[10-Q] JBG SMITH Properties Quarterly Earnings Report

Q: When will LSB Industries (LXU) host its Q2 2025 earnings call?

July 30, 2025 at 10:00 a.m. ET / 9:00 a.m. CT via live webcast.

Q: What period does the press release cover?

The attached Exhibit 99.1 reports second-quarter results for the period ended June 30, 2025 .

Q: Does the 8-K include detailed financial figures?

No. Financial metrics are contained in the separate press release ; the 8-K body provides none.

Q: Is the information in Item 2.02 considered “filed” with the SEC?

It is furnished —not filed—so it is not subject to Section 18 liability unless later incorporated by reference.

Q: Where can investors access the full press release?

Refer to Exhibit 99.1 of this Form 8-K on the SEC’s EDGAR system.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

10-Q

Rhea-AI Filing Summary

LSB Industries, Inc. (NYSE: LXU) filed a Form 8-K to furnish Item 2.02 information. The company released its second-quarter 2025 financial results via an attached press release (Exhibit 99.1) dated July 29, 2025 and scheduled a live webcast conference call for July 30, 2025 at 10:00 a.m. ET / 9:00 a.m. CT to review the quarter. No financial figures are included in the filing itself. All information in Item 2.02 is deemed “furnished,” not “filed,” and is therefore excluded from Exchange Act liability and from incorporation by reference in future SEC filings unless specifically referenced.

Insights

TL;DR: Routine 8-K furnishing Q2 results press release; no financial data disclosed.

This 8-K simply notifies investors that LXU issued its Q2 2025 earnings press release and set a webcast for July 30. Because the actual numbers are in Exhibit 99.1 (not provided here) and the disclosure is furnished under Item 2.02, the filing carries minimal immediate market impact. Investors will need to review the press release to assess performance. Overall, this is a standard procedural filing.

07/29/2025 - 04:17 PM

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Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2025

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

For the transition period from ___________ to ___________

Commission file number 001-37994

JBG SMITH PROPERTIES

________________________________________________________________________________

(Exact name of Registrant as specified in its charter)

Maryland	81-4307010
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
4747 Bethesda Avenue Suite 200 Bethesda MD	20814
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code: (240) 333-3600

_______________________________

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 Shares, par value $0.01 per share	JBGS	New York Stock Exchange

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulations S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

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

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ 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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes ☐ No ☒

As of July 25, 2025, JBG SMITH Properties had 61,724,341 common shares outstanding.

Table of Contents

JBG SMITH PROPERTIES

QUARTERLY REPORT ON FORM 10-Q

QUARTER ENDED JUNE 30, 2025

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION

Item 1.	Financial Statements	Page
	Condensed Consolidated Balance Sheets (unaudited) as of June 30, 2025 and December 31, 2024	3
	Condensed Consolidated Statements of Operations (unaudited) for the three and six months ended June 30, 2025 and 2024	4
	Condensed Consolidated Statements of Comprehensive Loss (unaudited) for the three and six months ended June 30, 2025 and 2024	5
	Condensed Consolidated Statements of Equity (unaudited) for the three and six months ended June 30, 2025 and 2024	6
	Condensed Consolidated Statements of Cash Flows (unaudited) for the six months ended June 30, 2025 and 2024	8
	Notes to Condensed Consolidated Financial Statements (unaudited)	10

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	30
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	48
Item 4.	Controls and Procedures	49

PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	50
Item 1A.	Risk Factors	50
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	50
Item 3.	Defaults Upon Senior Securities	51
Item 4.	Mine Safety Disclosures	51
Item 5.	Other Information	51
Item 6.	Exhibits	52
	Signatures	53

Table of Contents

PART I - FINANCIAL INFORMATION

ITEM 1. Financial Statements

JBG SMITH PROPERTIES

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands, except par value amounts)


	June 30, 2025		December 31, 2024
ASSETS
Real estate, at cost:
Land and improvements	$	995,504	$	1,109,172
Buildings and improvements		3,860,105		4,083,937
Construction in progress, including land		340,944		338,333
		5,196,553		5,531,442
Less: accumulated depreciation		(1,420,865)		(1,419,983)
Real estate, net		3,775,688		4,111,459
Cash and cash equivalents		61,432		145,804
Restricted cash		29,530		37,388
Tenant and other receivables		21,372		23,478
Deferred rent receivable		175,709		170,153
Investments in unconsolidated real estate ventures		93,859		93,654
Deferred leasing costs, net		70,684		69,821
Intangible assets, net		52,863		47,000
Other assets, net		117,076		131,318
Assets held for sale		151,082		190,465
TOTAL ASSETS	$	4,549,295	$	5,020,540

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Liabilities:
Mortgage loans, net	$	1,540,670	$	1,767,173
Revolving credit facility		226,000		85,000
Term loans, net		718,252		717,853
Accounts payable and accrued expenses		81,312		101,096
Other liabilities, net		116,109		115,827
Liabilities related to assets held for sale		956		901
Total liabilities		2,683,299		2,787,850
Commitments and contingencies
Redeemable noncontrolling interests		543,203		423,632
Shareholders' equity:
Preferred shares, $0.01 par value - 200,000 shares authorized; none issued		—		—
Common shares, $0.01 par value - 500,000 shares authorized; 61,945 and 84,500 shares issued and outstanding as of June 30, 2025 and December 31, 2024		620		846
Additional paid-in capital		2,397,255		2,790,403
Accumulated deficit		(1,074,678)		(997,283)
Accumulated other comprehensive income (loss)		(404)		15,092
Total equity		1,322,793		1,809,058
TOTAL LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY	$	4,549,295	$	5,020,540

See accompanying notes to the condensed consolidated financial statements (unaudited).

Table of Contents

JBG SMITH PROPERTIES

Condensed Consolidated Statements of Operations

(Unaudited)

(In thousands, except per share data)


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
REVENUE
Property rental	$	106,509	$	112,536	$	208,008	$	235,172
Third-party real estate services, including reimbursements		14,805		17,397		29,719		35,265
Other revenue		5,165		5,387		9,438		10,067
Total revenue		126,479		135,320		247,165		280,504
EXPENSES
Depreciation and amortization		47,560		51,306		95,147		108,161
Property operating		34,875		36,254		68,312		71,533
Real estate taxes		12,651		14,399		24,823		28,194
General and administrative:
Corporate and other		16,720		17,001		32,277		31,974
Third-party real estate services		13,562		18,650		29,633		40,977
Transaction and other costs		2,846		824		4,757		2,338
Total expenses		128,214		138,434		254,949		283,177
OTHER INCOME (EXPENSE)
Income (loss) from unconsolidated real estate ventures, net		1,091		(226)		499		749
Interest and other income, net		698		3,432		1,223		5,532
Interest expense		(35,571)		(31,973)		(70,771)		(62,133)
Gain on the sale of real estate, net		41,832		89		42,369		286
Gain (loss) on the extinguishment of debt, net		2,234		—		(2,402)		—
Impairment loss		(31,813)		(1,025)		(40,296)		(18,236)
Total other income (expense)		(21,529)		(29,703)		(69,378)		(73,802)
LOSS BEFORE INCOME TAX (EXPENSE) BENEFIT		(23,264)		(32,817)		(77,162)		(76,475)
Income tax (expense) benefit		83		(597)		283		871
NET LOSS		(23,181)		(33,414)		(76,879)		(75,604)
Net loss attributable to redeemable noncontrolling interests		3,940		3,454		11,918		7,988
Net loss attributable to noncontrolling interests		—		5,587		—		10,967
NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	(19,241)	$	(24,373)	$	(64,961)	$	(56,649)
LOSS PER COMMON SHARE - BASIC AND DILUTED	$	(0.29)	$	(0.27)	$	(0.87)	$	(0.63)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED		68,287		91,030		74,867		91,832

See accompanying notes to the condensed consolidated financial statements (unaudited).

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JBG SMITH PROPERTIES

Condensed Consolidated Statements of Comprehensive Loss

(Unaudited)

(In thousands)


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
NET LOSS	$	(23,181)	$	(33,414)	$	(76,879)	$	(75,604)
OTHER COMPREHENSIVE INCOME (LOSS)
Change in fair value of derivative financial instruments		(3,447)		8,020		(12,612)		32,860
Reclassification of net income on derivative financial instruments from accumulated other comprehensive income (loss) into interest expense		(4,668)		(10,471)		(6,330)		(20,892)
Total other comprehensive income (loss)		(8,115)		(2,451)		(18,942)		11,968
COMPREHENSIVE LOSS		(31,296)		(35,865)		(95,821)		(63,636)
Net loss attributable to redeemable noncontrolling interests		3,940		3,454		11,918		7,988
Net loss attributable to noncontrolling interests		—		5,587		—		10,967
Other comprehensive (income) loss attributable to redeemable noncontrolling interests		1,562		434		3,446		(1,592)
Other comprehensive income attributable to noncontrolling interests		—		(505)		—		(1,588)
COMPREHENSIVE LOSS ATTRIBUTABLE TO JBG SMITH PROPERTIES	$	(25,794)	$	(26,895)	$	(80,457)	$	(47,861)

See accompanying notes to the condensed consolidated financial statements (unaudited).

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JBG SMITH PROPERTIES

Condensed Consolidated Statements of Equity

(Unaudited)

(In thousands)


								Accumulated
				Additional				Other
	Common Shares			Paid-In		Accumulated		Comprehensive		Noncontrolling		Total
	Shares	Amount		Capital		Deficit		Income (Loss)		Interests		Equity
BALANCE AS OF MARCH 31, 2025	73,033	$	731	$	2,607,115	$	(1,043,003)	$	6,149	$	—	$	1,570,992
Net loss attributable to common shareholders	—		—		—		(19,241)		—		—		(19,241)
Redemption of common limited partnership units ("OP Units") for common shares	65		1		1,134		—		—		—		1,135
Common shares repurchased	(11,175)		(112)		(185,001)		—		—		—		(185,113)
Common shares issued pursuant to employee incentive compensation plan and Employee Share Purchase Plan ("ESPP")	22		—		680		—		—		—		680
Dividends declared on common shares ($0.175 per common share)	—		—		—		(12,434)		—		—		(12,434)
Redeemable noncontrolling interests redemption value adjustment and total other comprehensive loss allocation	—		—		(26,673)		—		1,562		—		(25,111)
Total other comprehensive loss	—		—		—		—		(8,115)		—		(8,115)
BALANCE AS OF JUNE 30, 2025	61,945	$	620	$	2,397,255	$	(1,074,678)	$	(404)	$	—	$	1,322,793

BALANCE AS OF MARCH 31, 2024	91,819	$	919	$	2,941,724	$	(825,304)	$	31,352	$	24,658	$	2,173,349
Net loss attributable to common shareholders and noncontrolling interests	—		—		—		(24,373)		—		(5,587)		(29,960)
Redemption of OP Units for common shares	157		2		2,339		—		—		—		2,341
Common shares repurchased	(4,693)		(47)		(68,667)		—		—		—		(68,714)
Common shares issued pursuant to employee incentive compensation plan and ESPP	23		—		737		—		—		—		737
Dividends declared on common shares ($0.175 per common share)	—		—		—		(16,105)		—		—		(16,105)
Acquisition of noncontrolling interests	—		—		(21,893)		—		—		(4,693)		(26,586)
Contributions from noncontrolling interests, net	—		—		—		—		—		53		53
Redeemable noncontrolling interests redemption value adjustment and total other comprehensive loss allocation	—		—		1,484		—		434		—		1,918
Total other comprehensive loss	—		—		—		—		(2,451)		—		(2,451)
Other comprehensive income attributable to noncontrolling interests	—		—		—		—		(505)		505		—
BALANCE AS OF JUNE 30, 2024	87,306	$	874	$	2,855,724	$	(865,782)	$	28,830	$	14,936	$	2,034,582

See accompanying notes to the condensed consolidated financial statements (unaudited).

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JBG SMITH PROPERTIES

Condensed Consolidated Statements of Equity

(Unaudited)

(In thousands)



								Accumulated
				Additional				Other
	Common Shares			Paid-In		Accumulated		Comprehensive		Noncontrolling		Total
	Shares	Amount		Capital		Deficit		Income (Loss)		Interests		Equity
BALANCE AS OF DECEMBER 31, 2024	84,500	$	846	$	2,790,403	$	(997,283)	$	15,092	$	—	$	1,809,058
Net loss attributable to common shareholders	—		—		—		(64,961)		—		—		(64,961)
Redemption of OP Units for common shares	712		8		10,846		—		—		—		10,854
Common shares repurchased	(23,329)		(234)		(372,614)		—		—		—		(372,848)
Common shares issued pursuant to employee incentive compensation plan and ESPP	62		—		1,244		—		—		—		1,244
Dividends declared on common shares ($0.175 per common share)	—		—		—		(12,434)		—		—		(12,434)
Redeemable noncontrolling interests redemption value adjustment and total other comprehensive loss allocation	—		—		(32,624)		—		3,446		—		(29,178)
Total other comprehensive loss	—		—		—		—		(18,942)		—		(18,942)
BALANCE AS OF JUNE 30, 2025	61,945	$	620	$	2,397,255	$	(1,074,678)	$	(404)	$	—	$	1,322,793

BALANCE AS OF DECEMBER 31, 2023	94,309	$	944	$	2,978,852	$	(776,962)	$	20,042	$	28,973	$	2,251,849
Net loss attributable to common shareholders and noncontrolling interests	—		—		—		(56,649)		—		(10,967)		(67,616)
Redemption of OP Units for common shares	625		7		10,209		—		—		—		10,216
Common shares repurchased	(7,686)		(77)		(118,081)		—		—		—		(118,158)
Common shares issued pursuant to employee incentive compensation plan and ESPP	58		—		1,326		—		—		—		1,326
Dividends declared on common shares ($0.35 per common share)	—		—		—		(32,171)		—		—		(32,171)
Acquisition of noncontrolling interests	—		—		(21,893)		—		—		(4,693)		(26,586)
Contributions from noncontrolling interests, net	—		—		—		—		—		35		35
Redeemable noncontrolling interests redemption value adjustment and total other comprehensive income allocation	—		—		5,311		—		(1,592)		—		3,719
Total other comprehensive income	—		—		—		—		11,968		—		11,968
Other comprehensive income attributable to noncontrolling interests	—		—		—		—		(1,588)		1,588		—
BALANCE AS OF JUNE 30, 2024	87,306	$	874	$	2,855,724	$	(865,782)	$	28,830	$	14,936	$	2,034,582

See accompanying notes to the condensed consolidated financial statements (unaudited).

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JBG SMITH PROPERTIES

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)


	Six Months Ended June 30,
	2025		2024
OPERATING ACTIVITIES
Net loss	$	(76,879)	$	(75,604)
Adjustments to reconcile net loss to net cash provided by operating activities:
Share-based compensation expense		14,887		21,029
Depreciation and amortization expense, including amortization of deferred financing costs		98,829		111,444
Deferred rent		(5,544)		(10,197)
Income from unconsolidated real estate ventures, net		(499)		(749)
Amortization of market lease intangibles, net		(34)		114
Amortization of lease incentives		6,940		3,437
Loss on the extinguishment of debt, net		5,053		—
Impairment loss		40,296		18,236
Gain on the sale of real estate, net		(42,369)		(286)
Loss on operating lease and other receivables		957		1,571
(Income) loss from investments, net		270		(697)
Return on capital from unconsolidated real estate ventures		864		1,680
Other non-cash items		2,148		2,515
Changes in operating assets and liabilities:
Tenant and other receivables		1,104		11,246
Other assets, net		(1,915)		1,225
Accounts payable and accrued expenses		(12,213)		(19,575)
Other liabilities, net		(143)		(4,576)
Net cash provided by operating activities		31,752		60,813
INVESTING ACTIVITIES
Development costs, construction in progress and real estate additions		(62,417)		(113,437)
Acquisition of real estate		(42,713)		—
Proceeds from the sale of real estate		381,607		12,410
Proceeds from derivative financial instruments		4,967		2,941
Payments on derivative financial instruments		(7,995)		—
Distributions of capital from unconsolidated real estate ventures and other investments		701		163,875
Investments in unconsolidated real estate ventures and other investments		(3,426)		(3,797)
Net cash provided by investing activities		270,724		61,992
FINANCING ACTIVITIES
Borrowings under mortgage loans		275,027		89,578
Borrowings under revolving credit facility		631,000		173,000
Repayments of mortgage loans		(505,897)		(1,560)
Repayments of revolving credit facility		(490,000)		(195,000)
Proceeds from derivative financial instruments		7,835		—
Payments on derivative financial instruments		(2,161)		(2,941)
Debt issuance and modification costs		(5,207)		(49)
Acquisition of noncontrolling interests		—		(26,569)
Proceeds from common shares issued pursuant to ESPP		487		591
Common shares repurchased		(372,848)		(116,358)
Dividends paid to common shareholders		(27,221)		(32,171)
Distributions to redeemable noncontrolling interests		(5,721)		(5,840)
Proceeds from the sale of interest in consolidated real estate venture		100,000		—
Distributions to noncontrolling interests		—		(25)
Net cash used in financing activities		(394,706)		(117,344)

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JBG SMITH PROPERTIES

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)


	Six Months Ended June 30,
	2025		2024
Net increase (decrease) in cash and cash equivalents, and restricted cash	$	(92,230)	$	5,461
Cash and cash equivalents, and restricted cash, beginning of period		183,192		200,441
Cash and cash equivalents, and restricted cash, end of period	$	90,962	$	205,902

CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH, END OF PERIOD
Cash and cash equivalents	$	61,432	$	163,536
Restricted cash		29,530		42,366
Cash and cash equivalents, and restricted cash	$	90,962	$	205,902

SUPPLEMENTAL DISCLOSURE OF CASH FLOW AND NON-CASH INFORMATION
Cash paid for interest (net of capitalized interest of $3,128 and $4,211 in 2025 and 2024)	$	62,995	$	52,747
Accrued capital expenditures included in accounts payable and accrued expenses		36,479		64,521
Write-off of fully depreciated assets		17,805		18,635
Redemption of OP Units for common shares		10,854		10,216
Redeemable noncontrolling interests redemption value adjustment		32,624		(5,311)
Derecognition of operating lease right-of-use asset		—		13,724
Derecognition of liabilities related to operating lease right-of-use asset		—		13,724
Cash paid for amounts included in the measurement of lease liabilities for operating leases		3,329		6,331

See accompanying notes to the condensed consolidated financial statements (unaudited).

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JBG SMITH PROPERTIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

1.Organization and Basis of Presentation

Organization

JBG SMITH Properties ("JBG SMITH"), a Maryland real estate investment trust, owns, operates and develops mixed-use properties concentrated in amenity-rich, Metro-served submarkets in and around Washington, D.C., most notably National Landing, that we believe have long-term growth potential and appeal to residential, office and retail tenants. Through an intense focus on placemaking, JBG SMITH cultivates vibrant, highly amenitized, walkable neighborhoods throughout the Washington, D.C. metropolitan area. Approximately 75.0% of our holdings are in the National Landing submarket in Northern Virginia, which is anchored by four key demand drivers: Amazon.com, Inc.'s headquarters; Virginia Tech's $1 billion Innovation Campus; proximity to the Pentagon; and our placemaking initiatives and public infrastructure improvements. In addition, our third-party real estate services business provides fee-based real estate services to third parties, including the legacy funds formerly organized by The JBG Companies ("JBG") (the "JBG Legacy Funds").

Substantially all our assets are held by, and our operations are conducted through JBG SMITH Properties LP ("JBG SMITH LP"), our operating partnership. As of June 30, 2025, JBG SMITH, as its sole general partner, controlled JBG SMITH LP and owned 81.5% of its OP Units, after giving effect to the conversion of certain vested long-term incentive partnership units ("LTIP Units") that are convertible into OP Units. JBG SMITH is referred to herein as "we," "us," "our" or other similar terms. References to "our share" refer to our ownership percentage of consolidated and unconsolidated assets in real estate ventures, but exclude our 10.0% subordinated interest in one commercial building and our 33.5% subordinated interest in four commercial buildings (the "Fortress Assets"), as well as the associated non-recourse mortgage loans, held through unconsolidated real estate ventures; these interests and debt are excluded because our investment in each real estate venture is zero, we do not anticipate receiving any near-term cash flow distributions from the real estate ventures, and we have not guaranteed their obligations or otherwise committed to providing financial support.

As of June 30, 2025, our Operating Portfolio consisted of 38 operating assets comprising 15 multifamily assets totaling 6,596 units (6,410 units at our share), 21 commercial assets totaling 7.0 million square feet (6.6 million square feet at our share) and two wholly owned land assets for which we are the ground lessor. Additionally, we have one under-construction multifamily asset with 355 units (355 units at our share) and 19 assets in the development pipeline totaling 10.7 million square feet (8.7 million square feet at our share) of estimated potential development density.

We derive our revenue primarily from leases with multifamily and commercial tenants. Revenue under our multifamily leases is generally due on a monthly basis with terms of approximately one year or less, and may include income from utility recoveries, parking and other miscellaneous items. Our commercial leases include fixed and percentage rents, and reimbursements from tenants for certain expenses such as real estate taxes, property operating expenses, and repairs and maintenance. In addition, our third-party real estate services business provides fee-based real estate services.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements and notes are prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and with the instructions of Form 10-Q and Article 10 of Regulation S-X. Accordingly, these condensed consolidated financial statements do not contain certain information required in annual financial statements and notes as required under GAAP. In our opinion, all adjustments considered necessary for a fair presentation have been included, and all such adjustments are of a normal recurring nature. All intercompany transactions and balances have been eliminated. The results of operations for the three and six months ended June 30, 2025 and 2024 are not necessarily indicative of the results that may be expected for a full year. These condensed consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission ("SEC") on February 18, 2025 ("Annual Report").

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The accompanying condensed consolidated financial statements include our accounts and those of our wholly owned subsidiaries and consolidated variable interest entities ("VIEs"), including JBG SMITH LP. See Note 5 for additional information. The portions of the equity and net income (loss) of consolidated entities that are not attributable to us are presented separately as amounts attributable to noncontrolling interests in our condensed consolidated financial statements.

References to our financial statements refer to our unaudited condensed consolidated financial statements as of June 30, 2025 and December 31, 2024, and for the three and six months ended June 30, 2025 and 2024. References to our balance sheets refer to our condensed consolidated balance sheets as of June 30, 2025 and December 31, 2024. References to our statements of operations refer to our condensed consolidated statements of operations for the three and six months ended June 30, 2025 and 2024. References to our statements of comprehensive loss refer to our condensed consolidated statements of comprehensive loss for the three and six months ended June 30, 2025 and 2024.

Income Taxes

We have elected to be taxed as a real estate investment trust ("REIT") under sections 856-860 of the Internal Revenue Code of 1986, as amended (the "Code"). Under those sections, a REIT which distributes at least 90% of its REIT taxable income as dividends to its shareholders each year and which meets certain other conditions will not be taxed on that portion of its taxable income which is distributed to its shareholders. We currently adhere and intend to continue to adhere to these requirements and to maintain our REIT status in future periods. We also participate in the activities conducted by our subsidiary entities that have elected to be treated as taxable REIT subsidiaries under the Code. As such, we are subject to federal, state and local taxes on the income from those activities.

2.Summary of Significant Accounting Policies

Significant Accounting Policies

There were no material changes to our significant accounting policies disclosed in our Annual Report.

Use of Estimates

The preparation of the financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates.

Recent Accounting Pronouncements

Standards Not Yet Adopted

Expense Disaggregation Disclosures

In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses." ASU 2024-03 requires expanded interim and annual disclosures of certain expense information in the notes to the financial statements. The guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The guidance can be applied on a prospective or retrospective basis. We are currently evaluating the potential impact of adopting this new guidance on our financial statement disclosures.

Income Taxes

In December 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures." ASU 2023-09 modifies the rules on income tax disclosures to require entities to disclose (i) specific categories in the rate reconciliation, (ii) the income (loss) from continuing operations before income tax expense or benefit (separated between domestic and foreign) and (iii) income tax expense or benefit from continuing operations (separated by federal, state and foreign). ASU 2023-09 also requires entities to disclose their income tax payments to international, federal, state and local jurisdictions, among other changes. The guidance is effective for annual periods beginning after December 15,

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2024. This guidance should be applied on a prospective basis, but retrospective application is permitted. We are currently evaluating the potential impact of adopting this new guidance on our financial statement disclosures.

3.Acquisition, Dispositions and Assets Held for Sale

Acquisition

In May 2025, we acquired Tysons Dulles Plaza, a 491,494-square-foot commercial asset in Tysons, Virginia, through a reverse like-kind exchange agreement pursuant to Section 1031 of the Code (a "Reverse 1031 Exchange") with a third-party intermediary, for $42.3 million, exclusive of $413,000 of transaction costs that were capitalized as part of the acquisition. See Note 5 for additional information.

Dispositions

The following is a summary of activity for the six months ended June 30, 2025:

Gain (Loss)

Gross

Cash

on the Sale

Sales

Proceeds

of Real

Date Disposed

Assets

Segment

Price

from Sale

Estate

(In thousands)

June 25, 2025

WestEnd25⁽¹⁾

Multifamily

186,000

181,098

42,374

June 20, 2025

Development Parcel

Other

11,000

10,355

(539)

February 19, 2025

8001 Woodmont ⁽²⁾

Multifamily

194,000

188,779

(840)

Other ⁽³⁾

1,374

42,369

(1)

In connection with the sale, we repaid the related $97.5 million mortgage loan and terminated the related interest rate swap resulting in a $2.2 million gain, which was included in "Gain (loss) on the extinguishment of debt, net" in our statements of operations for the three and six months ended June 30, 2025.

(2)	In connection with the sale, we repaid the related $99.7 million mortgage loan.

(3)	Related to prior year dispositions.

In May 2025, we sold a 40.0% noncontrolling interest in a real estate venture that owns West Half, a multifamily asset in Washington, D.C., for $100.0 million. See Note 9 for additional information.

On July 10, 2025, we sold The Batley, a multifamily asset in Washington, D.C. which was classified as held for sale as of June 30, 2025, for a gross sales price of $155.0 million.

Assets Held for Sale

The following is a summary of assets held for sale as of June 30, 2025:

Liabilities Related

Number of

Assets Held

to Assets Held

Assets

Segment

Location

Units

for Sale

(In thousands)

The Batley ⁽¹⁾

Multifamily

Washington, D.C.

432

151,082

956

(1)	This asset was sold in July 2025.

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4.Investments in Unconsolidated Real Estate Ventures

The following is a summary of the composition of our investments in unconsolidated real estate ventures:



	Effective
	Ownership
Real Estate Venture	Interest ⁽¹⁾	June 30, 2025		December 31, 2024

		(In thousands)
J.P. Morgan Global Alternatives ("J.P. Morgan") ⁽²⁾	50.0%	$	74,447	$	74,188
4747 Bethesda Venture	20.0%		9,621		10,813
Brandywine Realty Trust	30.0%		6,962		6,954
Other			2,829		1,699
Total investments in unconsolidated real estate ventures ⁽³⁾ ⁽⁴⁾		$	93,859	$	93,654

(1)	Reflects our effective ownership interests as of June 30, 2025. We have multiple investments with certain venture partners in the underlying real estate.

(2)	J.P. Morgan is the advisor for an institutional investor.

(3)

Excludes our 10.0% subordinated interest in one commercial building and the Fortress Assets. See Note 1 for more information. Also, excludes our interest in an investment in the real estate venture that owns 1101 17th Street for which we have discontinued applying the equity method of accounting since June 30, 2018 because we received distributions in excess of our contributions and share of earnings, which reduced our investment to zero; further, we are not obligated to provide for losses, have not guaranteed its obligations or otherwise committed to provide financial support.

(4)

As of June 30, 2025 and December 31, 2024, our total investments in unconsolidated real estate ventures were greater than our share of the net book value of the underlying assets by $11.1 million and $10.6 million, resulting principally from our zero-investment balance in certain real estate ventures and capitalized interest.

We provide leasing, property management and other real estate services to our unconsolidated real estate ventures. We recognized revenue, including expense reimbursements, of $2.7 million and $5.6 million for the three and six months ended June 30, 2025, and $4.1 million and $8.7 million for the three and six months ended June 30, 2024.

The following is a summary of the debt of our unconsolidated real estate ventures:


	Weighted
	Average Effective
	Interest Rate ⁽¹⁾	June 30, 2025		December 31, 2024

		(In thousands)
Variable rate ⁽²⁾	5.66%	$	235,000	$	175,000
Fixed rate ⁽³⁾	—		—		60,000
Mortgage loans			235,000		235,000
Unamortized deferred financing costs and premium / discount, net			(4,431)		(5,795)
Mortgage loans, net ⁽⁴⁾		$	230,569	$	229,205

(1)	Weighted average effective interest rate as of June 30, 2025.

(2)	Includes variable rate mortgage loans with interest rate cap agreements. The $60.0 million mortgage loan collateralized by 1101 17^th Street matured on June 13, 2025, and is under a forbearance agreement through August 14, 2025.

(3)	Includes variable rate mortgage loans with interest rates fixed by interest rate swap agreements.

(4)	See Note 17 for additional information on guarantees of the debt of certain of our unconsolidated real estate ventures.

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The following is a summary of financial information for our unconsolidated real estate ventures:


	June 30, 2025		December 31, 2024

	(In thousands)
Combined balance sheet information: ⁽¹⁾
Real estate, net	$	421,136	$	424,170
Other assets, net		62,221		64,478
Total assets	$	483,357	$	488,648

Mortgage loans, net	$	230,569	$	229,205
Other liabilities, net		23,777		27,019
Total liabilities		254,346		256,224
Total equity		229,011		232,424
Total liabilities and equity	$	483,357	$	488,648


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024

		(In thousands)
Combined income statement information: ^{(1) (2)}
Total revenue	$	8,266	$	7,912	$	16,578	$	21,194
Operating income ⁽³⁾		5,285		1,414		6,648		5,938
Net income (loss) ⁽³⁾		1,340		(2,511)		(1,087)		(1,867)

(1)	Excludes amounts related to the Fortress Assets and one commercial building in which we have a 10.0% subordinated interest.

(2)

Excludes amounts related to The Foundry and the L'Enfant Plaza assets as we discontinued applying the equity method of accounting after September 30, 2023 and September 30, 2022. In April 2024, the lender foreclosed on the mortgage loan secured by The Foundry and took possession of the property. In October 2024, the lender foreclosed on the mortgage loan secured by the L’Enfant Plaza assets and took possession of the properties.

(3)	Includes a $3.0 million gain for the three and six months ended June 30, 2025 related to a prior year disposition. Includes the gain on the sale of Central Place Tower of $894,000 for the six months ended June 30, 2024.

5.Variable Interest Entities

We hold various interests in entities deemed to be VIEs, which we evaluate at acquisition, formation, after a change in the ownership agreement, after a change in the entity's economics or after any other reconsideration event to determine if the VIE should be consolidated in our financial statements or should no longer be considered a VIE. An entity is a VIE because it is in the development stage and/or does not hold sufficient equity at risk or conducts substantially all its operations on behalf of an investor with disproportionately few voting rights. We will consolidate a VIE if we are the primary beneficiary of the VIE, which entails having the power to direct the activities that most significantly impact the VIE’s economic performance. Certain criteria we assess in determining whether we are the primary beneficiary of the VIE include our influence over significant business activities, our voting rights and any noncontrolling interest kick-out or participating rights.

Unconsolidated VIEs

As of June 30, 2025 and December 31, 2024, we had interests in entities deemed to be VIEs. Although we may be responsible for managing the day-to-day operations of these investees, we are not the primary beneficiary of these VIEs, as we do not hold unilateral power over activities that, when taken together, most significantly impact the respective VIE's economic performance. We account for our investment in these entities under the equity method. As of June 30, 2025 and December 31, 2024, the net carrying amounts of our investment in these entities were $82.2 million and $82.0 million, which were included in "Investments in unconsolidated real estate ventures" in our balance sheets. Our equity in the income of unconsolidated VIEs was included in "Income (loss) from unconsolidated real estate ventures, net" in our statements of

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operations. Our maximum loss exposure in these entities is limited to our investments, construction commitments and debt guarantees. See Note 17 for additional information.

Consolidated VIEs

JBG SMITH LP is our most significant consolidated VIE. We hold 81.5% of the limited partnership interest in JBG SMITH LP, act as the general partner and exercise full responsibility, discretion and control over its day-to-day management. The noncontrolling interests of JBG SMITH LP do not have substantive liquidation rights, substantive kick-out rights without cause or substantive participating rights that could be exercised by a simple majority of noncontrolling interest limited partners (including by such a limited partner unilaterally). Because the noncontrolling interest holders do not have these rights, JBG SMITH LP is a VIE. As general partner, we have the power to direct the activities of JBG SMITH LP that most significantly affect its economic performance, and through our majority interest, we have both the right to receive benefits from and the obligation to absorb losses of JBG SMITH LP. Accordingly, we are the primary beneficiary of JBG SMITH LP and consolidate it in our financial statements. Because we conduct our business through JBG SMITH LP, its total assets and liabilities comprise substantially all our consolidated assets and liabilities.

In conjunction with the acquisition of Tysons Dulles Plaza in May 2025, we entered into a Reverse 1031 Exchange with a third-party intermediary, which, for a maximum of 180 days, allows us to defer for tax purposes, gains on the sale of other properties identified and sold within this period. Until the earlier of the termination of the exchange agreement or 180 days after the acquisition date, the third-party intermediary is the legal owner of the entity that owns this property. The agreement that governs the operations of this entity provides us with the power to direct the activities that most significantly impact the entity's economic performance. This entity is deemed a VIE as of June 30, 2025 primarily because it may not have sufficient equity at risk to finance its activities without additional subordinated financial support from other parties. We determined that we are the primary beneficiary of the VIE as a result of having the power to direct the activities that most significantly impact its economic performance and the obligation to absorb losses, as well as the right to receive benefits that could be potentially significant to the VIE. Accordingly, we consolidated the property and its operations as of the acquisition date. As of June 30, 2025, the VIE had total assets, primarily consisting of real estate, and liabilities of $45.4 million and $3.6 million. Legal ownership of this entity was transferred to us by the third-party intermediary in July 2025.

6.Other Assets, Net

The following is a summary of other assets, net:


	June 30, 2025		December 31, 2024

	(In thousands)
Prepaid expenses	$	8,999	$	10,834
Derivative financial instruments, at fair value		14,515		25,682
Deferred financing costs, net		5,821		7,280
Operating lease right-of-use assets		42,786		44,034
Investments in funds ⁽¹⁾		28,420		27,665
Other investments ⁽²⁾		3,359		3,237
Other		13,176		12,586
Total other assets, net	$	117,076	$	131,318

(1)

Consists of investments in real estate-focused technology companies, which are recorded at their fair value based on their reported net asset value. During the three and six months ended June 30, 2025, unrealized gains (losses) related to these investments were $242,000 and $(283,000). During the three and six months ended June 30, 2024, unrealized gains related to these investments were $797,000 and $1.3 million. During the three and six months ended June 30, 2025, realized gains (losses) related to these investments were $(144,000) and $0. During the three and six months ended June 30, 2024, realized losses related to these investments were $183,000 and $622,000. Unrealized and realized gains (losses) were included in "Interest and other income, net" in our statements of operations.

(2)	Primarily consists of equity investments that are carried at cost.

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7.Debt

Mortgage Loans

The following is a summary of mortgage loans:


	Weighted Average
	Effective
	Interest Rate ⁽¹⁾	June 30, 2025		December 31, 2024

		(In thousands)
Variable rate ⁽²⁾	5.57%	$	545,900	$	587,254
Fixed rate ⁽³⁾	5.22%		1,009,519		1,196,479
Mortgage loans			1,555,419		1,783,733
Unamortized deferred financing costs and premium / discount, net			(14,749)		(16,560)
Mortgage loans, net		$	1,540,670	$	1,767,173

(1)	Weighted average effective interest rate as of June 30, 2025.

(2)

Includes variable rate mortgage loans with interest rate cap agreements. For mortgage loans with interest rate caps, the weighted average interest rate cap strike was 3.15%, and the weighted average maturity date of the interest rate caps is in the second quarter of 2026. The interest rate cap strike is exclusive of the credit spreads associated with the mortgage loans. As of June 30, 2025, one-month term Secured Overnight Financing Rate ("SOFR") was 4.32%.

(3)	Includes variable rate mortgage loans with interest rates fixed by interest rate swap agreements.

As of June 30, 2025 and December 31, 2024, the net carrying value of real estate collateralizing our mortgage loans totaled $1.7 billion and $2.1 billion. Our mortgage loans contain covenants that limit our ability to incur additional indebtedness on these properties and, in certain circumstances, require lender approval of tenant leases and/or yield maintenance upon repayment prior to maturity.

In June 2025, in connection with the sale of WestEnd25, we repaid the related $97.5 million mortgage loan. In February 2025, in connection with the sale of 8001 Woodmont, we repaid the related $99.7 million mortgage loan.

In March 2025, we entered into a five-year interest-only $258.9 million mortgage loan with a fixed interest rate of 5.03% collateralized by the Ashley and Potomac buildings at RiverHouse Apartments and repaid the outstanding $307.7 million mortgage loan that was collateralized by the Ashley, Potomac and James buildings.

As of June 30, 2025 and December 31, 2024, we had various interest rate swap and cap agreements on certain mortgage loans with an aggregate notional value of $799.1 million and $1.4 billion. See Note 15 for additional information.

Revolving Credit Facility and Term Loans

As of June 30, 2025 and December 31, 2024, our unsecured revolving credit facility and term loans totaling $1.5 billion consisted of a $750.0 million revolving credit facility maturing in June 2027, a $200.0 million term loan ("Tranche A-1 Term Loan") maturing in January 2026, a $400.0 million term loan ("Tranche A-2 Term Loan") maturing in January 2028 and a $120.0 million term loan ("2023 Term Loan") maturing in June 2028. The revolving credit facility has two six-month extension options, and the Tranche A-1 Term Loan has one remaining one-year extension option.

The agreements for our unsecured revolving credit facility and term loans include customary restrictive covenants, that, among other things, restrict our ability to incur additional indebtedness, to engage in material asset sales, mergers, consolidations and acquisitions, and to make capital expenditures, and also include requirements to maintain financial ratios. Our ability to borrow is subject to compliance with these covenants, and failure to comply with our covenants could cause a default, and we may then be required to repay such debt.

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The following is a summary of amounts outstanding under the revolving credit facility and term loans:


	Effective
	Interest Rate ⁽¹⁾	June 30, 2025		December 31, 2024

		(In thousands)
Revolving credit facility ^{(2) (3)}	6.04%	$	226,000	$	85,000

Tranche A-1 Term Loan ⁽⁴⁾	5.44%	$	200,000	$	200,000
Tranche A-2 Term Loan ⁽⁵⁾	4.30%		400,000		400,000
2023 Term Loan ⁽⁶⁾	5.51%		120,000		120,000
Term loans			720,000		720,000
Unamortized deferred financing costs, net			(1,748)		(2,147)
Term loans, net		$	718,252	$	717,853

(1)	Effective interest rate as of June 30, 2025. The interest rate for our revolving credit facility excludes a 0.20% facility fee.

(2)	As of June 30, 2025, daily SOFR was 4.45%. As of December 31, 2024, a $15.2 million letter of credit was outstanding under our revolving credit facility, which was cancelled on April 1, 2025.

(3)	As of June 30, 2025 and December 31, 2024, excludes $5.8 million and $7.3 million of net deferred financing costs related to our revolving credit facility that were included in "Other assets, net" in our balance sheets.

(4)	The interest rate swaps fix SOFR at a weighted average interest rate of 4.00% through the extended maturity date of January 2027.

(5)	The interest rate swaps fix SOFR at a weighted average interest rate of 2.81% through the maturity date.

(6)	The interest rate swap fixes SOFR at an interest rate of 4.01% through the maturity date.

8.Other Liabilities, Net

The following is a summary of other liabilities, net:


	June 30, 2025		December 31, 2024

	(In thousands)
Lease intangible liabilities, net	$	1,996	$	1,283
Lease incentive liabilities		8,277		2,590
Liabilities related to operating lease right-of-use assets		42,607		44,430
Prepaid rent		13,258		12,978
Security deposits		11,963		11,167
Environmental liabilities		17,468		17,468
Deferred tax liability, net		3,549		3,917
Dividends payable		—		17,611
Derivative financial instruments, at fair value		14,137		2,395
Accrual for loss contingencies		2,500		—
Other		354		1,988
Total other liabilities, net	$	116,109	$	115,827

9.Redeemable Noncontrolling Interests

JBG SMITH LP

OP Units held by persons other than JBG SMITH are redeemable for cash or, at our election, our common shares, subject to certain limitations. Vested LTIP Units are convertible into OP Units. During the six months ended June 30, 2025 and 2024, unitholders redeemed 712,735 and 625,166 OP Units, which we elected to redeem for an equivalent number of our common shares. As of June 30, 2025, outstanding OP Units and convertible LTIP Units totaled 14.1 million, representing an 18.5% ownership interest in JBG SMITH LP. Our OP Units and certain vested LTIP Units are presented at the higher of their redemption value or their carrying value, with adjustments to the redemption value recognized in "Additional paid-in

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capital" in our balance sheets. Redemption value per OP Unit is equivalent to the market value of one common share at the end of the period.

Consolidated Real Estate Venture

In May 2025, we sold a 40.0% noncontrolling interest in a real estate venture that owns West Half, a multifamily asset in Washington, D.C., for $100.0 million. Following this transaction, we retained a 60.0% ownership interest and control the venture. We accounted for this transaction as an equity transaction and will continue to account for the property on a consolidated basis. Pursuant to the terms of the venture agreement: (i) operating distributions are made in accordance with ownership percentages and liquidity event distributions are made pursuant to a waterfall structure whereby our venture partner is entitled to a priority return; (ii) we are required to fund all cash flow deficits; (iii) we have the right to cause a sale of the property as long as the proceeds from the sale are sufficient to cover our venture partner’s interest and required return; and (iv) our venture partner has the right, but not the obligation, to cause a sale of the property after the second-year anniversary of closing upon which we can either acquire our venture partner’s interest or market the asset for sale.

Given these rights held by our venture partner, we account for its interest in the venture as a redeemable noncontrolling interest. The carrying amount of the redeemable noncontrolling interest is adjusted at each reporting period to reflect the greater of (i) the initial carrying amount, increased or decreased for the noncontrolling interest’s share of net income (loss) and distributions, or (ii) the redemption value at the balance sheet date. Any adjustments to the carrying amount are recognized in "Additional paid-in capital" in our balance sheets.

The following is a summary of the activity of redeemable noncontrolling interests:


	Three Months Ended June 30,
	2025						2024
			Consolidated
	JBG		Real Estate				JBG
	SMITH LP		Venture		Total		SMITH LP

	(In thousands)
Balance, beginning of period	$	418,236	$	—	$	418,236	$	435,529
Redemptions		(1,135)		—		(1,135)		(2,341)
LTIP Units issued in lieu of cash compensation ⁽¹⁾		974		—		974		854
Net income (loss)		(3,962)		22		(3,940)		(3,454)
Other comprehensive loss		(1,562)		—		(1,562)		(434)
Contributions (distributions)		(2,898)		100,000		97,102		(2,910)
Share-based compensation expense		6,855		—		6,855		10,913
Adjustment to redemption value		12,695		13,978		26,673		(1,484)
Balance, end of period	$	429,203	$	114,000	$	543,203	$	436,673

	Six Months Ended June 30,
	2025						2024
			Consolidated
	JBG		Real Estate				JBG
	SMITH LP		Venture		Total		SMITH LP

	(In thousands)
Balance, beginning of period	$	423,632	$	—	$	423,632	$	440,737
Redemptions		(10,854)		—		(10,854)		(10,216)
LTIP Units issued in lieu of cash compensation ⁽¹⁾		3,048		—		3,048		3,836
Net income (loss)		(11,940)		22		(11,918)		(7,988)
Other comprehensive income (loss)		(3,446)		—		(3,446)		1,592
Contributions (distributions)		(2,898)		100,000		97,102		(5,840)
Share-based compensation expense		13,015		—		13,015		19,863
Adjustment to redemption value		18,646		13,978		32,624		(5,311)
Balance, end of period	$	429,203	$	114,000	$	543,203	$	436,673

(1)	See Note 11 for additional information.

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10.Property Rental Revenue

The following is a summary of property rental revenue from our non-cancellable leases:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024

	(In thousands)
Fixed	$	98,904	$	103,602	$	192,892	$	216,579
Variable		7,605		8,934		15,116		18,593
Property rental revenue	$	106,509	$	112,536	$	208,008	$	235,172

11.Share-Based Payments

LTIP Units and Time-Based LTIP Units

During the six months ended June 30, 2025, we granted to certain employees 739,391 LTIP Units with time-based vesting requirements ("Time-Based LTIP Units") and a weighted average grant-date fair value of $13.59 per unit that vest ratably over four years subject to continued employment and require a three-year post vesting hold for named executive officers. Compensation expense for these units is primarily recognized over a four-year period.

In January 2025, we granted 162,301 fully vested LTIP Units to certain employees who elected to receive all or a portion of their cash bonuses related to 2024 service as LTIP Units. The LTIP Units had a grant-date fair value of $12.77 per unit. Compensation expense totaling $2.1 million for these LTIP Units was recognized in 2024.

In April 2025, as part of their annual compensation, we granted to non-employee trustees a total of 160,713 fully vested LTIP Units with a grant-date fair value of $11.66 per unit, which includes LTIP Units elected in lieu of cash retainers. The LTIP Units may not be sold while a trustee is serving on the Board of Trustees.

The aggregate grant-date fair value of the Time-Based LTIP Units and the LTIP Units granted during the six months ended June 30, 2025 was $14.0 million. The Time-Based LTIP Units and the LTIP Units were valued based on the closing common share price on the grant date, less a discount for post-grant restrictions. The discount was determined using Monte Carlo simulations based on the following significant assumptions:


Expected volatility		30.0 % to 36.0%
Risk-free interest rate		3.9% to 4.4%
Post-grant restriction periods		2 to 7 years

Appreciation-Only LTIP Units ("AO LTIP Units")

In January 2025, we granted to certain employees 549,292 performance-based AO LTIP Units with a grant-date fair value of $2.69 per unit. The AO LTIP Units provide for a share of appreciation determined by the increase in the value of a common share at the time of conversion over the participation threshold of $16.98. The AO LTIP Units are subject to a TSR modifier whereby the number of AO LTIP Units that will ultimately be earned will be increased or reduced by 25%. The AO LTIP Units have a three-year performance period with 50% of the AO LTIP Units earned vesting at the end of the three-year performance period and the remaining 50% vesting on the fourth anniversary of the grant date, subject to continued employment. The AO LTIP Units expire on the fifth anniversary of their grant date.

The aggregate grant-date fair value of the AO LTIP Units granted during the six months ended June 30, 2025 was $1.5 million, valued using Monte Carlo simulations based on the following significant assumptions:


Expected volatility		32.0%
Dividend yield		3.9%
Risk-free interest rate		4.4%

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Performance-Based LTIP Units

In January 2025, we issued 957,000 LTIP Units with performance-based vesting requirements ("Performance-Based LTIP Units") to certain employees. The Performance-Based LTIP Units vest at the end of a three-year performance period contingent on our achievement of net operating income ("NOI") targets set and measured annually by the Compensation Committee and subject to continued employment. While the targets are set and measured annually, the awards vest and the related compensation expense is expected to be recognized in 2027 based on the average of the actual performance achieved during the prior three years. Achievement levels for the Performance-Based LTIP Units are set for threshold, at which 25% of the awards may be earned, target, at which 50% of the awards may be earned and maximum performance, at which all the awards are earned. As the performance goals for subsequent years are not set at the time of issuance, the awards are not considered granted for accounting purposes and therefore do not have a grant-date fair value. Accordingly, the total unrecognized compensation expense related to unvested share-based payment arrangements disclosed below excludes the Performance-Based LTIP Units issued in 2025.

Restricted Share Units ("RSUs")

In January 2025, we granted to certain non-executive employees 98,029 time-based RSUs with a grant-date fair value of $15.44 per unit. Vesting requirements and compensation expense recognition for the RSUs are primarily consistent with those of the Time-Based LTIP Units granted in 2025. The aggregate grant-date fair value of the RSUs was $1.5 million. The RSUs were valued based on the closing common share price on the date of grant.

ESPP

Pursuant to the ESPP, employees purchased 36,582 common shares for $488,000 during the six months ended June 30, 2025, valued using the Black-Scholes model based on the following significant assumptions:


Expected volatility		32.0%
Dividend yield		4.7%
Risk-free interest rate		4.4%
Expected life		3 months

Share-Based Compensation Expense

The following is a summary of share-based compensation expense:


	Three Months Ended June 30,					Six Months Ended June 30,
	2025		2024		X	2025		2024

	(In thousands)
Time-Based LTIP Units	$	4,616	$	5,885		$	9,429	$	11,357
AO LTIP Units and Performance-Based LTIP Units		1,339		3,476			2,686		6,954
LTIP Units		900		1,552			900		1,552
Other equity awards ⁽¹⁾		1,226		1,168			2,503		2,212
Total share-based compensation expense		8,081		12,081			15,518		22,075
Less: amount capitalized		(359)		(590)			(631)		(1,046)
Share-based compensation expense	$	7,722	$	11,491		$	14,887	$	21,029

(1)	Primarily comprising compensation expense for: (i) fully vested LTIP Units issued to certain employees in lieu of all or a portion of any cash bonuses earned, (ii) RSUs and (iii) shares issued under our ESPP.

As of June 30, 2025, we had $21.3 million of total unrecognized compensation expense related to unvested share-based payment arrangements, which is expected to be recognized over a weighted average period of 1.9 years.

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12.Transaction and Other Costs

The following is a summary of transaction and other costs:


	Three Months Ended June 30,					Six Months Ended June 30,
	2025		2024		X	2025		2024

	(In thousands)
Completed, potential and pursued transaction expenses ⁽¹⁾	$	1,888	$	34		$	2,562	$	1,541
Severance and other costs		705		505			1,779		512
Demolition costs		253		285			416		285
Transaction and other costs	$	2,846	$	824		$	4,757	$	2,338

(1)	Primarily consists of deal costs and legal costs related to pursued transactions.

13.Interest Expense

The following is a summary of interest expense:


	Three Months Ended June 30,					Six Months Ended June 30,
	2025		2024		X	2025		2024

	(In thousands)
Interest expense before capitalized interest	$	34,285	$	31,234		$	67,773	$	62,074
Amortization of deferred financing costs		3,699		4,179			7,845		8,082
Net unrealized (gain) loss on non-designated derivatives		(23)		27			(55)		69
Capitalized interest		(2,390)		(3,467)			(4,792)		(8,092)
Interest expense	$	35,571	$	31,973		$	70,771	$	62,133

14.Shareholders' Equity and Loss Per Common Share

Common Shares Repurchased

Our Board of Trustees has authorized the repurchase of up to $2.0 billion of our outstanding common shares. During the three and six months ended June 30, 2025, we repurchased and retired 11.2 million and 23.3 million common shares for $184.9 million and $372.4 million, a weighted average purchase price per share of $16.54 and $15.96. During the three and six months ended June 30, 2024, we repurchased and retired 4.7 million and 7.7 million common shares for $68.6 million and $118.0 million, a weighted average purchase price per share of $14.62 and $15.35. Since we began the share repurchase program through June 30, 2025, we have repurchased and retired 80.1 million common shares for $1.5 billion, a weighted average purchase price per share of $18.73.

During the third quarter of 2025, through July 25, 2025, we repurchased and retired 264,209 common shares for $4.6 million, a weighted average purchase price per share of $17.26, pursuant to a repurchase plan under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

Loss Per Common Share

Basic earnings (loss) per common share is computed by dividing net income (loss) available to common shareholders by the weighted average common shares outstanding during the period. Unvested share-based compensation awards that entitle holders to receive non-forfeitable distributions are considered participating securities. Consequently, we are required to apply the two-class method of computing basic and diluted earnings (loss) that would otherwise have been available to common shareholders. Under the two-class method, earnings for the period are allocated between common shareholders and participating securities based on their respective rights to receive dividends. During periods of net loss, losses are allocated only to the extent the participating securities are required to absorb their share of such losses. Distributions to participating securities in excess of their allocated income or loss are shown as a reduction to net income (loss) attributable

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to common shareholders. Diluted earnings (loss) per common share reflects the potential dilution of the assumed exchange of various unit and share-based compensation awards into common shares to the extent they are dilutive.

The following is a summary of the calculation of basic and diluted loss per common share and a reconciliation of net loss to the amounts of net loss available to common shareholders used in calculating basic and diluted loss per common share:


	Three Months Ended June 30,					Six Months Ended June 30,
	2025		2024		X	2025		2024

	(In thousands, except per share amounts)
Net loss	$	(23,181)	$	(33,414)		$	(76,879)	$	(75,604)
Net loss attributable to redeemable noncontrolling interests		3,940		3,454			11,918		7,988
Net loss attributable to noncontrolling interests		—		5,587			—		10,967
Net loss attributable to common shareholders		(19,241)		(24,373)			(64,961)		(56,649)
Distributions to participating securities		(454)		(503)			(454)		(1,157)
Net loss available to common shareholders - basic and diluted	$	(19,695)	$	(24,876)		$	(65,415)	$	(57,806)

Weighted average number of common shares outstanding - basic and diluted		68,287		91,030			74,867		91,832

Loss per common share - basic and diluted	$	(0.29)	$	(0.27)		$	(0.87)	$	(0.63)

The effect of the redemption of OP Units, Time-Based LTIP Units, fully vested LTIP Units and special equity awards that were outstanding as of June 30, 2025 and 2024 is excluded in the computation of diluted loss per common share as the assumed redemption of such units for common shares on a one-for-one basis was antidilutive (the assumed redemption of these units would have no impact on the determination of diluted loss per share). Since OP Units, Time-Based LTIP Units, LTIP Units and special equity awards, which are held by noncontrolling interests, are attributed gains at an identical proportion to the common shareholders, the gains attributable and their equivalent weighted average impact are excluded from loss available to common shareholders and from the weighted average number of common shares outstanding in calculating diluted loss per common share. AO LTIP Units, Performance-Based LTIP Units, formation awards and RSUs, which totaled 7.9 million and 8.0 million for the three and six months ended June 30, 2025, and 7.9 million for three and six months ended June 30, 2024, were excluded from the calculation of diluted loss per common share as they were antidilutive, but could be dilutive in the future.

Dividends Declared in July 2025

On July 24, 2025, our Board of Trustees declared a quarterly dividend of $0.175 per common share, payable on August 21, 2025 to shareholders of record as of August 7, 2025.

15.Fair Value Measurements

Fair Value Measurements on a Recurring Basis

To manage or hedge our exposure to interest rate risk, we follow established risk management policies and procedures, including the use of a variety of derivative financial instruments.

As of June 30, 2025 and December 31, 2024, we had various derivative financial instruments consisting of interest rate swap and cap agreements that are measured at fair value on a recurring basis. The net unrealized gain (loss) on our derivative financial instruments designated as effective hedges was ($2.0) million and $17.2 million as of June 30, 2025 and December 31, 2024 and was recorded in "Accumulated other comprehensive income (loss)" in our balance sheets, of which a portion was allocated to "Redeemable noncontrolling interests." Within the next 12 months, we expect to reclassify $2.3 million of the net unrealized gain as a decrease to interest expense.

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Accounting Standards Codification 820 ("Topic 820"), Fair Value Measurement and Disclosures, defines fair value and establishes a framework for measuring fair value. The objective of fair value is to determine the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price). Topic 820 establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three levels:

Level 1 — quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities;

Level 2 — observable prices that are based on inputs not quoted in active markets, but corroborated by market data; and

Level 3 — unobservable inputs that are used when little or no market data is available.

The fair values of the derivative financial instruments are based on the estimated amounts we would receive or pay to terminate the contracts at the reporting date and are determined using interest rate pricing models and observable inputs. The derivative financial instruments are classified within Level 2 of the valuation hierarchy.

The following is a summary of assets and liabilities measured at fair value on a recurring basis:


	Fair Value Measurements
	Total		Level 1		Level 2		Level 3

	(In thousands)
June 30, 2025
Derivative financial instruments designated as effective hedges:
Classified as assets in "Other assets, net"	$	6,498		—	$	6,498		—
Classified as liabilities in "Other liabilities, net"		6,268		—		6,268		—
Non-designated derivatives:
Classified as assets in "Other assets, net"		8,017		—		8,017		—
Classified as liabilities in "Other liabilities, net"		7,869		—		7,869		—

December 31, 2024
Derivative financial instruments designated as effective hedges:
Classified as assets in "Other assets, net"	$	23,367		—	$	23,367		—
Classified as liabilities in "Other liabilities, net"		90		—		90		—
Non-designated derivatives:
Classified as assets in "Other assets, net"		2,315		—		2,315		—
Classified as liabilities in "Other liabilities, net"		2,305		—		2,305		—

The fair values of our derivative financial instruments were determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of the derivative financial instrument. This analysis reflected the contractual terms of the derivative, including the period to maturity, and used observable market-based inputs, including interest rate market data and implied volatilities in such interest rates. While it was determined that the majority of the inputs used to value the derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with the derivatives also utilized Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default. However, as of June 30, 2025 and December 31, 2024, the significance of the impact of the credit valuation adjustments on the overall valuation of the derivative financial instruments was assessed, and it was determined that these adjustments were not significant to the overall valuation of the derivative financial instruments. As a result, it was determined that the derivative financial instruments in their entirety should be classified in Level 2 of the fair value hierarchy. The net unrealized gains (losses) included in "Other comprehensive income (loss)" in our statements of comprehensive loss for the three and six months ended June 30, 2025 and 2024 were attributable to the net change in unrealized gains (losses) related to effective derivative financial instruments that were outstanding during those periods, none of which were reported in our statements of operations as the derivative financial instruments were documented and qualified as hedging instruments. Realized and unrealized gains (losses) related to non-designated hedges are included in "Interest expense" in our statements of operations.

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Fair Value Measurements on a Nonrecurring Basis

Our real estate assets are reviewed for impairment whenever there are changes in circumstances or indicators that the carrying amount of the assets may not be recoverable. Real estate held for sale is carried at the lower of carrying amounts or estimated fair value less disposal costs.

During the six months ended June 30, 2025, this assessment resulted in the impairment of The Batley and a development parcel, which had an estimated fair value totaling $162.0 million based on a market approach and were classified as Level 2 in the fair value hierarchy. The impairment loss totaled $40.3 million, which was included in "Impairment loss" in our statement of operations for the six months ended June 30, 2025. The Batley was classified as held for sale as of June 30, 2025 and sold in July 2025.

Financial Assets and Liabilities Not Measured at Fair Value

As of June 30, 2025 and December 31, 2024, all financial assets and liabilities were reflected in our balance sheets at amounts which, in our estimation, reasonably approximated their fair values, except for the following:


	June 30, 2025				December 31, 2024
	Carrying				Carrying
	Amount ⁽¹⁾		Fair Value		Amount ⁽¹⁾		Fair Value

	(In thousands)
Financial liabilities:
Mortgage loans	$	1,555,419	$	1,559,154	$	1,783,733	$	1,749,904
Revolving credit facility		226,000		226,636		85,000		84,886
Term loans		720,000		719,850		720,000		715,929

(1)	The carrying amount consists of principal only.

The fair values of the mortgage loans, revolving credit facility and term loans were determined using Level 2 inputs of the fair value hierarchy. The fair value of our mortgage loans is estimated by discounting the future contractual cash flows of these instruments using current risk-adjusted rates available to borrowers with similar credit profiles based on market sources. The fair value of our revolving credit facility and term loans is calculated based on the net present value of payments over the term of the facilities using estimated market rates for similar notes and remaining terms.

16.Segment Information

We own, operate and develop mixed-use properties concentrated in and around Washington, D.C. We derive our revenue primarily from leases with multifamily and commercial tenants. In addition, our third-party real estate services business provides fee-based real estate services. Our operating segments are aligned with our method of internal reporting and the way our Chief Executive Officer, who is also our Chief Operating Decision Maker ("CODM"), makes key operating decisions, evaluates financial results, allocates resources and manages our business. Accordingly, our three operating and reportable segments are multifamily, commercial and third-party real estate services.

The CODM measures and evaluates the performance of our operating segments based on only the following measures at our share pertaining to each of our segments:

●

NOI (multifamily and commercial) - which includes our proportionate share of revenue and expenses attributable to real estate ventures. NOI includes property rental revenue and other property revenue, and deducts property expenses. NOI excludes deferred rent, commercial lease termination revenue, related party management fees, interest expense, and certain other non-cash adjustments, including the accretion of acquired below-market leases and the amortization of acquired above-market leases and below-market ground lease intangibles.

●

Net third-party real estate services, excluding reimbursements - which includes revenue streams generated by this segment, excluding reimbursement revenue, as well as the expenses attributable to this segment at our proportionate share, calculated by excluding real estate services revenue from our interests in real estate ventures.

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The CODM uses these measures predominantly in the annual budget and forecasting process as well as in his review of our quarterly financial results when making decisions about the allocation of operating and capital resources to each segment. We have included disclosure of NOI and the results of our third-party real estate services business at our share to align with our internal reporting and the information used by our CODM.

The following is a summary of NOI at our share for our multifamily and commercial segments, including a reconciliation to our total NOI at our share:


	Three Months Ended June 30, 2025
	Multifamily		Commercial		Total

	(In thousands, at our share)
Property rental revenue	$	53,563	$	51,683	$	105,246
Other property revenue		654		4,568		5,222
Total property revenue		54,217		56,251		110,468
Property expense:
Real estate taxes		6,165		5,803		11,968
Payroll		3,845		3,102		6,947
Utilities		3,776		2,768		6,544
Repairs and maintenance		6,276		5,233		11,509
Other property operating		3,188		4,384		7,572
Total property expense		23,250		21,290		44,540
NOI from reportable segments	$	30,967	$	34,961		65,928
Other NOI ⁽¹⁾						(295)
NOI					$	65,633
	Three Months Ended June 30, 2024
	Multifamily		Commercial		Total

	(In thousands, at our share)
Property rental revenue	$	52,203	$	58,286	$	110,489
Other property revenue		937		4,533		5,470
Total property revenue		53,140		62,819		115,959
Property expense:
Real estate taxes		5,477		7,685		13,162
Payroll		4,222		3,280		7,502
Utilities		3,390		3,202		6,592
Repairs and maintenance		5,468		5,560		11,028
Other property operating		2,606		4,468		7,074
Total property expense		21,163		24,195		45,358
NOI from reportable segments	$	31,977	$	38,624		70,601
Other NOI ⁽¹⁾						(1,348)
NOI					$	69,253

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	Six Months Ended June 30, 2025
	Multifamily		Commercial		Total

	(In thousands, at our share)
Property rental revenue	$	108,165	$	101,440	$	209,605
Other property revenue		1,275		8,304		9,579
Total property revenue		109,440		109,744		219,184
Property expense:
Real estate taxes		11,736		11,395		23,131
Payroll		7,587		6,109		13,696
Utilities		7,694		6,170		13,864
Repairs and maintenance		11,713		9,705		21,418
Other property operating		6,233		8,532		14,765
Total property expense		44,963		41,911		86,874
NOI from reportable segments	$	64,477	$	67,833		132,310
Other NOI ⁽¹⁾						(1,392)
NOI					$	130,918


	Six Months Ended June 30, 2024
	Multifamily		Commercial		Total

	(In thousands, at our share)
Property rental revenue	$	103,934	$	121,632	$	225,566
Other property revenue		1,653		8,625		10,278
Total property revenue		105,587		130,257		235,844
Property expense:
Real estate taxes		10,879		15,674		26,553
Payroll		8,404		6,788		15,192
Utilities		6,936		6,871		13,807
Repairs and maintenance		9,831		10,808		20,639
Other property operating		4,973		8,539		13,512
Total property expense		41,023		48,680		89,703
NOI from reportable segments	$	64,564	$	81,577		146,141
Other NOI ⁽¹⁾						(3,058)
NOI					$	143,083

(1)	Includes activity related to development assets and land assets for which we are the ground lessor.

The following is a summary of our third-party real estate services business at our share:


	Three Months Ended June 30,					Six Months Ended June 30,
	2025		2024		X	2025		2024

	(In thousands, at our share)
Property management fees	$	3,279	$	3,874		$	6,640	$	7,989
Asset management fees		706		1,242			1,286		2,166
Development fees		464		421			987		659
Leasing fees		1,099		1,128			1,753		2,248
Construction management fees		267		177			498		561
Other service revenue		1,035		1,260			2,070		2,261
Third-party real estate services revenue, excluding reimbursements		6,850		8,102			13,234		15,884
Third-party real estate services expenses, excluding reimbursements		5,397		9,126			12,633		21,262
Net third-party real estate services, excluding reimbursements	$	1,453	$	(1,024)		$	601	$	(5,378)

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The following is a reconciliation of revenue at our share to total revenue per the statements of operations:


	Three Months Ended June 30,					Six Months Ended June 30,
	2025		2024		X	2025		2024

		(In thousands)
Total property revenue at our share	$	110,468	$	115,959		$	219,184	$	235,844
Third-party real estate services revenue, excluding reimbursements, at our share		6,850		8,102			13,234		15,884
Reimbursement revenue ⁽¹⁾		7,775		8,955			16,049		18,636
Our share of revenue attributable to unconsolidated real estate ventures		(2,151)		(1,954)			(4,257)		(6,520)
Real estate venture partner’s share of revenue attributable to consolidated real estate ventures		508		—			508		—
Other property revenue		1,354		1,908			3,089		3,311
Other adjustments ⁽²⁾		1,675		2,350			(642)		13,349
Total revenue per statements of operations	$	126,479	$	135,320		$	247,165	$	280,504

(1)	Represents reimbursements of expenses incurred by us on behalf of third parties, including allocated payroll costs and amounts paid to third-party contractors for construction management projects

(2)	Adjustment to include deferred rent, above/below market lease amortization, commercial lease termination revenue and lease incentive amortization.

The following is the reconciliation of NOI at our share to loss before income tax (expense) benefit:


	Three Months Ended June 30,					Six Months Ended June 30,
	2025		2024		X	2025		2024

	(In thousands)
NOI at our share	$	65,633	$	69,253		$	130,918	$	143,083
Net third-party real estate services, excluding reimbursements, at our share		1,453		(1,024)			601		(5,378)
Add:
Income (loss) from unconsolidated real estate ventures, net		1,091		(226)			499		749
Interest and other income, net		698		3,432			1,223		5,532
Gain on the sale of real estate, net		41,832		89			42,369		286
Less:
Depreciation and amortization expense		47,560		51,306			95,147		108,161
General and administrative expense: corporate and other		16,720		17,001			32,277		31,974
Transaction and other costs		2,846		824			4,757		2,338
Interest expense		35,571		31,973			70,771		62,133
(Gain) loss on the extinguishment of debt, net		(2,234)		—			2,402		—
Impairment loss		31,813		1,025			40,296		18,236
Adjustments:
Our share of net third-party real estate services attributable to real estate ventures		(210)		(229)			(515)		(334)
NOI attributable to unconsolidated real estate ventures at our share		(1,287)		(1,168)			(2,277)		(4,215)
Real estate venture partner’s share of NOI attributable to consolidated real estate ventures		272		—			272		—
Non-cash rent adjustments ⁽¹⁾		(71)		2,509			(2,510)		3,939
Other adjustments ⁽²⁾		(399)		(3,324)			(2,092)		2,705
Total adjustments		(1,695)		(2,212)			(7,122)		2,095
Loss before income tax (expense) benefit	$	(23,264)	$	(32,817)		$	(77,162)	$	(76,475)

(1)	Adjustment to include deferred rent, above/below market lease amortization and lease incentive amortization.

(2)	Adjustment to include payments associated with assumed lease liabilities related to operating properties and to exclude commercial lease termination revenue, related party management fees, corporate entity activity and inter-segment activity.

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17.Commitments and Contingencies

Insurance

We maintain general liability insurance with limits of $100.0 million per occurrence and in the aggregate, and property and rental value insurance coverage with limits of $1.0 billion per occurrence, with sub-limits for certain perils such as floods and earthquakes on each of our properties. We also maintain coverage, through our wholly owned captive insurance subsidiary, for a portion of the first loss on the above limits and for both conventional terrorist acts and for nuclear, biological, chemical or radiological terrorism events with limits of $2.0 billion per occurrence. These policies are partially reinsured by third-party insurance providers.

We will continue to monitor the state of the insurance market, and the scope and costs of coverage for acts of terrorism. We cannot anticipate what coverage will be available on commercially reasonable terms in the future. We are responsible for deductibles and losses in excess of the insurance coverage, which could be material.

Our debt, consisting of mortgage loans secured by our properties, a revolving credit facility and term loans, contains customary covenants requiring adequate insurance coverage. Although we believe that we currently have adequate insurance coverage, we may not be able to obtain an equivalent amount of coverage at a reasonable cost in the future. If lenders insist on greater coverage than we can obtain, it could adversely affect our ability to finance or refinance our properties.

Construction Commitments

As of June 30, 2025, we had one asset under construction, Valen (formerly 2000 South Bell Street), and are building a new amenity hub at 2011 Crystal Drive that together, based on our current plans and estimates, require an additional $35.2 million to complete, which we anticipate will be primarily expended over the next year. These capital expenditures are generally due as the work is performed, and we expect to finance them primarily with debt proceeds.

Environmental Matters

Most of our assets have been subject, at some point, to environmental assessments that are intended to evaluate the environmental condition of the subject and surrounding assets. These environmental assessments generally have included a historical review, a public records review, a visual inspection of the site and surrounding assets, visual or historical evidence of underground storage tanks and other features, and the preparation and issuance of a written report. Soil, soil vapor and/or groundwater subsurface testing is conducted at our assets, when necessary, to further investigate any conditions identified by the initial assessment that could reasonably be expected to pose a material concern to the property or result in us incurring material environmental liabilities as a result of redevelopment. The tests may not, however, have included extensive sampling or subsurface investigations. In each case where the environmental assessments have identified conditions requiring remedial actions required by law, we have initiated appropriate actions. The environmental assessments have not revealed any material environmental contamination that we believe would have a material adverse effect on our overall business, financial condition or results of operations, or that have not been anticipated and remediated during site redevelopment as required by law. Nevertheless, there can be no assurance that the identification of new areas of contamination, changes in the extent or known scope of contamination, the discovery of additional sites or changes in cleanup requirements would not result in significant cost to us. Environmental liabilities totaled $17.5 million as of June 30, 2025 and December 31, 2024, and are included in "Other liabilities, net" in our balance sheets.

Legal Proceedings

In November 2023, the District of Columbia filed a lawsuit in the Superior Court of the District of Columbia against RealPage, Inc., a provider of revenue management systems, numerous multifamily rental companies, and 14 owners and/or operators of multifamily housing in the District of Columbia, including JBG Associates, L.L.C., one of our subsidiaries, alleging that the defendants violated the District of Columbia Antitrust Act by unlawfully agreeing to use RealPage, Inc. revenue management systems and sharing sensitive data. While we intend to vigorously defend against this lawsuit, given the current stage of the District of Columbia’s lawsuit, we are unable to predict the outcome or estimate the amount of loss, if any, that may result from the lawsuit. While we do not believe that these proceedings will have a material adverse effect

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on our financial condition, we cannot give assurance that the proceedings will not have a material effect on our results of operations or cash flows in the event of a negative outcome.

There are various other legal actions arising in the ordinary course of business. In our opinion, the outcome of such matters is not expected to have a material adverse effect on our financial position, results of operations or cash flows. Our accrual for loss contingencies relating to unresolved legal matters was included in "Other liabilities, net" in the balance sheets. Actual losses may differ materially from amounts recorded and the ultimate outcome of these legal proceedings is generally not yet determinable.

Other

As of June 30, 2025, we had committed tenant-related obligations totaling $34.1 million ($33.9 million related to our consolidated entities and $173,000 related to our unconsolidated real estate ventures at our share). The timing and amounts of payments for tenant-related obligations are uncertain and may only be due upon satisfactory performance of certain conditions.

From time to time, we (or ventures in which we have an ownership interest) have agreed, and may in the future agree with respect to unconsolidated real estate ventures, to (i) guarantee portions of the principal, interest and other amounts in connection with borrowings, (ii) provide customary environmental indemnifications and nonrecourse carve-outs (e.g., guarantees against fraud, misrepresentation and bankruptcy) in connection with borrowings, or (iii) provide guarantees to lenders and other third parties for the completion and stabilization of development projects. We customarily have agreements with our outside venture partners whereby the partners agree to reimburse the real estate venture or us for their share of any payments made under certain of these guarantees. At times, we also have agreements with certain of our outside venture partners whereby we agree to either indemnify the partners and/or the associated ventures with respect to certain contingent liabilities associated with operating assets or to reimburse our partner for its share of any payments made by them under certain guarantees. Guarantees (excluding environmental) customarily terminate either upon the satisfaction of specified circumstances or repayment of the underlying debt. Amounts that we may be required to pay in future periods in relation to guarantees associated with budget overruns or operating losses are not estimable. As of June 30, 2025, we had no principal payment guarantees related to our unconsolidated real estate ventures.

As of June 30, 2025, we had additional capital commitments totaling $7.2 million related to our investments in real estate-focused technology companies.

Additionally, with respect to borrowings of our consolidated entities, we may agree to (i) guarantee portions of the principal, interest and other amounts, (ii) provide customary environmental indemnifications and nonrecourse carve-outs (e.g., guarantees against fraud, misrepresentation and bankruptcy) or (iii) provide guarantees to lenders, tenants and other third parties for the completion and stabilization of development projects. As of June 30, 2025, we had no debt principal payment guarantees related to our consolidated real estate assets.

18.Transactions with Related Parties

Our third-party real estate services business provides fee-based real estate services to third parties, including the JBG Legacy Funds. In connection with the contribution to us of certain assets formerly owned by the JBG Legacy Funds, the general partner and managing member interests in the JBG Legacy Funds that were held by certain former JBG executives (and who became members of our management team and/or Board of Trustees) were not transferred to us and remain under the control of these individuals. In addition, certain members of our senior management team and Board of Trustees have ownership interests in the JBG Legacy Funds, and own carried interests in each fund and in certain of our real estate ventures that entitle them to receive cash payments if the fund or real estate venture achieves certain return thresholds.

LEO Impact Capital ("LEO"), our workforce housing platform dedicated to acquiring, financing and operating multifamily housing in high impact neighborhoods to preserve affordability for middle-income residents, manages the Washington Housing Initiative ("WHI") Impact Pool. The WHI Impact Pool completed fundraising in 2020 with capital commitments totaling $114.4 million, which included a commitment from us of $11.2 million. As of June 30, 2025, our remaining unfunded commitment was $2.1 million. Additionally, LEO had an initial closing of its new multi-market fund, LEO Impact

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Housing Fund, totaling $43.5 million ($64.5 million including accordions), which included a commitment from us of $1.3 million, none of which has been funded as of June 30, 2025.

The third-party real estate services revenue, including expense reimbursements, from the JBG Legacy Funds and the WHI Impact Pool and its affiliates was $2.3 million and $4.9 million for the three and six months ended June 30, 2025, and $3.2 million and $7.2 million for the three and six months ended June 30, 2024. As of June 30, 2025 and December 31, 2024, we had receivables from the JBG Legacy Funds and the WHI Impact Pool and its affiliates totaling $802,000 and $2.1 million for such services.

We lease our corporate offices from an unconsolidated real estate venture, in which we have a 20.0% interest, and incurred $1.3 million and $2.6 million of rent expense for the three and six months ended June 30, 2025, and $1.3 million and $2.8 million of rent expense for the three and six months ended June 30, 2024, which was included in "General and administrative expense" in our statements of operations.

We have agreements with Building Maintenance Services ("BMS"), an entity in which we have a minor preferred interest, to supervise cleaning, engineering and security services at our properties. We paid BMS $2.1 million and $4.1 million for the three and six months ended June 30, 2025, and $2.2 million and $4.7 million for the three and six months ended June 30, 2024, which was included in "Property operating expenses" in our statements of operations.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Certain statements contained herein constitute forward-looking statements as such term is defined in 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 not guarantees of future performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as "approximates," "believes," "expects," "anticipates," "estimates," "intends," "plans," "would," "may" or other similar expressions in this Quarterly Report on Form 10-Q. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict. For further discussion of factors that could materially affect the outcome of our forward-looking statements, see "Risk Factors" in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission on February 18, 2025 ("Annual Report") and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in this Quarterly Report on Form 10-Q and our Annual Report.

For these forward-looking statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this Quarterly Report on Form 10-Q. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this Quarterly Report on Form 10-Q.

Organization and Basis of Presentation

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Substantially all our assets are held by, and our operations are conducted through JBG SMITH Properties LP, our operating partnership. JBG SMITH is referred to herein as "we," "us," "our" or other similar terms. References to "our share" refer to our ownership percentage of consolidated and unconsolidated assets in real estate ventures, but exclude our 10.0% subordinated interest in one commercial building and our 33.5% subordinated interest in four commercial buildings (the "Fortress Assets"), as well as the associated non-recourse mortgage loans, held through unconsolidated real estate ventures; these interests and debt are excluded because our investment in each real estate venture is zero, we do not anticipate receiving any near-term cash flow distributions from the real estate ventures, and we have not guaranteed their obligations or otherwise committed to providing financial support.

References to our financial statements refer to our unaudited condensed consolidated financial statements as of June 30, 2025 and December 31, 2024, and for the three and six months ended June 30, 2025 and 2024. References to our balance sheets refer to our condensed consolidated balance sheets as of June 30, 2025 and December 31, 2024. References to our statements of operations refer to our condensed consolidated statements of operations for the three and six months ended June 30, 2025 and 2024. References to our statements of cash flows refer to our condensed consolidated statements of cash flows for the six months ended June 30, 2025 and 2024.

The accompanying financial statements and notes are prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"), which requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates.

Our three operating and reportable segments are multifamily, commercial and third-party real estate services.

Our revenues and expenses are, to some extent, subject to seasonality during the year, which impacts quarterly net earnings, cash flows and funds from operations; this seasonality affects the sequential comparison of our results in individual quarters over time. For instance, we have historically experienced higher utility costs in the first and third quarters of the year.

We compete with many property owners and developers. Our success depends upon, among other factors, trends affecting national and local economies, the financial condition and operating results of current and prospective tenants, the availability and cost of capital, interest rates, construction and renovation costs, taxes, governmental regulations and legislation, population trends, zoning laws, and our ability to lease, sublease or sell our assets at profitable levels. Our success is also subject to our ability to refinance existing debt on acceptable terms as it comes due.

Overview

We continue to implement our comprehensive plan to reposition our holdings in National Landing by executing a broad array of placemaking strategies. Our placemaking includes the delivery of new multifamily assets, the delivery of redeveloped and new office assets subject to demand therefor, amenity retail, and thoughtful improvements to the streetscape, sidewalks, parks and other outdoor gathering spaces. In keeping with our dedication to placemaking, each new project is intended to contribute to an authentic and distinct neighborhood by creating a vibrant street environment with

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robust retail offerings and other amenities, including improved public spaces. In 2024, we delivered The Grace and Reva with 808 multifamily units and approximately 38,000 square feet of retail space. In the first quarter of 2025, we completed construction on The Zoe (formerly 2001 South Bell Street), a 420-unit multifamily tower, and we have fully leased the approximately 8,000 square feet of ground floor retail. We expect to deliver Valen (formerly 2000 South Bell Street), a 355-unit multifamily tower adjacent to The Zoe, later this year. Additionally, in 2024, we started construction on a new office amenity hub at 2011 Crystal Drive that, along with a repositioning of the asset itself, brings to National Landing a large-scale externally managed meeting and conference facility, two elevated food and beverage offerings, and an activated public lobby.

Outlook

A fundamental component of our strategy to maximize long-term net asset value ("NAV") per share is thoughtful capital allocation. While there is continued uncertainty as to how the current political environment will impact us and the Washington, D.C. metropolitan area, we remain focused on our long-term strategy and intend to continue seeking new investments that offer the most accretive returns and that align with our strategy and competitive advantages. We anticipate that new investments will primarily be financed through asset recycling, either in advance or retrospectively. These new investments may include share repurchases, distressed office investments and other opportunistic investments in partnership with third-party capital. The latter may allow us to capitalize on distressed pricing in the office market, to monetize our land bank, and to generate additional fee and carried interest revenue. We intend to continue to opportunistically sell or recapitalize assets (which may be multifamily, commercial and/or retail assets) as well as land sites where a ground lease or joint venture execution may represent the most attractive path to maximizing value. In a climate where office valuations are near cyclical lows with limited liquidity, the most efficiently priced source of capital will likely come from our multifamily assets. To that end, we are currently marketing for sale select multifamily and land assets in both Washington, D.C. and Northern Virginia. During the six months ended June 30, 2025, we sold two multifamily assets and one development parcel for total gross sales proceeds of $391.0 million and sold a 40.0% interest in a real estate venture that owns West Half, a multifamily asset, for $100.0 million. Additionally, in July 2025, we sold The Batley, a multifamily asset, for a gross sales price of $155.0 million. Recycling these assets will also further advance our strategy to concentrate our portfolio in National Landing. As long as we believe our share price does not reflect the underlying, intrinsic value of our business, we expect to continue repurchasing shares through our share repurchase plan (which had a capacity of $499.2 million as of June 30, 2025) and to fund such repurchases through such asset sales or recapitalizations.

Our in-service operating multifamily portfolio, which refers to operating assets that are at or above 90% leased or have been operating and collecting rent for more than 12 months as of June 30, 2025, was 92.9% occupied as of June 30, 2025, a decrease of 140 basis points as compared to March 31, 2025. During the second quarter of 2025, we increased effective rents, which represent the average change in rental rates versus expiring rental rates net of concessions, by 1.0% for new leases and 8.9% upon renewal while achieving a 49.0% renewal rate across our portfolio. Our recently delivered assets, The Grace and Reva (placed into service the second quarter of 2024) and The Zoe (placed into service the second quarter of 2025) were a weighted average of 63.7% leased as of June 30, 2025. As a result of these deliveries, interest expense has increased as we have ceased capitalizing the related interest, and we expect additional interest expense when we deliver Valen later this year.

Our office portfolio occupancy was 74.8% as of June 30, 2025, a decrease of 160 basis points as compared to March 31, 2025. The office market continues to experience headwinds, including an increased focus on the reduction of government spending, which could impact U.S. federal government leasing practices and companies dependent on the federal government with many deals paused as tenants continue to wait for more certainty regarding federal government staffing and spending changes. Our leasing efforts continue to focus on buildings with long-term potential, concentrating occupancy in areas of National Landing that we have enhanced through our placemaking initiatives and that are accessible via multi-modal transportation. We took approximately 618,000 office square feet out of service in 2024 at 1800 South Bell Street, 2100 Crystal Drive and 2200 Crystal Drive. Additionally, during the first quarter of 2025, we took 197,124 square feet out of service at 1901 South Bell Street, a commercial asset, and expect to take the remainder of the asset out of service as tenants vacate. With the objective of ultimately reducing our competitive office inventory in National Landing, we expect to help foster a healthier long-term office market while repurposing older, underutilized buildings for redevelopment or

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conversion to multifamily housing, hospitality or other complimentary uses that will support a vibrant mixed-use environment.

We continue to advance the design and entitlement of our 10.7 million square feet (8.7 million square feet at our share) of estimated potential development density in our development pipeline and intend to look to source joint venture capital as a means of funding these developments as market conditions permit.

New Tax Legislation

Effective July 4, 2025, certain changes to U.S. tax law were approved that impact us and our shareholders. Among other changes, this legislation (i) permanently extended the 20% deduction for "qualified REIT dividends" for individuals and other non-corporate taxpayers under Section 199A of the Code, (ii) increased the percentage limit under the REIT asset test applicable to taxable REIT subsidiaries from 20% to 25% for taxable years beginning after December 31, 2025 and (iii) increased the base on which the 30% interest deduction limit under Section 163(j) of the Code applies by excluding depreciation, amortization and depletion from the definition of "adjusted taxable income" for taxable years beginning after December 31, 2024.

Operating Results

Key highlights for the three and six months ended June 30, 2025 included:

●

net loss attributable to common shareholders of $19.2 million, or $0.29 per diluted common share, for the three months ended June 30, 2025 compared to $24.4 million, or $0.27 per diluted common share, for the three months ended June 30, 2024. Net loss attributable to common shareholders of $65.0 million, or $0.87 per diluted common share, for the six months ended June 30, 2025 compared to $56.6 million, or $0.63 per diluted common share, for the six months ended June 30, 2024;

●	third-party real estate services revenue, including reimbursements, of $14.8 million and $29.7 million for the three and six months ended June 30, 2025, and $17.4 million and $35.3 million for the three and six months ended June 30, 2024;

●	in-service operating multifamily portfolio leased and occupied percentages⁽¹⁾ at our share of 94.8% and 92.9% as of June 30, 2025 as compared to 95.7% and 94.3% as of March 31, 2025, and 96.9% and 94.3% as of June 30, 2024;

●	operating commercial portfolio leased and occupied percentages at our share of 76.5% and 74.8% as of June 30, 2025 compared to 78.3% and 76.4% as of March 31, 2025, and 82.3% and 80.6% as of June 30, 2024;

●

the leasing of 208,000 square feet at our share, at an initial rent⁽²⁾ of $49.07 per square foot and a GAAP-basis weighted average rent per square foot⁽³⁾ of $47.16 for the three months ended June 30, 2025, and the leasing of 279,000 square feet at our share, at an initial rent⁽²⁾ of $49.92 per square foot and a GAAP-basis weighted average rent per square foot⁽³⁾ of $48.46 for the six months ended June 30, 2025; and

●

a decrease in same store⁽⁴⁾ net operating income ("NOI") of 3.0% to $59.5 million for the three months ended June 30, 2025 compared to $61.3 million for the three months ended June 30, 2024, and a decrease in same store⁽⁴⁾ NOI of 4.6% to $119.2 million for the six months ended June 30, 2025 compared to $124.9 million for the six months ended June 30, 2024.

(1)	2221 S. Clark Street - Residential and 900 W Street are excluded from leased and occupied percentages as they are operated as short-term rental properties.

(2)	Represents the cash basis weighted average starting rent per square foot at our share, which excludes free rent, fixed escalations and percentage rent.

(3)	Represents the weighted average rent per square foot recognized over the term of the respective leases, including the effect of free rent and fixed escalations, but excluding the effect of percentage rent.

(4)	Includes the results of the properties that are owned, operated and in-service for the entirety of both periods being compared except for properties for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared.

Additionally, investing and financing activity during the six months ended June 30, 2025 included:

●	the acquisition of Tysons Dulles Plaza. See Note 3 to the financial statements for additional information;

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●	the sale of WestEnd25, a development parcel and 8001 Woodmont. See Note 3 to the financial statements for additional information;

●	the sale of a 40.0% noncontrolling interest in a real estate venture that owns West Half. See Note 9 to the financial statements for additional information;

●	the refinancing of the RiverHouse Apartments mortgage loan. See Note 7 to the financial statements for additional information;

●	the net borrowing of $141.0 million under our revolving credit facility;

●	the payment of dividends totaling $27.2 million and distributions to redeemable noncontrolling interests of $5.7 million;

●	the repurchase and retirement of 23.3 million of our common shares for $372.4 million, a weighted average purchase price per share of $15.96; and

●	the investment of $62.4 million in development costs, construction in progress and real estate additions.

Activity subsequent to June 30, 2025 included:

●	the sale of The Batley. See Note 3 to the financial statements for additional information; and

●	the declaration of a quarterly dividend of $0.175 per common share, payable on August 21, 2025 to shareholders of record as of August 7, 2025.

Critical Accounting Estimates

Our Annual Report contains a description of our critical accounting estimates, including asset acquisitions, real estate, investments in real estate ventures and revenue recognition. There have been no significant changes to our policies during the six months ended June 30, 2025.

Recent Accounting Pronouncements

See Note 2 to the financial statements for a description of recent accounting pronouncements.

Results of Operations

During the six months ended June 30, 2025, we sold WestEnd25 and 8001 Woodmont, and in 2024, we sold North End Retail, Fort Totten Square and 2101 L Street. We collectively refer to these assets as the "Disposed Properties" in the discussion below. In 2024, we took 1800 South Bell Street, 2100 Crystal Drive and 2200 Crystal Drive out of service, and during the first quarter of 2025, we took 197,124 square feet out of service at 1901 South Bell Street. In May 2025, we acquired Tysons Dulles Plaza. In 2024, we began leasing The Grace and Reva, and we began leasing The Zoe during the first quarter of 2025.

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Comparison of the Three Months Ended June 30, 2025 to 2024

The following summarizes certain line items from our statements of operations that we believe are important in understanding our operations and/or those items which significantly changed in the three months ended June 30, 2025 compared to the same period in 2024:


	Three Months Ended June 30,
	2025		2024		% Change

	(Dollars in thousands)
Property rental revenue	$	106,509	$	112,536	(5.4)	%
Third-party real estate services revenue, including reimbursements		14,805		17,397	(14.9)	%
Depreciation and amortization expense		47,560		51,306	(7.3)	%
Property operating expense		34,875		36,254	(3.8)	%
Real estate taxes expense		12,651		14,399	(12.1)	%
General and administrative expense:
Corporate and other		16,720		17,001	(1.7)	%
Third-party real estate services		13,562		18,650	(27.3)	%
Interest expense		35,571		31,973	11.3	%
Gain on the sale of real estate, net		41,832		89	*
Impairment loss		31,813		1,025	*

* Not meaningful.

Property rental revenue decreased by approximately $6.0 million, or 5.4%, to $106.5 million in 2025 from $112.5 million in 2024. The decrease was primarily due to a $7.6 million decrease in revenue from our commercial assets, partially offset by a $435,000 increase in revenue from our multifamily assets. The decrease in revenue from our commercial assets was primarily due to a $4.2 million decrease related to the commercial Disposed Properties, a $2.1 million decrease related to taking 2100 Crystal Drive and 2200 Crystal Drive out of service, and lower occupancy across the portfolio, partially offset by a $2.3 million increase related to the acquisition of Tysons Dulles Plaza and a $1.9 million increase in lease termination revenue. The increase in revenue from our multifamily assets was primarily due to a $5.7 million increase related to the continued lease up of The Grace, Reva and The Zoe, and higher rents across the portfolio, partially offset by a $6.2 million decrease related to the multifamily Disposed Properties.

Third-party real estate services revenue, including reimbursements, decreased by approximately $2.6 million, or 14.9%, to $14.8 million in 2025 from $17.4 million in 2024. The decrease was primarily due to a $1.2 million decrease in reimbursement revenue, a $634,000 decrease in property management fees and a $536,000 decrease in asset management fees.

Depreciation and amortization expense decreased by approximately $3.7 million, or 7.3%, to $47.6 million in 2025 from $51.3 million in 2024. The decrease was primarily due to (i) a $4.0 million decrease related to Disposed Properties, (ii) a $2.7 million decrease related to 2100 Crystal Drive and Crystal Drive Retail due to the acceleration of depreciation of certain assets in 2024 and (iii) a $799,000 decrease related to West Half due to certain assets being fully depreciated. The decrease in depreciation and amortization expense was partially offset by (iv) a $1.9 million increase related to The Zoe, which we began leasing during the first quarter of 2025, (v) a $1.6 million increase related to 2011 Crystal Drive due to the acceleration of depreciation for certain assets in 2025 and (vi) a $796,000 increase related to the acquisition of Tysons Dulles Plaza.

Property operating expense decreased by approximately $1.4 million, or 3.8%, to $34.9 million in 2025 from $36.3 million in 2024. The decrease was primarily due to a $1.3 million decrease in property operating expense from our commercial assets, partially offset by a $79,000 increase in property operating expense from our multifamily assets. The decrease in property operating expense from our commercial assets was primarily due to a $1.1 million decrease related to the commercial Disposed Properties and lower operating expenses primarily related to utilities, partially offset by a $630,000 increase related to the acquisition of Tysons Dulles Plaza. The increase in property operating expense from our multifamily assets was primarily due to a $1.4 million increase related to the continued lease up of The Grace, Reva and The Zoe, and higher operating expenses primarily related to repairs and maintenance and utilities, partially offset by a $2.0 million decrease related to the multifamily Disposed Properties.

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Real estate taxes expense decreased by approximately $1.7 million, or 12.1%, to $12.7 million in 2025 from $14.4 million in 2024. The decrease was primarily due to a $1.6 million decrease related to the Disposed Properties.

General and administrative expense: corporate and other decreased by approximately $281,000, or 1.7%, to $16.7 million in 2025 from $17.0 million in 2024. The decrease was primarily due to lower compensation expenses, partially offset by an increase in professional fees and other overhead expenses.

General and administrative expense: third-party real estate services decreased by approximately $5.1 million, or 27.3%, to $13.6 million in 2025 from $18.7 million in 2024. The decrease was primarily due to lower compensation expenses and lower third-party reimbursable expenses related to a decline in the number of third-party management contracts.

Interest expense increased by approximately $3.6 million, or 11.3%, to $35.6 million in 2025 from $32.0 million in 2024. The increase was primarily due to (i) a $6.5 million increase due to higher interest expense on our term loans and a higher outstanding balance on our revolving credit facility, (ii) a $1.1 million decrease in capitalized interest as we placed The Grace, Reva and The Zoe into service, and (iii) an $879,000 increase due to draws on the mortgage loan related to The Zoe and Valen. The increase in interest expense was partially offset by (iv) a $2.5 million decrease related to the Disposed Properties and (v) a $1.6 million decrease related to mortgage loans collateralized by 201 12th Street S., 200 12th Street S. and 251 18th Street S., which were repaid during 2024.

Gain on the sale of real estate of $41.8 million in 2025 was primarily due to the sale of WestEnd25.

Impairment loss of $31.8 million in 2025 was related to The Batley, which was written down to its estimated fair value.

Comparison of the Six Months Ended June 30, 2025 to 2024

The following summarizes certain line items from our statements of operations that we believe are important in understanding our operations and/or those items which significantly changed in the six months ended June 30, 2025 compared to the same period in 2024:


		Six Months Ended June 30,
		2025		2024		% Change

	(Dollars in thousands)
Property rental revenue		$	208,008	$	235,172	(11.6)	%
Third-party real estate services revenue, including reimbursements			29,719		35,265	(15.7)	%
Depreciation and amortization expense			95,147		108,161	(12.0)	%
Property operating expense			68,312		71,533	(4.5)	%
Real estate taxes expense			24,823		28,194	(12.0)	%
General and administrative expense:
Corporate and other			32,277		31,974	0.9	%
Third-party real estate services			29,633		40,977	(27.7)	%
Interest expense			70,771		62,133	13.9	%
Gain on the sale of real estate, net			42,369		286	*
Impairment loss			40,296		18,236	121.0	%

* Not meaningful.

Property rental revenue decreased by approximately $27.2 million, or 11.6%, to $208.0 million in 2025 from $235.2 million in 2024. The decrease was primarily due to a $32.4 million decrease in revenue from our commercial assets, partially offset by a $3.1 million increase in revenue from our multifamily assets. The decrease in revenue from our commercial assets was primarily due to an $8.6 million decrease related to the commercial Disposed Properties, a $7.5 million decrease in lease termination revenue, a $7.0 million decrease related to taking 2100 Crystal Drive, 2200 Crystal Drive and 1901 South Bell Street out of service, and lower occupancy across the portfolio, partially offset by a $2.3 million increase related to the acquisition of Tysons Dulles Plaza. The increase in revenue from our multifamily assets was primarily due to an $11.5 million increase related to the continued lease up of The Grace, Reva and The Zoe, and higher rents across the portfolio, partially offset by a $10.1 million decrease related to the multifamily Disposed Properties.

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Third-party real estate services revenue, including reimbursements, decreased by approximately $5.5 million, or 15.7%, to $29.7 million in 2025 from $35.3 million in 2024. The decrease was primarily due to a $2.7 million decrease in reimbursement revenue, a $1.5 million decrease in property management fees, an $880,000 decrease in asset management fees and a $573,000 decrease in leasing fees.

Depreciation and amortization expense decreased by approximately $13.0 million, or 12.0%, to $95.1 million in 2025 from $108.2 million in 2024. The decrease was primarily due to (i) an $11.1 million decrease related to 2100 Crystal Drive and Crystal Drive Retail due to the acceleration of depreciation of certain assets in 2024, (ii) an $8.4 million decrease related to Disposed Properties, (iii) a $1.6 million decrease related to West Half due to certain assets being fully depreciated and (iv) a $1.1 million decrease related to 800 North Glebe Road due to the disposal of certain assets in 2024. The decrease in depreciation and amortization expense was partially offset by (v) a $6.5 million increase as we placed The Grace, Reva and The Zoe into service, (vi) a $2.5 million increase related to 2011 Crystal Drive due the acceleration of depreciation for certain assets in 2025 and (vii) a $796,000 increase related to the acquisition of Tysons Dulles Plaza.

Property operating expense decreased by approximately $3.2 million, or 4.5%, to $68.3 million in 2025 from $71.5 million in 2024. The decrease was primarily due to a $2.7 million decrease in property operating expense from our commercial assets and a $1.0 million decrease in other property operating expense, partially offset by a $462,000 increase in property operating expense from our multifamily assets. The decrease in property operating expense from our commercial assets was primarily due to a $2.3 million decrease related to the commercial Disposed Properties and lower operating expenses primarily related to marketing expenses across the portfolio, partially offset by a $630,000 increase related to the acquisition of Tysons Dulles Plaza. The decrease in other property operating expense was primarily due to a $1.5 million decrease in insurance claims covered by our captive insurance subsidiary. The increase in property operating expense from our multifamily assets was primarily due to a $2.6 million increase related to the continued lease up The Grace, Reva and The Zoe, and higher operating expenses primarily related to repairs and maintenance and utilities, partially offset by a $3.5 million decrease related to the multifamily Disposed Properties.

Real estate taxes expense decreased by approximately $3.4 million, or 12.0%, to $24.8 million in 2025 from $28.2 million in 2024. The decrease was primarily due to a $3.1 million decrease related to the Disposed Properties and various decreases in property value assessments, partially offset by a $1.2 million increase related to The Grace, Reva and The Zoe.

General and administrative expense: corporate and other increased by approximately $303,000, or 0.9%, to $32.3 million in 2025 from $32.0 million in 2024. The increase was primarily an increase in professional fees and other overhead expenses, partially offset by lower compensation expenses.

General and administrative expense: third-party real estate services decreased by approximately $11.3 million, or 27.7%, to $29.6 million in 2025 from $41.0 million in 2024. The decrease was primarily due to lower compensation expenses and lower third-party reimbursable expenses related to a decline in the number of third-party management contracts.

Interest expense increased by approximately $8.6 million, or 13.9%, to $70.8 million in 2025 from $62.1 million in 2024. The increase was primarily due to (i) a $10.0 million increase due to higher interest expense on our term loans and a higher outstanding balance on our revolving credit facility, (ii) a $3.3 million decrease in capitalized interest as we placed The Grace, Reva and The Zoe into service, (iii) a $2.5 million increase due to draws on the mortgage loan related to The Zoe and Valen and (iv) a $2.3 million increase due to the expiration of interest rate swaps related to the RiverHouse Apartments mortgage loan, which was refinanced in March 2025 with a fixed interest rate mortgage loan. The increase in interest expense was partially offset by (v) a $4.3 million decrease related to the Disposed Properties, (vi) a $3.2 million decrease related to mortgage loans collateralized by 201 12th Street S., 200 12th Street S. and 251 18th Street S., which were repaid during 2024, and (vii) a $1.2 million decrease related to lower rates on variable rate mortgage loans.

Gain on the sale of real estate of $42.4 million in 2025 was primarily due to the sale of WestEnd25.

Impairment loss of $40.3 million in 2025 was related to The Batley and a development parcel, which were written down to their estimated fair value. Impairment loss of $18.2 million in 2024 was related to two development parcels, which were written down to their estimated fair value.

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Funds from Operations ("FFO")

FFO is a non-GAAP financial measure computed in accordance with the definition established by the National Association of Real Estate Investment Trusts ("Nareit") in the Nareit FFO White Paper - 2018 Restatement. Nareit defines FFO as net income (loss) (computed in accordance with GAAP), excluding depreciation and amortization expense related to real estate, gains (losses) from the sale of certain real estate assets, gains (losses) from change in control and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, including our share of such adjustments for unconsolidated real estate ventures.

We believe FFO is a meaningful non-GAAP financial measure useful in comparing our levered operating performance from period-to-period and as compared to similar real estate companies because FFO excludes real estate depreciation and amortization expense, which implicitly assumes that the value of real estate diminishes predictably over time rather than fluctuating based on market conditions and other non-comparable income and expenses. FFO does not represent cash generated from operating activities and is not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income (loss) (computed in accordance with GAAP), as a performance measure or cash flow as a liquidity measure. FFO may not be comparable to similarly titled measures used by other companies.

The following is the reconciliation of net loss attributable to common shareholders, the most directly comparable GAAP measure, to FFO:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024

	(In thousands)
Net loss attributable to common shareholders	$	(19,241)	$	(24,373)	$	(64,961)	$	(56,649)
Net loss attributable to redeemable noncontrolling interests		(3,940)		(3,454)		(11,918)		(7,988)
Net loss attributable to noncontrolling interests		—		(5,587)		—		(10,967)
Net loss		(23,181)		(33,414)		(76,879)		(75,604)
Gain on the sale of real estate, net of tax		(41,832)		(89)		(42,369)		(1,498)
Pro rata share of gain on the sale of unconsolidated real estate assets		(1,500)		—		(1,500)		(480)
Real estate depreciation and amortization		46,508		49,631		92,469		104,818
Real estate impairment loss		31,813		—		31,813		—
Pro rata share of real estate depreciation and amortization from unconsolidated real estate ventures		786		799		1,565		2,290
FFO attributable to redeemable noncontrolling interests in consolidated real estate ventures		(270)		—		(270)		—
FFO attributable to common limited partnership units ("OP Units")		12,324		16,927		4,829		29,526
FFO attributable to redeemable noncontrolling interests		(2,371)		(2,592)		(1,106)		(4,513)
FFO attributable to common shareholders	$	9,953	$	14,335	$	3,723	$	25,013

NOI and Same Store NOI

NOI and same store NOI are non-GAAP financial measures management uses to assess an asset's performance. The most directly comparable GAAP measure is net income (loss) attributable to common shareholders. We use NOI internally as a performance measure and believe NOI and same store NOI provide useful information to investors regarding our financial condition and results of operations because it reflects only property related revenue (which includes base rent, tenant reimbursements and other operating revenue, net of free rent and payments associated with assumed lease liabilities) less operating expenses and ground rent for operating leases, if applicable. NOI and same store NOI exclude deferred rent, commercial lease termination revenue, related party management fees, interest expense, and certain other non-cash adjustments, including the accretion of acquired below-market leases and the amortization of acquired above-market leases and below-market ground lease intangibles. Management uses NOI, which includes our proportionate share of revenue and expenses attributable to real estate ventures, as a supplemental performance measure and believes it provides useful information to investors because it reflects only those revenue and expense items that are incurred at the asset level, excluding non-cash items. In addition, NOI is considered by many in the real estate industry to be a useful starting point for determining the value of a real estate asset or group of assets. However, because NOI excludes depreciation and amortization expense and captures neither the changes in the value of our assets that result from use or market conditions, nor the level of capital expenditures and capitalized leasing commissions necessary to maintain the operating performance

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of our assets, all of which have real economic effect and could materially impact the financial performance of our assets, the utility of NOI as a measure of the operating performance of our assets is limited. NOI presented by us may not be comparable to NOI reported by other REITs that define these measures differently. We believe to facilitate a clear understanding of our operating results, NOI should be examined in conjunction with net income (loss) attributable to common shareholders as presented in our financial statements. NOI should not be considered as an alternative to net income (loss) attributable to common shareholders as an indication of our performance or to cash flows as a measure of liquidity or our ability to make distributions.

Information provided on a same store basis includes the results of properties that are owned, operated and in-service for the entirety of both periods being compared, which excludes disposed properties or properties for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared. During the three months ended June 30, 2025, our same store pool decreased to 34 properties from 35 properties due to the sale of WestEnd25. During the six months ended June 30, 2025, our same store pool decreased to 34 properties from 36 properties due to the sale of 8001 Woodmont and WestEnd25. While there is judgment surrounding changes in designations, a property is removed from the same store pool when the property is considered to be under-construction because it is undergoing significant redevelopment or renovation pursuant to a formal plan or is being repositioned in the market and such renovation or repositioning is expected to have a significant impact on property NOI. A development property or under-construction property is moved to the same store pool once a substantial portion of the growth expected from the development or redevelopment is reflected in both the current and comparable prior year period. Acquisitions are moved into the same store pool once we have owned the property for the entirety of the comparable periods and the property is not under significant development or redevelopment.

Same store NOI decreased $1.8 million, or 3.0%, to $59.5 million for the three months ended June 30, 2025 from $61.3 million for the same period in 2024. Same store NOI decreased $5.7 million, or 4.6%, to $119.2 million for the six months ended June 30, 2025 from $124.9 million for the same period in 2024. The decrease was substantially attributable to (i) lower occupancy and higher operating expenses, partially offset by higher rents in our multifamily portfolio and (ii) lower occupancy and recovery revenue, partially offset by lower real estate taxes in our commercial portfolio.

The following is the reconciliation of net loss attributable to common shareholders to NOI at our share and same store NOI at our share. To conform to the current period presentation, we have included certain other property revenue in the calculation of NOI for the three and six months ended June 30, 2024 to align with our internal reporting.

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	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024

	(Dollars in thousands)
Net loss attributable to common shareholders	$	(19,241)	$	(24,373)	$	(64,961)	$	(56,649)
Net loss attributable to redeemable noncontrolling interests		(3,940)		(3,454)		(11,918)		(7,988)
Net loss attributable to noncontrolling interests		—		(5,587)		—		(10,967)
Net loss		(23,181)		(33,414)		(76,879)		(75,604)
Add:
Depreciation and amortization expense		47,560		51,306		95,147		108,161
General and administrative expense:
Corporate and other		16,720		17,001		32,277		31,974
Third-party real estate services		13,562		18,650		29,633		40,977
Transaction and other costs		2,846		824		4,757		2,338
Interest expense		35,571		31,973		70,771		62,133
(Gain) loss on the extinguishment of debt, net		(2,234)		—		2,402		—
Impairment loss		31,813		1,025		40,296		18,236
Income tax expense (benefit)		(83)		597		(283)		(871)
Less:
Third-party real estate services, including reimbursements revenue		14,805		17,397		29,719		35,265
Income (loss) from unconsolidated real estate ventures, net		1,091		(226)		499		749
Interest and other income, net		698		3,432		1,223		5,532
Gain on the sale of real estate, net		41,832		89		42,369		286
Adjustments:
NOI attributable to unconsolidated real estate ventures at our share		1,287		1,168		2,277		4,215
Real estate venture partner’s share of NOI attributable to consolidated real estate ventures		(272)		—		(272)		—
Non-cash rent adjustments ⁽¹⁾		71		(2,509)		2,510		(3,939)
Other adjustments ⁽²⁾		399		3,324		2,092		(2,705)
Total adjustments		1,485		1,983		6,607		(2,429)
NOI at our share		65,633		69,253		130,918		143,083
Less: out-of-service NOI loss ⁽³⁾ ⁽⁴⁾		(1,469)		(2,341)		(3,696)		(5,374)
Operating Portfolio NOI ⁽⁴⁾		67,102		71,594		134,614		148,457
Non-same store NOI ^{(4) (5)}		7,575		10,254		15,399		23,515
Same store NOI ^{(4) (6)}	$	59,527	$	61,340	$	119,215	$	124,942

Change in same store NOI		(3.0%)				(4.6%)
Number of properties in same store pool		34				34

(1)	Adjustment to exclude deferred rent, above/below market lease amortization and lease incentive amortization.

(2)	Adjustment to exclude commercial lease termination revenue, related party management fees, corporate entity activity and inter-segment activity.

(3)	Includes the results of our under-construction assets and assets in the development pipeline.

(4)	Represents amounts at our share.

(5)	Includes the results of properties that were not in-service for the entirety of both periods being compared, including disposed properties, and properties for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared.

(6)	Includes the results of the properties that are owned, operated and in-service for the entirety of both periods being compared.

Reportable Segments

Our three operating and reportable segments are multifamily, commercial, and third-party real estate services. We measure and evaluate the performance of our operating segments, with the exception of the third-party real estate services business, based on NOI at our share, which includes our proportionate share of revenue and expenses attributable to real estate ventures.

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The following is a summary of NOI at our share for our multifamily and commercial segments:


	Three Months Ended June 30, 2025				Three Months Ended June 30, 2024
	Multifamily		Commercial		Multifamily		Commercial

	(In thousands, at our share)
Property rental revenue	$	53,563	$	51,683	$	52,203	$	58,286
Other property revenue		654		4,568		937		4,533
Total property revenue		54,217		56,251		53,140		62,819
Property expense:
Real estate taxes		6,165		5,803		5,477		7,685
Payroll		3,845		3,102		4,222		3,280
Utilities		3,776		2,768		3,390		3,202
Repairs and maintenance		6,276		5,233		5,468		5,560
Other property operating		3,188		4,384		2,606		4,468
Total property expense		23,250		21,290		21,163		24,195
NOI from reportable segments	$	30,967	$	34,961	$	31,977	$	38,624

	Six Months Ended June 30, 2025				Six Months Ended June 30, 2024
	Multifamily		Commercial		Multifamily		Commercial

	(In thousands, at our share)
Property rental revenue	$	108,165	$	101,440	$	103,934	$	121,632
Other property revenue		1,275		8,304		1,653		8,625
Total property revenue		109,440		109,744		105,587		130,257
Property expense:
Real estate taxes		11,736		11,395		10,879		15,674
Payroll		7,587		6,109		8,404		6,788
Utilities		7,694		6,170		6,936		6,871
Repairs and maintenance		11,713		9,705		9,831		10,808
Other property operating		6,233		8,532		4,973		8,539
Total property expense		44,963		41,911		41,023		48,680
NOI from reportable segments	$	64,477	$	67,833	$	64,564	$	81,577

Comparison of the Three Months Ended June 30, 2025 to 2024

Multifamily: Property revenue increased by $1.1 million, or 2.0%, to $54.2 million in 2025 from $53.1 million in 2024. NOI decreased by $1.0 million, or 3.2%, to $31.0 million in 2025 from $32.0 million in 2024. The increase in property revenue at our share was primarily due to the continued lease up of The Grace, Reva and The Zoe, and higher rents across the portfolio, partially offset by a decrease related to the multifamily Disposed Properties. The decrease in NOI at our share was primarily due to higher property operating expenses, partially offset by the increase in property revenue.

Commercial: Property revenue decreased by $6.6 million, or 10.5%, to $56.3 million in 2025 from $62.8 million in 2024. NOI decreased by $3.7 million, or 9.5%, to $35.0 million in 2025 from $38.6 million in 2024. The decreases in property revenue at our share and NOI at our share were primarily due to the commercial Disposed Properties, properties taken out of service and lower occupancy across the portfolio, partially offset by increases from the acquisition of Tysons Dulles Plaza.

Comparison of the Six Months Ended June 30, 2025 to 2024

Multifamily: Property revenue increased by $3.9 million, or 3.6%, to $109.4 million in 2025 from $105.6 million in 2024. NOI decreased by $87,000, or 0.1%, to $64.5 million in 2025 from $64.6 million in 2024. The increase in property revenue at our share was primarily due to the continued lease up of The Grace, Reva and The Zoe, and higher rents across the portfolio, partially offset by a decrease related to the multifamily Disposed Properties. The decrease in NOI at our share was primarily due to higher property operating expenses, partially offset by the increase in property revenue.

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Commercial: Property revenue decreased by $20.5 million, or 15.7%, to $109.7 million in 2025 from $130.3 million in 2024. NOI decreased by $13.7 million, or 16.8%, to $67.8 million in 2025 from $81.6 million in 2024. The decreases in property revenue at our share and NOI at our share were primarily due to the commercial Disposed Properties, properties taken out of service and lower occupancy across the portfolio, partially offset by increases from the acquisition of Tysons Dulles Plaza.

With respect to the third-party real estate services business, we review revenue streams generated by this segment, excluding reimbursement revenue, as well as the expenses attributable to this segment at our proportionate share, calculated by excluding real estate services revenue from our interests in real estate ventures. The following is a summary of our third-party real estate services business at our share:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024

	(In thousands, at our share)
Property management fees	$	3,279	$	3,874	$	6,640	$	7,989
Asset management fees		706		1,242		1,286		2,166
Development fees		464		421		987		659
Leasing fees		1,099		1,128		1,753		2,248
Construction management fees		267		177		498		561
Other service revenue		1,035		1,260		2,070		2,261
Third-party real estate services revenue, excluding reimbursements		6,850		8,102		13,234		15,884
Third-party real estate services expenses, excluding reimbursements		5,397		9,126		12,633		21,262
Net third-party real estate services, excluding reimbursements	$	1,453	$	(1,024)	$	601	$	(5,378)

Comparison of the Three Months Ended June 30, 2025 to 2024

Third-party real estate services revenue, excluding reimbursements, decreased by $1.3 million, or 15.5%, to $6.9 million in 2025 from $8.1 million in 2024. The decrease was primarily due to a $595,000 decrease in property management fees and a $536,000 decrease in asset management fees. Third-party real estate services expenses, excluding reimbursements, decreased by $3.7 million, or 40.9%, to $5.4 million in 2025 from $9.1 million in 2024. The decrease was primarily due to lower compensation expenses related to a decline in the number of third-party management contracts.

Comparison of the Six Months Ended June 30, 2025 to 2024

Third-party real estate services revenue, excluding reimbursements, decreased by $2.7 million, or 16.7%, to $13.2 million in 2025 from $15.9 million in 2024. The decrease was primarily due to a $1.3 million decrease in property management fees, an $880,000 decrease in asset management fees and a $495,000 decrease in leasing fees. Third-party real estate services expenses, excluding reimbursements, decreased by $8.6 million, or 40.6%, to $12.6 million in 2025 from $21.3 million in 2024. The decrease was primarily due to lower compensation expenses related to a decline in the number of third-party management contracts.

Liquidity and Capital Resources

Property rental income is our primary source of operating cash flow and depends on many factors including occupancy levels and rental rates, as well as our tenants' ability to pay rent. In addition, our third-party real estate services business provides fee-based real estate services. Our assets provide cash flow that enables us to pay operating expenses, debt service, recurring capital expenditures, dividends to shareholders, and distributions to holders of OP Units and long-term incentive partnership units ("LTIP Units"). Other sources of liquidity to fund cash requirements include proceeds from financings, recapitalizations, asset sales, and the issuance and sale of securities. We anticipate that cash flows from continuing operations and proceeds from financings, asset sales and recapitalizations, together with existing cash balances, will be adequate to fund our business operations, debt amortization, capital expenditures, any dividends to shareholders, and distributions to holders of OP Units and LTIP Units.

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Mortgage Loans

The following is a summary of mortgage loans:


	Weighted Average
	Effective
	Interest Rate ⁽¹⁾	June 30, 2025		December 31, 2024

		(In thousands)
Variable rate ⁽²⁾	5.57%	$	545,900	$	587,254
Fixed rate ⁽³⁾	5.22%		1,009,519		1,196,479
Mortgage loans			1,555,419		1,783,733
Unamortized deferred financing costs and premium/discount, net			(14,749)		(16,560)
Mortgage loans, net		$	1,540,670	$	1,767,173

(1)	Weighted average effective interest rate as of June 30, 2025.

(2)

(3)	Includes variable rate mortgage loans with interest rates fixed by interest rate swap agreements.

Revolving Credit Facility and Term Loans

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The following is a summary of amounts outstanding under the revolving credit facility and term loans:


	Effective
	Interest Rate ⁽¹⁾	June 30, 2025		December 31, 2024

		(In thousands)
Revolving credit facility ^{(2) (3)}	6.04%	$	226,000	$	85,000

Tranche A-1 Term Loan ⁽⁴⁾	5.44%	$	200,000	$	200,000
Tranche A-2 Term Loan ⁽⁵⁾	4.30%		400,000		400,000
2023 Term Loan ⁽⁶⁾	5.51%		120,000		120,000
Term loans			720,000		720,000
Unamortized deferred financing costs, net			(1,748)		(2,147)
Term loans, net		$	718,252	$	717,853

(1)	Effective interest rate as of June 30, 2025. The interest rate for our revolving credit facility excludes a 0.20% facility fee.

(2)	As of June 30, 2025, daily SOFR was 4.45%. As of December 31, 2024, a $15.2 million letter of credit was outstanding under our revolving credit facility, which was cancelled on April 1, 2025.

(3)	As of June 30, 2025 and December 31, 2024, excludes $5.8 million and $7.3 million of net deferred financing costs related to our revolving credit facility that were included in "Other assets, net" in our balance sheets.

(4)	The interest rate swaps fix SOFR at a weighted average interest rate of 4.00% through the extended maturity date of January 2027.

(5)	The interest rate swaps fix SOFR at a weighted average interest rate of 2.81% through the maturity date.

(6)	The interest rate swap fixes SOFR at an interest rate of 4.01% through the maturity date.

Common Shares Repurchased

Purchases under the program are made either in the open market or in privately negotiated transactions from time to time as permitted by federal securities laws and other legal requirements. The timing, manner, price and amount of any repurchases will be determined by us at our discretion and will be subject to economic and market conditions, share price, applicable legal requirements and other factors. The program may be suspended or discontinued at our discretion without prior notice.

Material Cash Requirements

Our material cash requirements for the next 12 months and beyond are to fund:

●	normal recurring expenses;

●

debt service and principal repayment obligations, including balloon payments on maturing mortgage loans — As of June 30, 2025, we had maturities totaling $338.0 million ($305.0 million related to our consolidated entities and $33.0 million related to an unconsolidated real estate venture at our share) scheduled to mature in 2025 and 2026;

●

capital expenditures, including major renovations, tenant improvements and leasing costs — As of June 30, 2025, we had committed tenant-related obligations totaling $34.1 million ($33.9 million related to our consolidated entities and $173,000 related to our unconsolidated real estate ventures at our share);

●

development expenditures — As of June 30, 2025, we had one asset under construction, Valen, and are building a new amenity hub at 2011 Crystal Drive that together, based on our current plans and estimates, require an additional $35.2 million to complete, which we anticipate will be primarily expended over the next year;

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●	dividends to shareholders and distributions to holders of OP Units and LTIP Units — On July 24, 2025, our Board of Trustees declared a quarterly dividend of $0.175 per common share;

●	possible common share repurchases — During the third quarter of 2025, through July 25, 2025, we repurchased and retired 264,209 common shares for $4.6 million; and

●	possible acquisitions of properties, either directly or indirectly through the acquisition of equity interests.

We expect to satisfy these needs using one or more of the following:

●	cash and cash equivalents — As of June 30, 2025, we had cash and cash equivalents of $61.4 million;

●	cash flows from operations;

●	distributions from real estate ventures;

●	borrowing capacity under our revolving credit facility — As of June 30, 2025, we had $524.0 million of undrawn capacity under our revolving credit facility;

●	proceeds from financings, joint venture capital, asset sales and recapitalizations; and

●	proceeds from the issuance of securities.

During the six months ended June 30, 2025, there were no significant changes to the material cash requirements information presented in Item 7 of Part II of our Annual Report.

See additional information in the following pages under "Commitments and Contingencies."

Summary of Cash Flows

The following summary discussion of our cash flows is based on our statements of cash flows and is not meant to be an all-inclusive discussion of the changes in our cash flows:


	Six Months Ended June 30,
	2025		2024

	(In thousands)
Net cash provided by operating activities	$	31,752	$	60,813
Net cash provided by investing activities		270,724		61,992
Net cash used in financing activities		(394,706)		(117,344)

Cash Flows for the Six Months Ended June 30, 2025

Cash and cash equivalents, and restricted cash decreased $92.2 million to $91.0 million as of June 30, 2025, compared to $183.2 million as of December 31, 2024. This decrease resulted from $394.7 million of net cash used in financing activities, partially offset by $270.7 million of net cash provided by investing activities and $31.8 million of net cash provided by operating activities. Our outstanding debt was $2.5 billion and $2.6 billion as of June 30, 2025 and December 31, 2024.

Net cash provided by operating activities of $31.8 million comprised: (i) $44.1 million of net income (before $163.3 million of non-cash items and a $42.4 million gain on the sale of real estate) and (ii) $864,000 of return on capital from unconsolidated real estate ventures, partially offset by (iii) $13.2 million of net change in operating assets and liabilities. Non-cash income adjustments of $163.3 million primarily include depreciation and amortization expense, impairment loss, share-based compensation expense, amortization of lease incentives and deferred rent.

Net cash provided by investing activities of $270.7 million primarily comprised: (i) $381.6 million of proceeds from the sale of real estate, partially offset by (ii) $62.4 million of development costs, construction in progress and real estate additions and (iii) $42.7 million related to the acquisition of Tysons Dulles Plaza in May 2025.

Net cash used in financing activities of $394.7 million primarily comprised: (i) $505.9 million of repayments of mortgage loans, (ii) $490.0 million of repayments on the revolving credit facility, (iii) $372.8 million of common shares repurchased, and (iv) $27.2 million of dividends paid to common shareholders, partially offset by (v) $631.0 million of borrowings under the revolving credit facility, (vi) $275.0 million of borrowings under mortgage loans and (vii) $100.0 million of proceeds from the sale of a 40.0% noncontrolling interest in a real estate venture that owns West Half in May 2025.

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Unconsolidated Real Estate Ventures

We consolidate entities in which we have a controlling interest or are the primary beneficiary in a variable interest entity. From time to time, we may have off-balance-sheet unconsolidated real estate ventures and other unconsolidated arrangements with varying structures.

As of June 30, 2025, we had investments in unconsolidated real estate ventures totaling $93.9 million. For these investments, we exercise significant influence over but do not control these entities and, therefore, account for these investments using the equity method of accounting. For a more complete description of our real estate ventures, see Note 4 to the financial statements.

From time to time, we (or ventures in which we have an ownership interest) have agreed, and may in the future agree with respect to unconsolidated real estate ventures, to (i) guarantee portions of the principal, interest and other amounts in connection with borrowings, (ii) provide customary environmental indemnifications and nonrecourse carve-outs (e.g., guarantees against fraud, misrepresentation and bankruptcy) in connection with borrowings or (iii) provide guarantees to lenders and other third parties for the completion and stabilization of development projects. We customarily have agreements with our outside venture partners whereby the partners agree to reimburse the real estate venture or us for their share of any payments made under certain of these guarantees. At times, we also have agreements with certain of our outside venture partners whereby we agree to either indemnify the partners and/or the associated ventures with respect to certain contingent liabilities associated with operating assets or to reimburse our partner for its share of any payments made by them under certain guarantees. Guarantees (excluding environmental) customarily terminate either upon the satisfaction of specified circumstances or repayment of the underlying debt. Amounts that we may be required to pay in future periods in relation to guarantees associated with budget overruns or operating losses are not estimable. As of June 30, 2025, we had no principal payment guarantees related to our unconsolidated real estate ventures.

As of June 30, 2025, we had additional capital commitments totaling $7.2 million related to our investments in real estate-focused technology companies.

Commitments and Contingencies

Insurance

Construction Commitments

As of June 30, 2025, we had one asset under construction, Valen, and are building a new amenity hub at 2011 Crystal Drive that together, based on our current plans and estimates, require an additional $35.2 million to complete, which we anticipate will be primarily expended over the next year. These capital expenditures are generally due as the work is performed, and we expect to finance them primarily with debt proceeds.

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Legal Proceedings

There are various other legal actions arising in the ordinary course of business. In our opinion, the outcome of such matters is not expected to have a material adverse effect on our financial position, results of operations or cash flows. Our accrual for loss contingencies relating to unresolved legal matters was included in "Other liabilities, net" in the consolidated balance sheets. Actual losses may differ materially from amounts recorded and the ultimate outcome of these legal proceedings is generally not yet determinable.

Other

With respect to borrowings of our consolidated entities, we may agree to (i) guarantee portions of the principal, interest and other amounts, (ii) provide customary environmental indemnifications and nonrecourse carve-outs (e.g., guarantees against fraud, misrepresentation and bankruptcy) or (iii) provide guarantees to lenders, tenants and other third parties for the completion and stabilization of development projects. As of June 30, 2025, we had no debt principal payment guarantees related to our consolidated real estate assets.

Environmental Matters

Under various federal, state and local laws, ordinances and regulations, a current or former owner or operator of real estate may be liable for conducting or paying for the costs of the investigation, removal or remediation of certain hazardous or toxic substances or petroleum products on, under or from that real estate. These laws often impose such liability without regard to whether the owner knew of, or was responsible for, the presence or release of hazardous or toxic substances or petroleum products, and the liability may be joint and several. The costs of investigation, remediation or removal of these substances may be substantial and could exceed the value of the property, and the presence of these substances, or the failure to promptly remediate these substances, may adversely affect the owner's ability to sell, operate, or develop the real estate or to borrow using the real estate as collateral. In connection with the ownership and operation of our current and former assets, we may be potentially liable for these costs. The operations of current and former tenants at our assets have involved, or may have involved, the presence or use of hazardous substances or petroleum products or the generation of hazardous wastes, and indemnities in our lease agreements may not fully protect us from liability, if, for example, a tenant responsible for environmental noncompliance or contamination becomes insolvent. The release of these hazardous substances and wastes and petroleum products could result in us incurring liabilities to investigate or remediate any resulting contamination. The presence of contamination or the failure to remediate contamination at our properties may (i) expose us to third-party liability (e.g., for cleanup costs, natural resource damages, bodily injury or property damage), (ii) subject our properties to liens in favor of the government for damages and costs the government incurs in connection with the contamination, (iii) impose restrictions on the manner in which a property may be used or businesses may be operated, or (iv) materially adversely affect our ability to sell, lease or develop the real estate or to borrow using the real estate as collateral. In addition, our assets are exposed to the risk of contamination originating from other sources. While a property owner may not be responsible for remediating contamination that has migrated onsite from an identifiable and viable offsite source, the contaminant's presence can have adverse effects on operations and the redevelopment of our assets. To the extent we arrange for contaminated materials to be sent to other locations for treatment or disposal, we may be liable for the

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cleanup of those sites if they become contaminated, without regard to whether we complied with environmental laws in doing so.

Most of our assets have been subject, at some point, to environmental assessments that are intended to evaluate the environmental condition of the subject and surrounding assets. These environmental assessments generally have included a historical review, a public records review, a visual inspection of the site and surrounding assets, visual or historical evidence of underground storage tanks and other features, and the preparation and issuance of a written report. Soil, soil vapor and/or groundwater subsurface testing is conducted at our assets, when necessary, to further investigate any conditions identified by the initial assessment that could reasonably be expected to pose a material concern to the property or result in us incurring material environmental liabilities as a result of redevelopment. The tests may not, however, have included extensive sampling or subsurface investigations. In each case where the environmental assessments have identified conditions requiring remedial actions required by law, we have initiated appropriate actions. The environmental assessments have not revealed any material environmental contamination that we believe would have a material adverse effect on our overall business, financial condition or results of operations, or that have not been anticipated and remediated during site redevelopment as required by law. Nevertheless, there can be no assurance that the identification of new areas of contamination, changes in the extent or known scope of contamination, the discovery of additional sites or changes in cleanup requirements would not result in significant cost to us. As disclosed in Note 17 to the financial statements, environmental liabilities totaled $17.5 million as of June 30, 2025 and December 31, 2024, and are included in "Other liabilities, net" in our balance sheets.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest Rate Risk

We have exposure to fluctuations in interest rates, which are sensitive to many factors that are beyond our control. The following is a summary of our annual exposure to a change in interest rates:


	June 30, 2025						December 31, 2024
			Weighted						Weighted
			Average		Annual				Average
			Effective		Effect of 1%				Effective
			Interest		Change in				Interest
	Balance		Rate		Base Rates		Balance		Rate

	(Dollars in thousands)
Debt (contractual balances):
Mortgage loans:
Variable rate ⁽¹⁾	$	545,900		5.57%	$	3,330	$	587,254	5.58%
Fixed rate ⁽²⁾		1,009,519		5.22%		—		1,196,479	4.79%
	$	1,555,419			$	3,330	$	1,783,733
Revolving credit facility and term loans:
Revolving credit facility ⁽³⁾	$	226,000		6.04%	$	2,291	$	85,000	5.98%
Tranche A-1 Term Loan ⁽⁴⁾		200,000		5.44%		—		200,000	5.34%
Tranche A-2 Term Loan ⁽⁴⁾		400,000		4.30%		—		400,000	4.20%
2023 Term Loan ⁽⁴⁾		120,000		5.51%		—		120,000	5.41%
	$	946,000			$	2,291	$	805,000
Pro rata share of debt of unconsolidated real estate ventures (contractual balances):
Variable rate ⁽¹⁾	$	68,000		5.65%	$	689	$	35,000	5.68%
Fixed rate ⁽²⁾		—		—		—		33,000	4.13%
	$	68,000			$	689	$	68,000

(1)

Includes variable rate mortgage loans with interest rate cap agreements. The interest rate cap strike is exclusive of the credit spreads associated with the mortgage loans. As of June 30, 2025, one-month term SOFR was 4.32%. The impact of these interest rate caps is reflected in our calculation of the annual effect of a 1% change in base rates, as applicable.

(2)	Includes variable rate mortgage loans with interest rates fixed by interest rate swap agreements.

(3)	As of June 30, 2025, daily SOFR was 4.45%. The interest rate for our revolving credit facility excludes a 0.20% facility fee.

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(4)

As of June 30, 2025 and December 31, 2024, the outstanding balance was fixed by interest rate swap agreements. The interest rate swaps fix SOFR at a weighted average interest rate of 4.00% for the Tranche A-1 Term Loan, 2.81% for the Tranche A-2 Term Loan and 4.01% for the 2023 Term Loan. See Note 7 to the financial statements for additional information.

The fair value of our mortgage loans is estimated by discounting the future contractual cash flows of these instruments using current risk-adjusted rates available to borrowers with similar credit profiles based on market sources. The fair value of our revolving credit facility and term loans is calculated based on the net present value of payments over the term of the facilities using estimated market rates for similar notes and remaining terms. As of June 30, 2025 and December 31, 2024, the estimated fair value of our consolidated debt was $2.5 billion and $2.6 billion. These estimates of fair value, which are made at the end of the reporting period, may be different from the amounts that may ultimately be realized upon the disposition of our financial instruments.

Hedging Activities

To manage or hedge our exposure to interest rate risk, we follow established risk management policies and procedures, including the use of a variety of derivative financial instruments.

Derivative Financial Instruments Designated as Effective Hedges

Certain derivative financial instruments, consisting of interest rate swap and cap agreements, are cash flow hedges that are designated as effective hedges, and are carried at their estimated fair value on a recurring basis. We assess the effectiveness of our hedges both at inception and on an ongoing basis. If the hedges are deemed to be effective, the fair value is recorded in "Accumulated other comprehensive income (loss)" in our balance sheets and is subsequently reclassified into "Interest expense" in our statements of operations in the period that the hedged forecasted transactions affect earnings. Our hedges become less than perfectly effective if the critical terms of the hedging instrument and the forecasted transactions do not perfectly match such as notional amounts, settlement dates, reset dates, calculation period and interest rates. In addition, we evaluate the default risk of the counterparty by monitoring the creditworthiness of the counterparty. While management believes its judgments are reasonable, a change in a derivative's effectiveness as a hedge could materially affect expenses, net income (loss) and equity.

As of June 30, 2025 and December 31, 2024, we had interest rate swap and cap agreements with an aggregate notional value of $1.4 billion and $2.0 billion, which were designated as effective hedges. The fair value of our interest rate swaps and caps designated as effective hedges primarily consisted of assets totaling $6.5 million and $23.4 million as of June 30, 2025 and December 31, 2024, included in "Other assets, net" in our balance sheets, and liabilities totaling $6.3 million and $90,000 as of June 30, 2025 and December 31, 2024, included in "Other liabilities, net" in our balance sheets.

Non-Designated Derivatives

Certain derivative financial instruments, consisting of interest rate cap agreements, do not meet the accounting requirements to be classified as hedging instruments. These derivatives are carried at their estimated fair value on a recurring basis with realized and unrealized gains (losses) recorded in "Interest expense" in our statements of operations. As of June 30, 2025 and December 31, 2024, we had various interest rate cap agreements with an aggregate notional value of $167.5 million, which were non-designated derivatives. The fair value of our interest rate cap agreements, which were non-designated derivatives, consisted of assets totaling $8.0 million and $2.3 million as of June 30, 2025 and December 31, 2024, included in "Other assets, net" in our balance sheets, and liabilities totaling $7.9 million and $2.3 million as of June 30, 2025 and December 31, 2024, included in "Other liabilities, net" in our balance sheets.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As required by Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended, we carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of June 30, 2025, our disclosure controls and procedures were effective.

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Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting during the quarter ended June 30, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There are various other legal actions arising in the ordinary course of business. In our opinion, the outcome of such matters is not expected to have a material adverse effect on our financial position, results of operations or cash flows. Our accrual for loss contingencies relating to unresolved legal matters was included in "Other liabilities, net" in the consolidated balance sheets. Actual losses may differ materially from amounts recorded and the ultimate outcome of these legal proceedings is generally not yet determinable.

ITEM 1A. RISK FACTORS

There have been no material changes to the risk factors previously disclosed in our Annual Report.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(a)

Not applicable.

(b)

Not applicable.

(c)

Purchases of equity securities by the issuer and affiliated purchasers:


Period	Total Number Of Common Shares Purchased	Average Price Paid Per Common Share		Total Number Of Common Shares Purchased As Part Of Publicly Announced Plans Or Programs	Approximate Dollar Value Of Common Shares That May Yet Be Purchased Under the Plan Or Programs
April 1, 2025 - April 30, 2025	—	$	—	—	$	684,098,177
May 1, 2025 - May 31, 2025	6,894,082		15.88	6,894,082		574,601,433
June 1, 2025 - June 30, 2025	4,281,203		17.61	4,281,203		499,208,953
Total for the three months ended June 30, 2025	11,175,285		16.54	11,175,285
Total for the six months ended June 30, 2025	23,329,270		15.96	23,329,270
Program total since inception in March 2020 ⁽¹⁾	80,130,616		18.73	80,130,616

(1)	During the third quarter of 2025, through July 25, 2025, we repurchased and retired 264,209 common shares for $4.6 million, a weighted average purchase price per share of $17.26, pursuant to a repurchase plan under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

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In June 2022, our Board of Trustees authorized the repurchase of up to $1.0 billion of our outstanding common shares, and in May 2023, increased the authorized repurchase amount to $1.5 billion. In February 2025, our Board of Trustees increased our common share repurchase authorization to $2.0 billion. Purchases under the program are made either in the open market or in privately negotiated transactions from time to time as permitted by federal securities laws and other legal requirements. The timing, manner, price and amount of any repurchases will be determined by us at our discretion and will be subject to economic and market conditions, share price, applicable legal requirements and other factors. The program may be suspended or discontinued at our discretion without prior notice.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

Trading Arrangements

During the three months ended June 30, 2025, none of our officers or trustees adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any "non-Rule 10b5-1 trading arrangement."

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ITEM 6. EXHIBITS

(a) Exhibit Index


Exhibits	Description
3.1	Declaration of Trust of JBG SMITH Properties, as amended and restated (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K, filed on July 21, 2017).
3.2	Articles Supplementary to Declaration of Trust of JBG SMITH Properties (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K, filed on March 6, 2018).
3.3	Articles of Amendment to Declaration of Trust of JBG SMITH Properties (incorporated by reference to Exhibit 3.1 to our current report on Form 8-K, filed on May 3, 2018).
3.4	Second Amended and Restated Bylaws of JBG SMITH Properties, effective August 3, 2023 (incorporated by reference to Exhibit 3.4 in our Current Report on Form 10-Q, filed on August 8, 2023).
31.1**	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended and Section 302 of the Sarbanes-Oxley Act of 2002.
31.2**	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended and Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended and 18 U.S.C 1350, as created by Section 906 of the Sarbanes- Oxley Act of 2002.
101.INS	XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	Inline XBRL Taxonomy Extension Schema
101.CAL	Inline XBRL Extension Calculation Linkbase
101.LAB	Inline XBRL Extension Labels Linkbase
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


**	Filed herewith.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		JBG SMITH Properties

Date:	July 29, 2025	/s/ M. Moina Banerjee
		M. Moina Banerjee
		Chief Financial Officer
		(Principal Financial Officer)


		JBG SMITH Properties

Date:	July 29, 2025	/s/ Angela Valdes
		Angela Valdes
		Chief Accounting Officer
		(Principal Accounting Officer)

Source: View Original Filing on SEC EDGAR

FAQ

When will LSB Industries (LXU) host its Q2 2025 earnings call?

July 30, 2025 at 10:00 a.m. ET / 9:00 a.m. CT via live webcast.

What period does the press release cover?

The attached Exhibit 99.1 reports second-quarter results for the period ended June 30, 2025.

Does the 8-K include detailed financial figures?

No. Financial metrics are contained in the separate press release; the 8-K body provides none.

Is the information in Item 2.02 considered “filed” with the SEC?

It is furnished—not filed—so it is not subject to Section 18 liability unless later incorporated by reference.

Where can investors access the full press release?

Refer to Exhibit 99.1 of this Form 8-K on the SEC’s EDGAR system.

[10-Q] JBG SMITH Properties Quarterly Earnings Report

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What period does the press release cover?

Does the 8-K include detailed financial figures?

Is the information in Item 2.02 considered “filed” with the SEC?

Where can investors access the full press release?

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[10-Q] JBG SMITH Properties Quarterly Earnings Report

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When will LSB Industries (LXU) host its Q2 2025 earnings call?

What period does the press release cover?

Does the 8-K include detailed financial figures?

Is the information in Item 2.02 considered “filed” with the SEC?

Where can investors access the full press release?

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