 31,

2025

Interest expense

$

65,564

$

62,732

Adjustments:

Total return swap income

(1,542

)

(1,200

)

Interest expense, net

$

64,022

$

61,532

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-17.2

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Reconciliations of Non-GAAP Financial Measures and Other Terms

Net Indebtedness Divided by Adjusted EBITDAre

This credit ratio is presented on page S-6 in the section titled "Selected Credit Ratios." This credit ratio is calculated by

dividing net indebtedness by Adjusted EBITDAre, as annualized based on the most recent quarter, and adjusted for estimated net operating income from properties acquired or disposed of during the quarter. This ratio is

presented by the Company because it provides rating agencies and investors an additional means of comparing the Company's ability to service debt obligations to that of other companies. Net indebtedness is total debt,

net less unamortized premiums, discounts, debt issuance costs, unrestricted cash and cash equivalents, and marketable securities. The reconciliation of Adjusted EBITDAre is set forth in "Adjusted EBITDAre Reconciliation"

on page S-17.1 The calculation of this credit ratio and a reconciliation of net indebtedness to total debt at pro rata share for co-investments, net is presented in the table below:

(Dollars in thousands)

March 31,

2026

Total consolidated debt, net

$

6,806,496

Total debt from co-investments at pro rata share

974,007

Adjustments:

Consolidated unamortized premiums, discounts, and debt issuance costs

34,966

Pro rata co-investments unamortized premiums, discounts, and debt issuance costs

3,968

Consolidated cash and cash equivalents-unrestricted

(38,005

)

Pro rata co-investment cash and cash equivalents-unrestricted

(40,851

)

Marketable securities

(96,521

)

Net Indebtedness

$

7,644,060

Adjusted EBITDAre, annualized (1)

$

1,381,524

Other EBITDAre normalization adjustments, net, annualized (2)

-

Adjusted EBITDAre, normalized and annualized

$

1,381,524

Net Indebtedness Divided by Adjusted EBITDAre, normalized and annualized

5.5

(1)

Based on the amount for the most recent quarter, multiplied by four.

(2)

Adjustments made for properties in lease-up, acquired, or disposed during the most recent quarter and other partial

quarter activity, multiplied by four.

Net Operating Income ("NOI") and Same-Property NOI Reconciliations

NOI and same-property NOI are considered by management to be important supplemental performance measures to earnings from

operations included in the Company’s consolidated statements of income. The presentation of same-property NOI assists with the presentation of the Company’s operations prior to the allocation of depreciation and any

corporate-level or financing-related costs. NOI reflects the operating performance of a community and allows for an easy comparison of the operating performance of individual communities or groups of communities.

In addition, because prospective buyers of real estate have different financing and overhead structures, with varying marginal

impacts to overhead by acquiring real estate, NOI is considered by many in the real estate industry to be a useful measure for determining the value of a real estate asset or group of assets. The Company defines

same-property NOI as same-property revenues less same-property operating expenses, including property taxes. Please see the reconciliation of earnings from operations to NOI and same-property NOI, which in the table

below is the NOI for stabilized properties consolidated by the Company for the periods presented:

Three Months Ended

(Dollars in thousands)

March 31,

2026

March 31,

2025

Earnings from operations

$

155,193

$

257,081

Adjustments:

Corporate-level property management expenses

13,398

12,332

Depreciation and amortization

154,895

151,287

Management and other fees from affiliates

(2,313

)

(2,494

)

General and administrative

20,014

16,292

Gain on sale of real estate and land

-

(111,030

)

NOI

341,187

323,468

Less: Non-same property NOI

(28,118

)

(22,700

)

Same-Property NOI

$

313,069

$

300,768

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-17.3

Table of Contents

E S S E X  P R O P E R T Y  T R U S T, I N C.

Reconciliations of Non-GAAP Financial Measures and Other Terms

Public Bond Covenants

Public Bond Covenants refer to certain covenants set forth in instruments governing the

Company's unsecured indebtedness. These instruments require the Company to meet specified financial covenants, including covenants relating to net worth, fixed charge coverage, debt service coverage, the amounts

of total indebtedness and secured indebtedness, leverage and certain investment limitations. These covenants may restrict the Company's ability to expand or fully pursue its business strategies. The Company's

ability to comply with these covenants may be affected by changes in the Company's operating and financial performance, changes in general business and economic conditions, adverse regulatory developments or

other events adversely impacting it. The breach of any of these covenants could result in a default under the Company's indebtedness, which could cause those and other obligations to become due and payable. If

any of the Company's indebtedness is accelerated, the Company may not be able to repay it. For risks related to failure to comply with these covenants, see "Item 1A: Risk Factors - Risks Related to Our

Indebtedness and Financings" in the Company's annual report on Form 10-K and other reports filed by the Company with the Securities and Exchange Commission ("SEC").

The ratios set forth on page S-6 in the section titled "Public Bond Covenants" are provided

only to show the Company's compliance with certain specified covenants that are contained in indentures related to the Company's issuance of Senior Notes, which indentures are filed by the Company with the SEC.

See, for example, the indenture and supplemental indenture dated December 12, 2025, filed by the Company as Exhibit 4.1 and Exhibit 4.2 to the Company's Form 8-K, filed on December 12, 2025. These ratios should

not be used for any other purpose, including without limitation to evaluate the Company's financial condition or results of operations, nor do they indicate the Company's covenant compliance as of any other date

or for any other period. The capitalized terms in the disclosure are defined in the indentures filed by the Company with the SEC and may differ materially from similar terms used by other companies that present

information about their covenant compliance.

Same-Property Revenue Growth with Concessions on a GAAP basis

Three Months Ended

(Dollars in millions)

March 31,

2026

March 31,

2025

Reported rental revenue (1)

$

442.6

$

430.0

Straight-line rent impact to rental revenue

(0.2

)

(0.3

)

GAAP rental revenue

$

442.4

$

429.7

% change - reported rental revenue

2.9

%

% change - GAAP rental revenue

3.0

%

(1)

Same-property rental revenue reflects concessions on a cash basis.

Secured Debt

Secured Debt means debt of the Company or any of its subsidiaries which is secured by an encumbrance on any property or

assets of the Company or any of its subsidiaries. The Company's total amount of Secured Debt is set forth on page S-5.

Unencumbered NOI to Adjusted Total NOI

This ratio is presented on page S-6 in the section titled "Selected Credit Ratios".

Unencumbered NOI means the sum of NOI for those real estate assets which are not subject to an encumbrance securing debt. The ratio of Unencumbered NOI to Adjusted Total NOI for the three months ended March 31,

2026, annualized, is calculated by dividing Unencumbered NOI, annualized for the three months ended March 31, 2026 and as further adjusted for pro forma NOI for properties acquired or sold during the recent

quarter, by Adjusted Total NOI as annualized. The calculation and reconciliation of NOI is set forth in "Net Operating Income ("NOI") and Same-Property NOI Reconciliations" above. This ratio is presented by the

Company because it provides rating agencies and investors an additional means of comparing the Company's ability to service debt obligations to that of other companies.

The calculation of this ratio is presented in the table below:

(Dollars in thousands)

Annualized

Q1 '26 (1)

NOI

$

1,364,748

Adjustments:

Pro forma NOI from real estate assets sold and/or acquired

-

Other, net (2)

(6,261

)

Adjusted Total NOI

1,358,487

Less: Encumbered NOI

(92,595

)

Unencumbered NOI

$

1,265,892

Encumbered NOI

$

92,595

Unencumbered NOI

1,265,892

Adjusted Total NOI

$

1,358,487

Unencumbered NOI to Adjusted Total NOI

93

%

(1)

This table is based on the amounts for the most recent quarter, multiplied by four.

(2)

Includes intercompany eliminations pertaining to self-insurance and other expenses.

See Company’s Form 10-K and Form 10-Qs filed with the SEC for additional information

S-17.4

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